Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Mar. 12, 2015 | Jun. 30, 2014 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | Ashford Hospitality Prime, Inc. | ||
Entity Central Index Key | 1574085 | ||
Document Type | 10-K | ||
Current Fiscal Year End Date | -19 | ||
Document Period End Date | 31-Dec-14 | ||
Amendment Flag | FALSE | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Entity Filer Category | Accelerated Filer | ||
Entity Voluntary Filers | No | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Common Stock, Shares Outstanding | 24,023,099 | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $420,969,000 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Assets | ||
Investments in hotel properties, net | $990,303 | $765,326 |
Cash and cash equivalents | 171,439 | 143,776 |
Restricted cash | 29,646 | 5,951 |
Accounts receivable, net of allowance of $47 and $34, respectively | 12,382 | 7,029 |
Inventories | 696 | 318 |
Note receivable | 8,098 | 8,098 |
Deferred costs, net | 4,707 | 4,064 |
Prepaid expenses | 2,422 | 2,233 |
Derivative assets | 35 | 0 |
Other assets | 1,193 | 4,501 |
Intangible asset, net | 2,542 | 2,631 |
Due from related party, net | 541 | 12 |
Due from third-party hotel managers | 5,504 | 18,480 |
Total assets | 1,229,508 | 962,419 |
Liabilities: | ||
Indebtedness | 765,230 | 621,882 |
Accounts payable and accrued expenses | 29,273 | 17,279 |
Dividends payable | 1,425 | 1,245 |
Unfavorable management contract liabilities | 316 | 474 |
Due to Ashford Trust OP, net | 896 | 13,042 |
Due to Ashford Inc. | 2,546 | 0 |
Due to third-party hotel managers | 954 | 649 |
Intangible liability, net | 3,739 | 3,795 |
Other liabilities | 1,131 | 926 |
Total liabilities | 805,510 | 659,292 |
Commitments and contingencies (Note 11) | ||
Redeemable noncontrolling interests in operating partnership | 149,555 | 159,726 |
Equity: | ||
Common stock, $0.01 par value, 200,000,000 shares authorized, 25,393,433 and 16,129,112 shares issued and 24,464,163 and 16,129,112 shares outstanding at December 31, 2014 and 2013, respectively | 254 | 161 |
Additional paid-in capital | 391,184 | 246,928 |
Accumulated deficit | -96,404 | -101,062 |
Treasury stock, at cost, 929,270 shares at December 31, 2014 | -16,130 | 0 |
Total stockholders’ equity of the Company | 278,904 | 146,027 |
Noncontrolling interest in consolidated entity | -4,461 | -2,626 |
Total equity | 274,443 | 143,401 |
Total liabilities and equity | $1,229,508 | $962,419 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ||
Allowance for accounts receivable | $47 | $34 |
Common stock, par value (in dollars per share) | $0.01 | $0.01 |
Common stock, shares authorized (in shares) | 200,000,000 | 200,000,000 |
Common stock, shares issued (in shares) | 25,393,433 | 16,129,112 |
Common stock, shares outstanding (in shares) | 24,464,163 | 16,129,112 |
Treasury stock (in shares) | 929,270 | 0 |
Consolidated_and_Combined_Cons
Consolidated and Combined Consolidated Statements of Operations (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenue | |||
Rooms | $226,495 | $171,670 | $160,811 |
Food and beverage | 67,854 | 50,835 | 50,784 |
Other | 12,844 | 10,969 | 9,593 |
Total hotel revenue | 307,193 | 233,474 | 221,188 |
Other | 115 | 22 | 0 |
Total revenue | 307,308 | 233,496 | 221,188 |
Hotel operating expenses: | |||
Rooms | 51,636 | 39,881 | 37,001 |
Food and beverage | 44,297 | 33,694 | 33,377 |
Other expenses | 80,593 | 61,779 | 59,013 |
Management fees | 12,525 | 9,999 | 9,360 |
Total hotel expenses | 189,051 | 145,353 | 138,751 |
Property taxes, insurance and other | 16,174 | 11,753 | 10,236 |
Depreciation and amortization | 40,686 | 30,862 | 29,549 |
Advisory services fee | 12,534 | 1,047 | 0 |
Transaction costs | 1,871 | 13,577 | 0 |
Corporate general and administrative | 3,242 | 11,494 | 10,846 |
Total expenses | 263,558 | 214,086 | 189,382 |
Operating income | 43,750 | 19,410 | 31,806 |
Interest income | 27 | 23 | 29 |
Interest expense and amortization of loan costs | -39,031 | -33,011 | -31,244 |
Write-off of loan costs and exit fees | 0 | -1,971 | 0 |
Unrealized loss on derivatives | -111 | -36 | 0 |
Income (loss) before income taxes | 4,635 | -15,585 | 591 |
Income tax expense | -1,097 | -2,343 | -4,384 |
Net income (loss) | 3,538 | -17,928 | -3,793 |
Income from consolidated entities attributable to noncontrolling interests | -1,103 | -934 | -752 |
Net (income) loss attributable to redeemable noncontrolling interests in operating partnership | -496 | 7,080 | 0 |
Net income (loss) attributable to the Company | $1,939 | ($11,782) | ($4,545) |
Income (loss) per share – basic: | |||
Net income (loss) attributable to common stockholders (in dollars per share) | $0.08 | ($0.73) | ($0.28) |
Weighted average common shares outstanding – basic (in shares) | 24,473 | 16,045 | 16,045 |
Income (loss) per share – diluted: | |||
Net income (loss) attributable to common stockholders (in dollars per share) | $0.07 | ($0.73) | ($0.28) |
Weighted average common shares outstanding – diluted (in shares) | 33,325 | 16,045 | 16,045 |
Dividends declared per common share (in dollars per share) | $0.20 | $0.05 | $0 |
Consolidated_and_Combined_Cons1
Consolidated and Combined Consolidated Statements of Comprehensive Income (Loss) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Statement of Comprehensive Income [Abstract] | |||
Net income (loss) | $3,538 | ($17,928) | ($3,793) |
Other comprehensive income (loss), net of tax: | |||
Change in unrealized loss on derivatives | 0 | 0 | 0 |
Reclassification to interest expense | 0 | 0 | 0 |
Total other comprehensive income | 0 | 0 | 0 |
Total comprehensive income (loss) | 3,538 | -17,928 | -3,793 |
Comprehensive income attributable to noncontrolling interests in consolidated entities | -1,103 | -934 | -752 |
Comprehensive (income) loss attributable to redeemable noncontrolling interests in operating partnership | -496 | 7,080 | 0 |
Comprehensive income (loss) attributable to the Company | $1,939 | ($11,782) | ($4,545) |
Consolidated_and_Combined_Cons2
Consolidated and Combined Consolidated Statements of Equity (USD $) | Total | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Treasury Stock | Noncontrolling Interests in Consolidated Entities | Redeemable Noncontrolling Interest in Operating Partnership |
Beginning balance at Dec. 31, 2011 | $0 | ||||||
Beginning balance at Dec. 31, 2011 | 263,042,000 | 0 | 277,023,000 | -27,968,000 | 0 | 13,987,000 | |
Beginning balance (in shares) at Dec. 31, 2011 | 0 | 0 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Dividends declared – common stock | 0 | ||||||
Distributions to noncontrolling interests | -2,224,000 | -2,224,000 | |||||
Net income (loss) attributable to the Company | -4,545,000 | -4,545,000 | |||||
Income from consolidated entities attributable to noncontrolling interests | 752,000 | 752,000 | |||||
Net income (loss) | -3,793,000 | ||||||
Net (income) loss attributable to redeemable noncontrolling interests in operating partnership | 0 | ||||||
Capital contributions | 19,421,000 | 19,421,000 | |||||
Capital distributions | -24,068,000 | -24,068,000 | |||||
Ending balance at Dec. 31, 2012 | 252,378,000 | 0 | 272,376,000 | -32,513,000 | 0 | 12,515,000 | |
Ending balance (in shares) at Dec. 31, 2012 | 0 | 0 | |||||
Beginning balance at Dec. 31, 2012 | 0 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Equity-based compensation | 342,000 | 342,000 | |||||
Issuance of common stock (in shares) | 16,129,000 | ||||||
Issuance of common stock | 0 | 161,000 | -161,000 | ||||
Dividends declared – common stock | -806,000 | -806,000 | |||||
Reclass redeemable noncontrolling interests in operating partnership | -117,458,000 | -117,458,000 | 117,458,000 | ||||
Spin-off transaction costs | -1,320,000 | -1,320,000 | |||||
Spin-off transaction costs | -125,000 | ||||||
Contributions from noncontrolling interests | 282,000 | 282,000 | |||||
Distributions to noncontrolling interests | -16,357,000 | -16,357,000 | |||||
Distributions to redeemable noncontrolling Interest | -6,488,000 | ||||||
Net income (loss) attributable to the Company | -11,782,000 | -11,782,000 | |||||
Income from consolidated entities attributable to noncontrolling interests | 934,000 | 934,000 | |||||
Net income (loss) | -10,848,000 | ||||||
Net (income) loss attributable to redeemable noncontrolling interests in operating partnership | -7,080,000 | -7,080,000 | |||||
Capital contributions | 178,849,000 | 178,849,000 | |||||
Capital distributions | -85,700,000 | -85,700,000 | |||||
Redemption value adjustment | -55,961,000 | -55,961,000 | |||||
Redemption value adjustment | 55,961,000 | ||||||
Ending balance at Dec. 31, 2013 | 159,726,000 | 159,726,000 | |||||
Ending balance at Dec. 31, 2013 | 143,401,000 | 161,000 | 246,928,000 | -101,062,000 | 0 | -2,626,000 | |
Ending balance (in shares) at Dec. 31, 2013 | 16,129,000 | 0 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Purchase of treasury shares (in shares) | -928,000 | ||||||
Purchase of treasury shares | -16,108,000 | -16,108,000 | |||||
Equity-based compensation | 413,000 | 413,000 | |||||
Equity-based compensation | 1,938,000 | ||||||
Issuance of common stock (in shares) | 9,200,000 | ||||||
Issuance of common stock | 143,935,000 | 92,000 | 143,843,000 | ||||
Issuance of restricted shares/units (in shares) | 64,000 | ||||||
Issuance of restricted shares/units | 1,000 | 1,000 | |||||
Issuance of restricted shares/units | 18,000 | ||||||
Forfeiture of restricted common shares (in shares) | -1,000 | ||||||
Forfeiture of restricted common shares | -22,000 | -22,000 | |||||
Dividends declared – common stock | -5,031,000 | -5,031,000 | |||||
Distributions to noncontrolling interests | -2,938,000 | -2,938,000 | |||||
Distributions to redeemable noncontrolling Interest | -1,799,000 | ||||||
Redemption of operating partnership units | 0 | -3,074,000 | |||||
Net income (loss) attributable to the Company | 1,939,000 | 1,939,000 | |||||
Income from consolidated entities attributable to noncontrolling interests | 1,103,000 | 1,103,000 | |||||
Net income (loss) | 3,042,000 | ||||||
Net (income) loss attributable to redeemable noncontrolling interests in operating partnership | 496,000 | 496,000 | |||||
Redemption value adjustment | 7,750,000 | 7,750,000 | |||||
Redemption value adjustment | -7,750,000 | ||||||
Ending balance at Dec. 31, 2014 | 149,555,000 | 149,555,000 | |||||
Ending balance at Dec. 31, 2014 | $274,443,000 | $254,000 | $391,184,000 | ($96,404,000) | ($16,130,000) | ($4,461,000) | |
Ending balance (in shares) at Dec. 31, 2014 | 25,393,000 | 929,000 |
Consolidated_and_Combined_Cons3
Consolidated and Combined Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Cash Flows from Operating Activities | |||
Net income (loss) | $3,538 | ($17,928) | ($3,793) |
Adjustments to reconcile net income (loss) to net cash flows provided by operating activities: | |||
Depreciation and amortization | 40,686 | 30,862 | 29,549 |
Equity-based compensation | 2,351 | 342 | 0 |
Bad debt expense | 151 | 719 | 0 |
Amortization of loan costs | 1,828 | 745 | 1,253 |
Write-off of loan costs and exit fees | 0 | 1,971 | 0 |
Amortization of intangibles | -214 | -216 | -215 |
Unrealized loss on derivatives | 111 | 36 | 0 |
Changes in operating assets and liabilities: | |||
Restricted cash | -1,291 | 10,940 | -6,083 |
Accounts receivable and inventories | -3,433 | 220 | 548 |
Prepaid expenses and other assets | 19 | 751 | 1,380 |
Accounts payable and accrued expenses | 4,360 | -1,940 | -1,621 |
Due to/from related party, net | -497 | -12 | 0 |
Due to/from third-party hotel managers | 13,281 | -2,275 | 6,548 |
Due to/from Ashford Trust OP, net | -8,794 | 9,858 | 0 |
Due to/from Ashford Inc. | 2,546 | 0 | 0 |
Other liabilities | 212 | 12 | 286 |
Net cash provided by operating activities | 54,854 | 34,085 | 27,852 |
Cash Flows from Investing Activities | |||
Proceeds from property insurance | 125 | 0 | 0 |
Acquisition of hotel properties, net of cash acquired | -172,112 | 0 | 0 |
Restricted cash related to improvements and additions to hotel properties | -19,742 | 0 | 0 |
Improvements and additions to hotel properties | -21,034 | -28,354 | -11,944 |
Net cash used in investing activities | -212,763 | -28,354 | -11,944 |
Cash Flows from Financing Activities | |||
Borrowings on indebtedness | 82,299 | 199,875 | 0 |
Repayments of indebtedness | -8,180 | -148,594 | -7,187 |
Payments of loan costs and exit fees | -4,357 | -2,831 | 0 |
Payments for derivatives | -126 | -36 | 0 |
Purchase of treasury shares | -15,448 | 0 | 0 |
Payments for spin-off costs | -1,091 | -354 | 0 |
Payments for dividends | -6,402 | 0 | 0 |
Issuance of common stock | 143,935 | 0 | 0 |
Issuance of restricted shares/units | 19 | 0 | 0 |
Forfeiture of restricted shares/units | -22 | 0 | 0 |
Contributions from owners | 0 | 177,740 | 19,421 |
Contributions from a noncontrolling interest in a consolidated entity | 0 | 282 | 0 |
Distributions to owners | 0 | -85,700 | -24,068 |
Redemption of operating partnership units | -3,074 | 0 | 0 |
Distributions to a noncontrolling interest in a consolidated entity | -1,981 | -16,601 | -212 |
Distribution to redeemable noncontrolling interests in operating partnership | 0 | -6,049 | 0 |
Net cash provided by (used in) financing activities | 185,572 | 117,732 | -12,046 |
Net change in cash and cash equivalents | 27,663 | 123,463 | 3,862 |
Cash and cash equivalents at beginning of year | 143,776 | 20,313 | 16,451 |
Cash and cash equivalents at end of year | 171,439 | 143,776 | 20,313 |
Supplemental Cash Flow Information | |||
Interest paid | 36,983 | 32,448 | 30,055 |
Income taxes paid | 874 | 212 | 870 |
Supplemental Disclosure of Non Cash Investing and Financing Activities | |||
Net other assets and liabilities acquired | -1,473 | 0 | 0 |
Assumption of debt | 69,000 | 0 | 0 |
Dividends declared but not paid | 1,674 | 1,245 | 0 |
Treasury stock purchase accrued but not paid | 660 | 0 | 0 |
Capital expenditures accrued but not paid | 140 | 779 | 753 |
Financed insurance premiums | 0 | 1,284 | 1,047 |
Spin-off costs, accrued but not paid | 0 | 1,091 | 0 |
Deferred loan costs incurred but not paid | 0 | 1,886 | 0 |
Non cash contribution from owners | 0 | 1,109 | 0 |
Distributions declared but not paid to a noncontrolling interest in a consolidated entity | $2,938 | $1,981 | $2,224 |
Organization_and_Description_o
Organization and Description of Business | 12 Months Ended | |
Dec. 31, 2014 | ||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Organization and Description of Business | Organization and Description of Business | |
Ashford Hospitality Prime, Inc., together with its subsidiaries (“Ashford Prime”), is a Maryland corporation that invests primarily in high revenue per available room (“RevPAR”), luxury, upper-upscale and upscale hotels. High RevPAR, for purposes of our investment strategy, means RevPAR of at least twice the then current U.S. national average RevPAR for all hotels as determined by Smith Travel Research. Ashford Prime elected to be taxed as a real estate investment trust (“REIT”) under the Internal Revenue Code beginning with the year ended December 31, 2013. Ashford Prime conducts its business and owns substantially all of its assets through its operating partnership, Ashford Hospitality Prime Limited Partnership (“Ashford Prime OP”). In this report, the terms “the Company,” “we,” “us” or “our” refers to Ashford Hospitality Prime, Inc. and, as the context may require, all entities included in its financial statements. | ||
We were formed as a Maryland corporation in April 2013 and became a public company on November 19, 2013 when Ashford Hospitality Trust, Inc. (“AHT” or “Ashford Trust”), a NYSE-listed REIT, completed the spin-off of Ashford Prime through the distribution of its outstanding common stock to the Ashford Trust stockholders. | ||
We are advised by Ashford LLC, a subsidiary of Ashford Inc., and an affiliate of Ashford Trust, through an advisory agreement. All of the hotels in our portfolio are currently asset-managed by Ashford LLC. We do not have any employees. All of the services that might be provided by employees are provided to us by Ashford LLC. | ||
On June 17, 2013, AHT announced that its Board of Directors had approved a plan to spin-off an 80% ownership interest in an eight-hotel portfolio, totaling 3,146 rooms (2,912 net rooms excluding those attributable to AHT’s partner), to holders of its common stock in the form of a taxable special distribution. The distribution was comprised of common stock in Ashford Prime. Ashford Prime OP was formed as a Delaware limited partnership on April 5, 2013 to hold substantially all of Ashford Prime’s assets and conduct substantially all of its business. Ashford Prime OP General Partner LLC, a wholly-owned subsidiary of Ashford Prime (“Prime GP”), was created to serve as the sole general partner of Ashford Prime OP. | ||
The distribution was made on November 19, 2013, on a pro rata basis to holders of AHT’s common stock as of November 8, 2013, with each of AHT’s stockholders receiving one share of Ashford Prime common stock for every five shares of AHT common stock held by such stockholder as of the close of business on November 8, 2013. Ashford Prime reimbursed AHT for transaction costs of $13.6 million incurred in connection with the spin-off. The transaction also included options for Ashford Prime to purchase the Crystal Gateway Marriott in Arlington, Virginia and the Pier House Resort in Key West, Florida. We acquired the Pier House Resort on March 1, 2014. The option to acquire the Crystal Gateway Marriott expires on May 19, 2015. | ||
On February 27, 2014, Ashford Trust announced that its board of directors had approved a plan to spin-off Ashford Inc., the parent company of Ashford LLC, into a separate publicly traded company. The spin-off was completed on November 12, 2014, through a pro rata taxable distribution of Ashford Inc.’s common stock to our stockholders of record as of November 11, 2014. Ashford Trust stockholders received one share of Ashford Inc. common stock for every 87 shares of Ashford Trust common stock they owned as of the record date. Additionally, the holder of each common unit of Ashford Trust’s operating partnership received a common unit of the operating limited liability company subsidiary of Ashford Inc. Each holder of common units of the operating limited liability company of Ashford Inc. could exchange up to 99% of those units for shares of Ashford Inc. stock at the rate of one share of Ashford Inc. common stock for every 55 common units. The spin-off did not affect us and Ashford LLC continues to act as our advisor. | ||
The accompanying consolidated and combined consolidated financial statements include the accounts of certain wholly-owned and majority owned subsidiaries of Ashford Prime OP that own and operate ten hotels in six states and the District of Columbia. The portfolio includes eight wholly-owned hotel properties and two hotel properties that are owned through a partnership in which Ashford Prime OP has a controlling interest. These hotels represent 3,707 total rooms, or 3,472 net rooms, excluding those attributable to our partner. As a REIT, Ashford Prime needs to comply with limitations imposed by the Internal Revenue Code related to operating hotels. As of December 31, 2014, all of our ten hotel properties were leased by wholly-owned or majority-owned subsidiaries that are treated as taxable REIT subsidiaries (“TRS”) for federal income tax purposes (collectively the TRS entities are referred to as “Prime TRS”). Prime TRS then engages third-party or affiliated hotel management companies to operate the hotels under management contracts. As of December 31, 2014, eight of the ten hotel properties were leased by Ashford Prime’s wholly-owned TRS and two hotel properties majority owned through a consolidated partnership were leased to a TRS wholly-owned by such consolidated partnership. Each hotel is leased under a percentage lease that provides for each lessee to pay in each calendar month the base rent plus, in each calendar quarter, percentage rent, if any, based on hotel revenues. Lease revenue from Prime TRS is eliminated in consolidation. The hotels are operated under management contracts with subsidiaries of Marriott International, Inc. (“Marriott”), Hilton Worldwide (“Hilton”), Accor and Remington, which are eligible independent contractors under the Internal Revenue Code. We refer to the eight hotels we acquired from Ashford Trust in connection with the spin-off as our initial hotels. | ||
With respect to six of our eight initial hotels, the accompanying carve-out combined consolidated financial statements for the period from January 1, 2013 through November 18, 2013 and the year ended December 31, 2012 include the accounts of the following subsidiaries: | ||
1 | Ashford Plano-M LP | |
2 | Ashford Seattle Waterfront LP | |
3 | Ashford Tampa International Hotel Partnership LP | |
4 | Ashford Seattle Downtown LP | |
5 | Ashford San Francisco II LP | |
6 | Ashford Philadelphia Annex LP | |
7 | Ashford TRS Philadelphia Annex LLC | |
8 | Ashford TRS Sapphire III LLC | |
9 | Ashford TRS Sapphire VII LLC | |
With respect to our other two initial hotels, the accompanying carve-out combined consolidated financial statements for the period from January 1, 2013 through November 18, 2013 and the year ended December 31, 2012 include the accounts of Ashford HHC Partners III, LP and its subsidiaries which include: | ||
1 | CHH Torrey Pines Hotel Partners, LP | |
2 | CHH Capital Hotel Partners, LP | |
3 | CHH III Tenant Parent Corp. | |
4 | CHH Torrey Pines Tenant Corp. | |
5 | CHH Capital Tenant Corp. | |
6 | CHH Torrey Pines Hotel GP, LLC | |
7 | CHH Capital Hotel GP, LLC |
Significant_Accounting_Policie
Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2014 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies |
Basis of Presentation and Principles of Combination and Consolidation—The accompanying consolidated and combined consolidated financial statements include the accounts of Ashford Hospitality Prime, Inc., its majority-owned subsidiaries and its majority-owned consolidated entity in which it has a controlling interest. All significant inter-company accounts and transactions between consolidated and combined consolidated entities have been eliminated in these consolidated and combined consolidated financial statements. | |
Ashford Prime OP, is considered to be a variable interest entity (“VIE”), as defined by authoritative accounting guidance. A VIE must be consolidated by a reporting entity if the reporting entity is the primary beneficiary because it has (i) the power to direct the VIE’s activities that most significantly impact the VIE’s economic performance, (ii) an implicit financial responsibility to ensure that a VIE operates as designed, and (iii) the obligation to absorb losses of the VIE or the right to receive benefits from the VIE. All major decisions related to Ashford Prime OP that most significantly impact its economic performance, including but not limited to operating procedures with respect to business affairs and any acquisitions, dispositions, financings, restructurings or other transactions with sellers, purchasers, lenders, brokers, agents and other applicable representatives, are subject to the approval of our wholly-owned subsidiary, Ashford Prime OP General Partner LLC, its general partner. As such, we consolidate Ashford Prime OP. | |
For periods prior to the spin-off, the accompanying historical combined consolidated financial statements have been “carved out” of AHT’s consolidated financial statements and reflect significant assumptions and allocations. These hotels were under AHT’s common control. The combined consolidated financial statements were prepared using the financial position and results of operations of the entities set forth above after adjustments for certain ownership related activities that had been historically accounted for by AHT. These ownership activities included mortgage indebtedness associated with the eight initial hotels, debt related expenses and other owner related expenses. In addition, the combined consolidated statements of operations for the periods prior to the spin-off include allocations of corporate general and administrative expenses from AHT, which in the opinion of management, are reasonable. The historical financial information is not necessarily indicative of the Company’s future results of operations, financial position and cash flows subsequent to the spin-off. | |
Marriott manages six of our properties. For these Marriott-managed hotels, the 2012 fiscal year reflects twelve weeks of operations in each of the first three quarters of the year and sixteen weeks for the fourth quarter of the year. Beginning in 2013, the fiscal quarters end on March 31st, June 30th, September 30th and December 31st. For Marriott-managed hotels, the fourth quarters of 2014, 2013 and 2012 ended December 31, 2014, December 31, 2013, and December 28, 2012, respectively. 2012 results have not been adjusted. | |
Use of Estimates—The preparation of these consolidated and combined consolidated financial statements in accordance with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. | |
Cash and Cash Equivalents—Cash and cash equivalents include cash on hand or held in banks and short-term investments with an initial maturity of three months or less at the date of purchase. | |
Restricted Cash—Restricted cash includes reserves for debt service, real estate taxes, and insurance, as well as excess cash flow deposits and reserves for furniture, fixtures, and equipment replacements of approximately 4% to 5% of property revenue for certain hotels, as required by certain management or mortgage debt agreement restrictions and provisions. For purposes of the statements of cash flows, changes in restricted cash caused by using such funds for debt service, real estate taxes, and insurance are shown as operating activities. Changes in restricted cash caused by using such funds for furniture, fixtures, and equipment replacements are included in cash flows from investing activities. | |
Accounts Receivable—Accounts receivable consists primarily of meeting and banquet room rental and hotel guest receivables. We generally do not require collateral. We maintain an allowance for doubtful accounts for estimated losses resulting from the inability of guests to make required payments for services. The allowance is maintained at a level believed adequate to absorb estimated receivable losses. The estimate is based on past receivable loss experience, known and inherent credit risks, current economic conditions, and other relevant factors, including specific reserves for certain accounts. | |
Inventories—Inventories, which primarily consist of food, beverages, and gift store merchandise, are stated at the lower of cost or market value. Cost is determined using the first-in, first-out method. | |
Investments in Hotel Properties—Hotel properties are generally stated at cost. For hotel properties owned through our majority-owned entities, the carrying basis attributable to the partners’ minority ownership is recorded at historical cost, net of any impairment charges, while the carrying basis attributable to our majority ownership is recorded based on the allocated purchase price of our ownership interests in the entities. All improvements and additions which extend the useful life of the hotel properties are capitalized. | |
Impairment of Investments in Hotel Properties—Hotel properties are reviewed for impairment whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. Recoverability of the hotel is measured by comparison of the carrying amount of the hotel to the estimated future undiscounted cash flows, which take into account current market conditions and our intent with respect to holding or disposing of the hotel. If our analysis indicates that the carrying value of the hotel is not recoverable on an undiscounted cash flow basis, we recognize an impairment charge for the amount by which the property’s net book value exceeds its estimated fair value, or fair value, less cost to sell. In evaluating the impairment of hotel properties, we make many assumptions and estimates, including projected cash flows, expected holding period and expected useful life. Fair value is determined through various valuation techniques, including internally developed discounted cash flow models, comparable market transactions and third-party appraisals, where considered necessary. During 2014, 2013 and 2012, we have not recorded any impairment charges. | |
Assets Held for Sale and Discontinued Operations—We classify assets as held for sale when we have obtained a firm commitment from a buyer, and consummation of the sale is considered probable and expected within one year. The related operations of assets held for sale are reported as discontinued if a) such operations and cash flows can be clearly distinguished, both operationally and financially, from our ongoing operations, b) such operations and cash flows will be eliminated from ongoing operations once the disposal occurs, and c) we will not have any significant continuing involvement subsequent to the disposal. | |
Deferred Costs, net—Deferred loan costs are recorded at cost and amortized over the initial term of the related indebtedness using the effective interest method. Deferred franchise fees are recorded at cost and amortized on a straight-line basis over the initial term of the franchise agreement. | |
Intangible Asset, net and Intangible Liability, net—Intangible asset represents the market value related to a lease agreement obtained in connection with AHT’s acquisition of a hotel property that was below the market rate at the date of the acquisition and is amortized over the remaining term of the lease. Intangible liability represents the market value related to a lease agreement obtained in connection with AHT’s acquisition of a hotel property that was above the market rate at the date of the acquisition and is amortized over the remaining initial term of the lease. See Note 6. | |
Derivative Instruments and Hedging—Interest rate derivatives include interest rate caps that provide us with interest rate protection above the strike rate on the cap and result in us receiving interest payments when actual rates exceed the cap strike rate. These derivatives are subject to master netting settlement arrangements. As the derivatives are subject to master netting settlement arrangements, we report derivatives with the same counterparty net on the consolidated balance sheets. | |
Derivatives are recorded at fair value in accordance with the applicable authoritative accounting guidance. For non-hedge designated interest rate derivatives, the changes in the fair value are recognized in earnings as “Unrealized loss on derivatives” in the consolidated and combined consolidated statements of operations. | |
Due to/from Related Party, net—Due to/from related party, net, represents current receivables related to advances for project management services and payables resulting from transactions related to hotel management, project management and market services with a related party. These receivables and payables are generally settled within a period not exceeding one year. | |
Due to/from Ashford Trust OP, net—Due to Ashford Trust OP represents payables related to the advisory services fee, including reimbursable expenses, for the periods when Ashford LLC was a subsidiary of Ashford Trust. Due to/from Ashford Trust OP also represented current receivable and payables resulting from costs associated with our spin-off from AHT. These receivables and payables are generally settled within a period not exceeding one year. | |
Due to Ashford Inc.—Due to Ashford Inc. represents payables related to the advisory services fee, including reimbursable expenses, for the periods following Ashford Inc.’s spin-off from Ashford Trust. These payables are generally settled within a period not exceeding one year. | |
Due to/from Third-Party Hotel Managers—Due from third-party hotel managers primarily consists of amounts due from Marriott related to cash reserves held at the Marriott corporate level related to operating, capital improvements, insurance, real estate taxes, and other items. Due to third-party hotel managers primarily consists of amounts due to Marriott, Hilton and Accor related to rebilled expenses. | |
Unfavorable Management Contract Liabilities—A management agreement assumed by AHT in an acquisition of a hotel in 2007 had terms that were more favorable to the respective manager than typical market management agreements at the acquisition date. As a result, AHT recorded an unfavorable management contract liability of $1.5 million based on the present value of expected cash outflows over the initial term of the related agreement. The unfavorable management contract liability, with an unamortized balance of $316,000 and $474,000 as of December 31, 2014 and 2013, respectively, is amortized as a reduction to incentive management fees on a straight-line basis of $158,000 per year over the initial term of the related agreement which runs through December 31, 2016. | |
Noncontrolling Interests—The redeemable noncontrolling interests in the operating partnership represent the limited partners’ proportionate share of equity in earnings/losses of the operating partnership, which is an allocation of net income attributable to the common unit holders based on the weighted average ownership percentage of these limited partners’ common unit holdings throughout the period. The redeemable noncontrolling interests in our operating partnership is classified in the mezzanine section of the consolidated balance sheets as these redeemable operating units do not meet the requirements for equity classification prescribed by the authoritative accounting guidance because the redemption feature requires the delivery of cash or registered shares, at our election. The carrying value of the noncontrolling interests in the operating partnership is based on the greater of the accumulated historical cost or the redemption value. | |
The noncontrolling interest in a consolidated entity represents an ownership interest of 25% in two hotel properties at December 31, 2014 and 2013, and is reported in equity in the consolidated balance sheets. | |
Net income/loss attributable to redeemable noncontrolling interests in operating partnership and income/loss from consolidated entities attributable to noncontrolling interests in our consolidated entities are reported as deductions/additions from/to net income/loss. Comprehensive income/loss attributable to these noncontrolling interests is reported as reductions/additions from/to comprehensive income/loss. | |
Revenue Recognition—Hotel revenues, including room, food, beverage, and ancillary revenues such as long-distance telephone service, laundry, parking and space rentals, are recognized when services have been rendered. Taxes collected from customers and submitted to taxing authorities are not recorded in revenue. | |
Other Expenses—Other expenses include telephone charges, guest laundry, valet parking, and hotel-level general and administrative expenses, sales and marketing expenses, repairs and maintenance, franchise fees and utility costs. They are expensed as incurred. | |
Advertising Costs—Advertising costs are charged to expense as incurred. For 2014, 2013 and 2012, we incurred advertising costs of $1.9 million, $645,000 and $652,000, respectively. Advertising costs are included in “Other expenses” in the accompanying consolidated and combined consolidated statements of operations. | |
Equity-Based Compensation—Stock/unit-based compensation for non-employees is accounted for at fair value based on the market price of our shares at period end in accordance with applicable authoritative accounting guidance. Subsequently, expense is recognized equal to the fair value of the award in proportion to the requisite service period satisfied during the period. Grants of restricted stock and LTIP units to independent directors are recorded at fair value based on the market price of our shares at grant date and this amount is fully expensed as the grants of stock or LTIP units are fully vested on the date of grant. | |
Corporate General and Administrative Expense—Corporate general and administrative expenses are expensed as incurred. Prior to the spin-off, corporate general and administrative expense represented an allocation of certain AHT corporate general and administrative costs including salaries and benefits, stock-based compensation, legal and professional fees, rent expense, insurance expense and office expenses. The costs were allocated based on the pro rata share of our undepreciated gross investments in hotel properties in relation to AHT’s undepreciated gross investments in hotel properties for all indirect costs. All direct costs associated with the operations of the eight initial hotel properties are included in the consolidated and combined consolidated financial statements. | |
Depreciation and Amortization—Hotel properties are depreciated over the estimated useful life of the assets and leasehold improvements are amortized over the shorter of the lease term or the estimated useful life of the related assets. Presently, hotel properties are depreciated using the straight-line method over lives ranging from 7.5 to 39 years for buildings and improvements and 3 to 5 years for furniture, fixtures and equipment. While we believe our estimates are reasonable, a change in estimated useful lives could affect depreciation expense and net income (loss) as well as resulting gains or losses on potential hotel sales. | |
Income Taxes—As a REIT, we generally are not subject to federal corporate income tax on the portion of our net income (loss) that does not relate to taxable REIT subsidiaries. However, Prime TRS is treated as a taxable REIT subsidiary for federal income tax purposes. In accordance with authoritative accounting guidance, we account for income taxes related to Prime TRS using the asset and liability method under which deferred tax assets and liabilities are recognized for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. In addition, the analysis utilized by us in determining our deferred tax asset valuation allowance involves considerable management judgment and assumptions. | |
The entities that own our ten hotels are considered partnerships for federal income tax purposes. Partnerships are not subject to U.S. federal income taxes. The partnerships’ revenues and expenses pass through to and are taxed on the owners. The states and cities where the partnerships operate follow the U.S. federal income tax treatment, with the exception of the District of Columbia, Texas, and the city of Philadelphia. Accordingly, we provide for income taxes in these jurisdictions for the partnerships. The consolidated entities that operate the ten hotels are considered taxable corporations for U.S. federal, state, and city income tax purposes and have elected to be taxable REIT subsidiaries of Ashford Prime and Ashford Trust (prior to the spin-off). The entities that operate the two hotels owned by a consolidated partnership elected to be treated as taxable REIT subsidiaries (“TRS”) of Ashford Trust in April 2007, when the partnership was acquired by AHT. Prior to the spin-off, income tax expense in the accompanying combined consolidated financial statements was calculated on a “carve-out” basis from AHT. | |
The “Income Taxes” Topic of the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification addresses the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements. The guidance requires us to determine whether tax positions we have taken or expect to take in a tax return are more likely than not to be sustained upon examination by the appropriate taxing authority based on the technical merits of the positions. Tax positions that do not meet the more likely than not threshold would be recorded as additional tax expense in the current period. We analyze all open tax years, as defined by the statute of limitations for each jurisdiction, which includes the federal jurisdiction and various states. We classify interest and penalties related to underpayment of income taxes as income tax expense. We and our subsidiaries file income tax returns in the U.S. federal jurisdiction and various states and cities. Tax years 2011 through 2014 remain subject to potential examination by certain federal and state taxing authorities. | |
Reclassifications—Amounts within due to related parties, net, related to amounts owed to/from Ashford Trust as of December 31, 2013, have been reclassified to due to Ashford Trust OP, net, on the Combined Consolidated Balance Sheet to conform with the current year presentation. Additionally, amounts within the change in due to related parties, net, related to amounts owed to/from Ashford Trust as of December 31, 2013, have been reclassified to the change in due to Ashford Trust OP, net, on the Combined Consolidated Statement of Cash Flows. These reclassifications have no effect on our total cash flows, equity or net income (loss) previously reported. | |
Income (Loss) Per Share—For periods prior to the spin-off, basic income (loss) per share was calculated by dividing net income (loss) attributable to the Company by the 16 million shares of common stock outstanding upon the completion of the distribution (based on a distribution ratio of one share of Ashford Prime common stock for every five shares of Ashford Trust common stock), including 16,000 shares for initial grants to the five independent members of our board of directors and excluding 84,000 unvested restricted shares. In 2013 and 2012, diluted loss per share was calculated using the 16.0 million shares of common stock outstanding upon the completion of the distribution. An additional 8.9 million shares that includes 84,000 unvested restricted shares and the assumed conversion of 8.8 million Ashford Prime OP units, which are comprised of 5.0 million units held by Ashford Trust representing Ashford Trust’s retained ownership interest in Ashford Prime OP and 3.8 million units of Ashford Prime OP received by Ashford Trust unit holders in the spin-off were excluded from the diluted loss per share calculation as the effect would have been anti-dilutive. | |
For periods after the spin-off, basic income (loss) per common share is calculated by dividing net income (loss) attributable to common stockholders by the weighted average common shares outstanding during the period using the two-class method prescribed by applicable authoritative accounting guidance. Diluted income (loss) per common share is calculated using the two-class method, or the treasury stock method, if more dilutive. Diluted income (loss) per common share reflects the potential dilution that could occur if securities or other contracts to issue common shares were exercised or converted into common shares, whereby such exercise or conversion would result in lower income per share. | |
Recently Issued Accounting Standards—In April 2014, the FASB issued Accounting Standards Update (“ASU”) 2014-08, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity (“ASU 2014-08”). ASU 2014-08 revises the definition of discontinued operations by limiting discontinued operations reporting to disposals of components of an entity that represent strategic shifts that have (or will have) a major effect on an entity’s operations and financial results, removing the lack of continuing involvement criteria and requiring discontinued operations reporting for the disposal of an equity method investment that meets the definition of discontinued operations. The update also requires expanded disclosures for discontinued operations, including disclosure of pretax profit or loss of an individually significant component of an entity that does not qualify for discontinued operations reporting. ASU 2014-08 is effective prospectively for fiscal years, and interim periods within those years, beginning after December 15, 2014. Upon adoption of this standard in 2015, we will be required to evaluate whether a disposal meets the discontinued operations requirements under ASU 2014-08. We will make the additional disclosures upon adoption. Upon adoption, we anticipate that the operations of sold hotel properties through the date of their disposal will be included in continuing operations. | |
In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”). ASU 2014-09 is a comprehensive new revenue recognition model, which requires a company to recognize revenue to depict the transfer of promised goods or services to a customer in an amount that reflects the consideration the company expects to receive in exchange for those goods or services. The update will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. ASU 2014-09 is effective for fiscal periods beginning after December 15, 2016. Early adoption is not permitted. The standard permits the use of either the retrospective or cumulative effect transition method. We are evaluating the effect that ASU 2014-09 will have on our consolidated financial statements and related disclosures. We have not yet selected a transition method. | |
In August 2014, the FASB issued ASU 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (“ASU 2014-15”), to provide guidance on management's responsibility to perform interim and annual assessments of an entity’s ability to continue as a going concern and to provide related disclosure requirements. ASU 2014-15 applies to all entities and is effective for annual periods ending after December 15, 2016, and interim periods thereafter, with early adoption permitted. We do not expect the adoption of this standard will have an impact on our financial position, results of operations or cash flows. |
Investment_in_Hotel_Properties
Investment in Hotel Properties, net | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Property, Plant and Equipment [Abstract] | ||||||||||||
Investments in Hotel Properties, net | Investments in Hotel Properties, net | |||||||||||
Investments in hotel properties, net consisted of the following (in thousands): | ||||||||||||
December 31, 2014 | December 31, 2013 | |||||||||||
Land | $ | 202,356 | $ | 129,994 | ||||||||
Buildings and improvements | 918,809 | 746,083 | ||||||||||
Furniture, fixtures and equipment | 56,623 | 44,847 | ||||||||||
Construction in progress | 1,557 | 4,583 | ||||||||||
Total cost | 1,179,345 | 925,507 | ||||||||||
Accumulated depreciation | (189,042 | ) | (160,181 | ) | ||||||||
Investments in hotel properties, net | $ | 990,303 | $ | 765,326 | ||||||||
The cost of land and depreciable property, net of accumulated depreciation, for federal income tax purposes was approximately $954.2 million and $716.8 million as of December 31, 2014 and 2013, respectively. | ||||||||||||
For the years ended December 31, 2014, 2013 and 2012, depreciation expense was $40.5 million, $30.7 million and $29.4 million, respectively. | ||||||||||||
Acquisitions | ||||||||||||
On February 24, 2014, we acquired a 100% interest in the Sofitel Chicago Water Tower in Chicago, Illinois pursuant to the previously announced Agreement of Purchase and Sale, dated as of December 23, 2013, by and among the Company and Chestnut OwnerCo, LLC and Chestnut LeaseCo, LLC. We paid an aggregate purchase price of $153.0 million in cash. The acquisition was funded with proceeds from an $80.0 million non-recourse mortgage loan and proceeds from the Company’s underwritten public offering (see Note 13). We have allocated the assets acquired and liabilities assumed using estimated fair value information based on a third party appraisal that was received subsequent to March 31, 2014 and resulted in adjustments to land, buildings and improvements, furniture, fixtures and equipment. These adjustments resulted in $144,000 of additional depreciation expense for the three months ended June 30, 2014, which represents the additional depreciation from the date of the acquisition through March 31, 2014. Property level working capital balances amounted to a net asset of $349,000. This valuation is considered a Level 3 valuation technique. | ||||||||||||
The following table summarizes the fair value of the assets acquired and liabilities assumed in the acquisition (in thousands): | ||||||||||||
Preliminary Allocations as of | Adjustments | Final | ||||||||||
March 31, 2014 | Allocations as of | |||||||||||
30-Jun-14 | ||||||||||||
Land | $ | 24,043 | $ | (11,412 | ) | $ | 12,631 | |||||
Buildings and improvements | 126,228 | 8,684 | 134,912 | |||||||||
Furniture, fixtures, and equipment | 2,729 | 2,728 | 5,457 | |||||||||
$ | 153,000 | $ | — | $ | 153,000 | |||||||
The results of operations of the hotel property have been included in our results of operations since February 24, 2014. For the year ended December 31, 2014, we have included total revenue and net income of $36.6 million, and $3.9 million, respectively, in our consolidated statements of operations. | ||||||||||||
On February 24, 2014, to fund a portion of our acquisition of the Sofitel Chicago Water Tower, we completed the financing for an $80.0 million mortgage loan. The mortgage loan bears interest at a rate of LIBOR + 2.3%. The stated maturity date of the mortgage loan is March 9, 2016, which may be extended by us for up to three consecutive one-year terms. The mortgage loan is secured by the Sofitel Chicago Water Tower. | ||||||||||||
On March 1, 2014, we acquired a 100% interest in the Pier House Resort from Ashford Trust for total consideration of $92.7 million. We assumed the $69.0 million mortgage on the property and paid the balance of the purchase price with cash from our underwritten public offering. We have allocated the assets acquired and liabilities assumed using estimated fair value information based on a third party appraisal that was received subsequent to March 31, 2014 and resulted in adjustments to land and buildings and improvements. These adjustments resulted in a $6,000 reduction of depreciation expense for the three months ended June 30, 2014, which represents lower depreciation from the date of the acquisition through March 31, 2014. Property level working capital balances amounted to a net liability of $1.8 million. This valuation is considered a Level 3 valuation technique. | ||||||||||||
The following table summarizes the fair value of the assets acquired and liabilities assumed in the acquisition (in thousands): | ||||||||||||
Preliminary Allocations as of | Adjustments | Final | ||||||||||
March 31, 2014 | Allocations as of | |||||||||||
30-Jun-14 | ||||||||||||
Land | $ | 56,900 | $ | 2,831 | $ | 59,731 | ||||||
Buildings and improvements | 30,470 | (2,831 | ) | 27,639 | ||||||||
Furniture, fixtures, and equipment | 5,372 | — | 5,372 | |||||||||
$ | 92,742 | $ | — | $ | 92,742 | |||||||
Indebtedness | (69,000 | ) | — | (69,000 | ) | |||||||
The results of operations of the hotel property have been included in our results of operations since March 1, 2014. For the year ended December 31, 2014, we have included total revenue and net income of $17.7 million and $1.7 million, respectively, in our consolidated statements of operations. | ||||||||||||
The following table reflects the unaudited pro forma results of operations as if both acquisitions had occurred and the applicable indebtedness was incurred on January 1, 2012, and the removal of $1.7 million of non-recurring transaction costs directly attributable to the acquisitions for the year ended December 31, 2014 (in thousands): | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Total revenue | $ | 314,698 | $ | 294,301 | $ | 279,134 | ||||||
Net income | 4,554 | (11,594 | ) | (1,166 | ) | |||||||
Note_Receivable
Note Receivable | 12 Months Ended |
Dec. 31, 2014 | |
Receivables [Abstract] | |
Note Receivable | Note Receivable |
As of December 31, 2014 and 2013, we owned a note receivable of $8.1 million issued by the city of Philadelphia, Pennsylvania. The note bears interest at a rate of 12.85% and matures in 2018. The interest income recorded on the note receivable is offset against the interest expense recorded on the TIF loan of the same amount. See Note 7. |
Deferred_Costs_net
Deferred Costs, net | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||||||||
Deferred Costs, net | Deferred Costs, net | |||||||
Deferred costs, net consisted of the following (in thousands): | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
Deferred loan costs | $ | 9,124 | $ | 6,653 | ||||
Accumulated amortization | (4,417 | ) | (2,589 | ) | ||||
Deferred costs, net | $ | 4,707 | $ | 4,064 | ||||
Amortization of loan costs was $1.8 million, $745,000 and $1.3 million for the years ended December 31, 2014, 2013 and 2012, respectively. |
Intangible_Asset_net_and_Intan
Intangible Asset, net and Intangible Liability, net | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||||||||||
Intangible Asset, net and Intangible Liability, net | Intangible Asset, net and Intangible Liability, net | |||||||||||||||
Intangible asset, net and intangible liability, net consisted of the following (in thousands): | ||||||||||||||||
Intangible Asset, net | Intangible Liability, net | |||||||||||||||
December 31, | December 31, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Cost | $ | 3,233 | $ | 3,233 | $ | 4,179 | $ | 4,179 | ||||||||
Accumulated amortization | (691 | ) | (602 | ) | (440 | ) | (384 | ) | ||||||||
$ | 2,542 | $ | 2,631 | $ | 3,739 | $ | 3,795 | |||||||||
Intangible asset represents a favorable market-rate lease which relates to the acquisition of the Hilton La Jolla Torrey Pines hotel in La Jolla, CA which is being amortized over the remaining initial lease term that expires in 2043. Intangible liability represents an unfavorable market-rate lease which relates to the acquisition of the Renaissance Tampa International Plaza in Tampa, FL which is being amortized over the remaining initial lease term that expires in 2080. | ||||||||||||||||
For the three years ended December 31, 2014, 2013 and 2012, amortization expense related to intangible asset was $89,000, $90,000 and $89,000, respectively. Estimated future amortization expense is approximately $89,000 for each of the next five years. For the years ended December 31, 2014, 2013 and 2012 amortization related to the intangible liability was $56,000, $57,000 and $57,000, respectively. Estimated future amortization is approximately $57,000 for each of the next five years. |
Indebtedness
Indebtedness | 12 Months Ended | ||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||
Debt Disclosure [Abstract] | |||||||||||||||||||||||
Indebtedness | Indebtedness | ||||||||||||||||||||||
Indebtedness and the carrying values of related collateral were as follows (in thousands): | |||||||||||||||||||||||
31-Dec-14 | December 31, 2013 | ||||||||||||||||||||||
Indebtedness | Collateral | Maturity | Interest | Debt | Book Value of | Debt | Book Value of | ||||||||||||||||
Rate | Balance | Collateral | Balance | Collateral | |||||||||||||||||||
Mortgage loan(3) | 1 hotel | Sep-15 | LIBOR(1) +4.90% | $ | 69,000 | $ | 92,702 | $ | — | $ | — | ||||||||||||
Mortgage loan(4) | 1 hotel | Mar-16 | LIBOR(1) +2.30% | 80,000 | 148,206 | — | — | ||||||||||||||||
Secured revolving credit facility(5) | Various | Nov-16 | Base Rate (2) + 1.25% to 2.75% or LIBOR(1) +2.25% to 3.75% | — | — | — | — | ||||||||||||||||
Mortgage loan(7) | 1 hotel | Apr-17 | 5.91% | 33,860 | 98,613 | 34,310 | 96,728 | ||||||||||||||||
Mortgage loan | 2 hotels | Apr-17 | 5.95% | 124,111 | 139,584 | 125,748 | 142,100 | ||||||||||||||||
Mortgage loan | 3 hotels | Apr-17 | 5.95% | 252,556 | 264,817 | 255,886 | 270,816 | ||||||||||||||||
Mortgage loan (6) | 2 hotels | Feb-18 | LIBOR(1) +3.50% | — | — | 197,840 | 255,682 | ||||||||||||||||
Mortgage loan (6) | 2 hotels | Nov-19 | LIBOR(1) +2.65% | 197,605 | 246,381 | — | — | ||||||||||||||||
TIF loan(7) (8) | 1 hotel | Jun-18 | 12.85% | 8,098 | — | 8,098 | — | ||||||||||||||||
Total | $ | 765,230 | $ | 990,303 | $ | 621,882 | $ | 765,326 | |||||||||||||||
__________________ | |||||||||||||||||||||||
(1) | LIBOR rates were 0.171% and 0.168% at December 31, 2014 and 2013, respectively. | ||||||||||||||||||||||
(2) | Base Rate, as defined in the secured revolving credit facility agreement is the greater of (i) Bank of America prime rate, or (ii) federal funds rate + 0.5%. | ||||||||||||||||||||||
(3) | This mortgage loan has three one-year extension options beginning September 2015, subject to satisfaction of certain conditions. | ||||||||||||||||||||||
(4) | This mortgage loan has three one-year extension options beginning March 2016, subject to satisfaction of certain conditions. | ||||||||||||||||||||||
(5) | Our borrowing capacity under our secured revolving credit facility is $150.0 million We have an option, subject to lender approval, to further expand the facility to an aggregate size of $300.0 million. We may use up to $15.0 million for standby letters of credit. The credit facility has two one-year extension options subject to advance notice, satisfaction of certain conditions and a 0.25% extension fee. | ||||||||||||||||||||||
(6) | On November 7, 2014, we refinanced our $197.8 million mortgage loan, with an outstanding balance of $195.7 million due February 2018 with a $198.0 million mortgage loan from the same lender with a five-year initial term and two one-year extension options, subject to the satisfaction of certain conditions. | ||||||||||||||||||||||
(7) | These loans are collateralized by the same property. | ||||||||||||||||||||||
(8) | The interest expense from the TIF loan is offset against interest income recorded on the note receivable of the same amount. See Note 4. | ||||||||||||||||||||||
Maturities and scheduled amortization of indebtedness as of December 31, 2014 for each of the following five years and thereafter are as follows (in thousands): | |||||||||||||||||||||||
2015 | $ | 77,208 | |||||||||||||||||||||
2016 | 88,646 | ||||||||||||||||||||||
2017 | 401,504 | ||||||||||||||||||||||
2018 | 11,037 | ||||||||||||||||||||||
2019 | 186,835 | ||||||||||||||||||||||
Thereafter | — | ||||||||||||||||||||||
Total | $ | 765,230 | |||||||||||||||||||||
On November 7, 2014, we refinanced our $197.8 million mortgage loan with an outstanding balance of $195.7 million due February 2018 with a $198.0 million mortgage loan from the same lender with a five-year initial term and two one-year extension options, subject to the satisfaction of certain conditions. The new loan provides for a floating interest rate of LIBOR + 2.65%. The mortgage loan remains secured by the Capital Hilton in Washington, DC and Hilton La Jolla Torrey Pines in La Jolla, CA. Ashford Prime has a 75% ownership interest in the properties, with Hilton holding the remaining 25%. | |||||||||||||||||||||||
On March 1, 2014, in connection with the acquisition of the Pier House Resort, we assumed the $69.0 million mortgage on the property. The mortgage loan bears interest at a rate of LIBOR +4.9%. The stated maturity date of the mortgage loan is September 9, 2015, which may be extended by us for up to three consecutive one-year terms. The mortgage loan is secured by the Pier House Resort. Subsequent to December 31, 2014, this mortgage loan was refinanced. See Note 21. | |||||||||||||||||||||||
On February 24, 2014, to fund a portion of our acquisition of the Sofitel Chicago Water Tower, we completed the financing for an $80.0 million mortgage loan. The mortgage loan bears interest at a rate of LIBOR + 2.3%. The stated maturity date of the mortgage loan is March 9, 2016, which may be extended by us for up to three consecutive one-year terms. The mortgage loan is secured by the Sofitel Chicago Water Tower. | |||||||||||||||||||||||
On November 19, 2013, we entered into a three-year, $150.0 million secured revolving credit facility. The facility is a three-year interest-only facility with all outstanding principal being due at maturity, subject to two one-year extension options, subject to certain terms and conditions. The credit facility has an accordion feature whereby the aggregate commitments may be expanded up to $300.0 million, subject to certain terms and conditions. No amounts were drawn under the facility as of December 31, 2014. | |||||||||||||||||||||||
On February 26, 2013, AHT refinanced our $141.7 million loan due August 2013, which had an outstanding balance of $141.0 million, with a $199.9 million loan due February 2018. The new loan provides for an interest rate of LIBOR + 3.50%, with no LIBOR floor. In connection with the refinancing, AHT entered into an interest rate cap with a counterparty, capping LIBOR at 3.00%. The new loan is secured by The Capital Hilton in Washington, D.C. and the Hilton La Jolla Torrey Pines in La Jolla, CA. We have a75% ownership interest in the properties, with Hilton holding the remaining 25%. The excess loan proceeds above closing costs and reserves were distributed to the partners on a pro rata basis. AHT’s share of the excess loan proceeds was approximately $40.5 million. | |||||||||||||||||||||||
We are required to maintain certain financial ratios under our secured revolving credit facility. If we violate covenants in any debt agreement, we could be required to repay all or a portion of our indebtedness before maturity at a time when we might be unable to arrange financing for such repayment on attractive terms, if at all. Violations of certain debt covenants may result in our inability to borrow unused amounts under our line of credit, even if repayment of some or all of our borrowings is not required. The assets of certain of our subsidiaries are pledged under non-recourse indebtedness and are not available to satisfy the debts and other obligations of the consolidated group. Presently, our existing financial covenants are non-recourse and primarily relate to maintaining minimum debt coverage ratios. As of December 31, 2014, we were in compliance in all material respects with all covenants or other requirements set forth in our debt agreements as amended. |
Derivative_Instruments_and_Hed
Derivative Instruments and Hedging | 12 Months Ended |
Dec. 31, 2014 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging | Derivative Instruments and Hedging |
Interest Rate Derivatives—We are exposed to risks arising from our business operations, economic conditions and financial markets. To manage the risks, we primarily use interest rate derivatives to hedge our debt as a way to potentially improve cash flows. The interest rate derivatives include interest rate caps, which are subject to master netting settlement arrangements. All derivatives are recorded at fair value. | |
In 2013, AHT entered into an interest rate cap with a notional amount and strike rate of $199.9 million and 3.00%, respectively, which had an effective date of March 2013, a maturity date of March 2015 and total cost of $36,000. In 2014, we entered into another interest rate cap with a notional amount and strike rate of $148.5 million and 4.00%, respectively, which had an effective date of November 2014, a maturity date of December 2016 and a total cost of $33,000. Neither of these instruments were designated as cash flow hedges. These instruments cap the interest rate on our mortgage loan with a principal balance of $197.6 million and a maturity date of November 2019. | |
In 2014, we entered into an interest rate cap with a notional amount and strike rate of $80.0 million and 1.50%, respectively, which had an effective date of February 2014, a maturity date of March 2016 and total cost of $93,000. The instrument was not designated as a cash flow hedge. This instrument caps the interest rate on our mortgage loan with a principal balance of $80.0 million and a maturity date of March 2016. In connection with the $69.0 million mortgage loan assumed in connection with the Pier House Resort acquisition, we acquired an interest rate cap with a notional amount and strike rate of $69.0 million and 1.80%, respectively, which had an effective date of September 2013 and a maturity date of September 2015 and a total cost of $19,000. This instrument was not designated as a cash flow hedge. | |
The cost basis of interest rate derivatives for federal income tax purposes was approximately $138,000 and $21,000 as of December 31, 2014 and 2013. |
Fair_Value_Measurements
Fair Value Measurements | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||
Fair Value Measurements | Fair Value Measurements | ||||||||||||
Fair Value Hierarchy—Our financial instruments measured at fair value either on a recurring or a non-recurring basis are classified in a hierarchy for disclosure purposes consisting of three levels based on the observability of inputs in the market place as discussed below: | |||||||||||||
• | Level 1: Fair value measurements that are quoted prices (unadjusted) in active markets that we have the ability to access for identical assets or liabilities. Market price data generally is obtained from exchange or dealer markets. | ||||||||||||
• | Level 2: Fair value measurements based on inputs other than quoted prices included in Level 1, that are observable for the asset or liability, either directly or indirectly. Level 2 inputs include quoted prices for similar assets and liabilities in active markets, and inputs other than quoted prices that are observable for the asset or liability, such as interest rates and yield curves that are observable at commonly quoted intervals. | ||||||||||||
• | Level 3: Fair value measurements based on valuation techniques that use significant inputs that are unobservable. The circumstances for using these measurements include those in which there is little, if any, market activity for the asset or liability. | ||||||||||||
The fair values of interest rate caps are determined using the market standard methodology of discounting the future expected cash receipts that would occur if variable interest rates rise above the strike rates of the caps. The variable interest rates used in the calculation of projected receipts on the caps are based on an expectation of future interest rates derived from observable market interest rate curves (LIBOR forward curves) and volatilities (the Level 2 inputs). We also incorporate credit valuation adjustments (the Level 3 inputs) to appropriately reflect both our own non-performance risk and the respective counterparty’s non-performance risk in the fair value measurements. | |||||||||||||
We have determined that when a majority of the inputs used to value our derivatives fall within Level 2 of the fair value hierarchy, the derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy. However, when the valuation adjustments associated with our derivatives utilize Level 3 inputs, such as estimates of current credit spreads, to evaluate the likelihood of default by us and our counter-parties, which we consider significant (10% or more) to the overall valuation of our derivatives, the derivative valuations in their entirety are classified in Level 3 of the fair value hierarchy. Transfers of inputs between levels are determined at the end of each reporting period. | |||||||||||||
Assets and Liabilities Measured at Fair Value on a Recurring Basis | |||||||||||||
The following tables present our assets and liabilities measured at fair value on a recurring basis aggregated by the level within which the measurements fall in the fair value hierarchy (in thousands): | |||||||||||||
Significant Other | Total | ||||||||||||
Observable Inputs (Level 2) | |||||||||||||
31-Dec-14 | |||||||||||||
Assets | |||||||||||||
Derivative assets: | |||||||||||||
Interest rate derivatives | $ | 35 | $ | 35 | (1) | ||||||||
Significant Other | Total | ||||||||||||
Observable Inputs (Level 2) | |||||||||||||
December 31, 2013 | |||||||||||||
Assets | |||||||||||||
Derivative assets: | |||||||||||||
Interest rate derivatives | $ | — | $ | — | (1) | ||||||||
__________________ | |||||||||||||
(1) | Reported as “Derivative assets” in the consolidated balance sheets. | ||||||||||||
Effect of Fair Value Measured Assets and Liabilities on Consolidated and Combined Consolidated Statements of Operations | |||||||||||||
The following table summarizes the effect of fair value measured assets and liabilities on the consolidated and combined consolidated statements of operations (in thousands): | |||||||||||||
Loss Recognized in Income | |||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Assets | |||||||||||||
Derivative assets: | |||||||||||||
Interest rate derivatives | $ | (111 | ) | (1) | $ | (36 | ) | (1) | $ | — | (1) | ||
__________________ | |||||||||||||
(1) | Reported as “Unrealized loss on derivatives” in the consolidated and combined consolidated statements of operations. |
Summary_of_Fair_Value_of_Finan
Summary of Fair Value of Financial Instruments | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Investments, All Other Investments [Abstract] | |||||||||||||||||
Summary of Fair Value of Financial Instruments | Summary of Fair Value of Financial Instruments | ||||||||||||||||
Determining the estimated fair values of certain financial instruments such as notes receivable and indebtedness requires considerable judgment to interpret market data. The use of different market assumptions and/or estimation methodologies may have a material effect on the estimated fair value amounts. Accordingly, the estimates presented are not necessarily indicative of the amounts at which these instruments could be purchased, sold or settled. The carrying amounts and estimated fair values of financial instruments were as follows (in thousands): | |||||||||||||||||
31-Dec-14 | December 31, 2013 | ||||||||||||||||
Carrying | Estimated | Carrying | Estimated | ||||||||||||||
Value | Fair Value | Value | Fair Value | ||||||||||||||
Financial assets measured at fair value: | |||||||||||||||||
Derivative assets | $ | 35 | $ | 35 | $ | — | $ | — | |||||||||
Financial assets not measured at fair value: | |||||||||||||||||
Cash and cash equivalents | $ | 171,439 | $ | 171,439 | $ | 143,776 | $ | 143,776 | |||||||||
Restricted cash | 29,646 | 29,646 | 5,951 | 5,951 | |||||||||||||
Accounts receivable, net | 12,382 | 12,382 | 7,029 | 7,029 | |||||||||||||
Note receivable | 8,098 | 10,295 to 11,378 | 8,098 | 10,954 to 12,108 | |||||||||||||
Due from related party, net | 541 | 541 | 12 | 12 | |||||||||||||
Due from third-party hotel managers | 5,504 | 5,504 | 18,480 | 18,480 | |||||||||||||
Financial liabilities not measured at fair value: | |||||||||||||||||
Indebtedness | $ | 765,230 | $747,659 to $826,359 | $ | 621,882 | $615,880 to $680,710 | |||||||||||
Accounts payable and accrued expenses | 29,273 | 29,273 | 17,279 | 17,279 | |||||||||||||
Dividends payable | 1,425 | 1,425 | 1,245 | 1,245 | |||||||||||||
Due to Ashford Trust OP, net | 896 | 896 | 13,042 | 13,042 | |||||||||||||
Due to Ashford Inc. | 2,546 | 2,546 | — | — | |||||||||||||
Due to third-party hotel managers | 954 | 954 | 649 | 649 | |||||||||||||
Cash, cash equivalents and restricted cash. These financial assets bear interest at market rates and have maturities of less than 90 days. The carrying values approximate fair value due to the short-term nature of these financial instruments. This is considered a Level 1 valuation technique. | |||||||||||||||||
Accounts receivable, net, due from related party, net, accounts payable and accrued expenses, dividends payable, due to Ashford Trust OP, net, due to Ashford Inc. and due to/from third-party hotel managers. The carrying values of these financial instruments approximate their fair values due to the short-term nature of these financial instruments. This is considered a Level 1 valuation technique. | |||||||||||||||||
Note receivable. Fair value of the note receivable was determined by using similar loans with similar collateral. Since there is very little to no trading activity, we had to rely on our internal analysis of what we believe a willing buyer would pay for this note at December 31, 2014 and 2013. We estimated the fair value of the note receivable to be approximately 27.1% to 40.5% higher than the carrying value of $8.1 million at December 31, 2014, and approximately 35.3% to 49.5% higher than the carrying value of $8.1 million at December 31, 2013. This is considered a Level 2 valuation technique. | |||||||||||||||||
Derivative assets. Fair value of the interest rate derivatives are determined using the net present value of the expected cash flows of each derivative based on the market-based interest rate curve and adjusted for credit spreads of the Company and the counterparties. See Notes 2, 8 and 9 for a complete description of the methodology and assumptions utilized in determining fair values. | |||||||||||||||||
Indebtedness. Fair value of indebtedness is determined using future cash flows discounted at current replacement rates for these instruments. Cash flows are determined using a forward interest rate yield curve. The current replacement rates are determined by using the U.S. Treasury yield curve or the index to which these financial instruments are tied, and adjusted for the credit spreads. Credit spreads take into consideration general market conditions, maturity and collateral. We estimated the fair value of our total indebtedness to be approximately 97.7% to 108.0% of the carrying value of $765.2 million at December 31, 2014, and approximately 99.0% to 109.5% of the carrying value of $621.9 million at December 31, 2013. This is considered a Level 2 valuation technique. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Commitments and Contingencies Disclosure [Abstract] | ||||
Commitments and Contingencies | Commitments and Contingencies | |||
Restricted Cash—Under certain management and debt agreements for our hotel properties existing at December 31, 2014, escrow payments are required for insurance, real estate taxes, and debt service. In addition, for certain properties based on the terms of the underlying debt and management agreements, we escrow 4% to 5% of gross revenues for capital improvements. | ||||
Management Fees—Under management agreements for our hotel properties existing at December 31, 2014, we pay a) monthly property management fees equal to the greater of $10,000 (CPI adjusted since 2003) or 3% of gross revenues, or in some cases 3% to 7% of gross revenues, as well as annual incentive management fees, if applicable, b) market service fees on approved capital improvements, including project management fees of up to 4% of project costs, for certain hotels, and c) other general fees at current market rates as approved by our independent directors, if required. These management agreements expire from December 31, 2023 through December 31, 2041, with renewal options. If we terminate a management agreement prior to its expiration, we may be liable for estimated management fees through the remaining term, liquidated damages or, in certain circumstances, we may substitute a new management agreement. | ||||
Leases—We lease land under two non-cancelable operating ground leases, which expire in 2043 and 2080, related to our hotel properties in La Jolla, CA, and Tampa, FL, respectively. These leases are subject to base rent plus contingent rent based on the related property’s financial results and escalation clauses. For the years ended December 31, 2014, 2013, and 2012, we recognized rent expense of $3.5 million, $3.0 million and $2.9 million, respectively, which included contingent rent of $1.1 million, $729,000 and $660,000, respectively. Rent expense is included in “Other expenses” in the consolidated and combined consolidated statements of operations. Future minimum rentals due under non-cancelable leases are as follows for each of the years ending December 31, (in thousands): | ||||
2015 | $ | 2,287 | ||
2016 | 2,223 | |||
2017 | 2,199 | |||
2018 | 2,181 | |||
2019 | 2,200 | |||
Thereafter | 67,391 | |||
Total | $ | 78,481 | ||
Capital Commitments—At December 31, 2014, we had capital commitments of $5.1 million relating to general capital improvements that are expected to be paid in the next twelve months. | ||||
Litigation—We are engaged in various legal proceedings which have arisen but have not been fully adjudicated. The likelihood of loss from these legal proceedings, based on definitions within contingency accounting literature, ranges from remote to reasonably possible and to probable. Based on estimates of the range of potential losses associated with these matters, management does not believe the ultimate resolution of these proceedings, either individually or in the aggregate, will have a material adverse effect on our consolidated financial position or results of operations. However, the final results of legal proceedings cannot be predicted with certainty and if we fail to prevail in one or more of these legal matters, and the associated realized losses exceed our current estimates of the range of potential losses, our consolidated financial position or results of operations could be materially adversely affected in future periods. | ||||
Income Taxes—We and our subsidiaries file income tax returns in the federal jurisdiction and various states and cities. Tax years 2011 through 2014 remain subject to potential examination by certain federal and state taxing authorities. | ||||
As part of our formation transactions in connection with the spin-off, AHT contributed its indirect interest in CHH III Tenant Parent Corp. (“CHH”), the parent of the TRS lessees for two of our eight initial properties, which we elected to treat as a TRS. AHT also elected to treat CHH III Tenant Parent Corp. as a TRS. | ||||
In September 2010, the Internal Revenue Service (“IRS”) completed an audit of CHH for the tax year ended December 31, 2007. The IRS issued a notice of proposed adjustment based on Section 482 of the Internal Revenue Code that reduced the amount of rent AHT charged CHH. AHT owned a 75% interest in the hotel properties and CHH. In connection with the CHH audit, the IRS selected AHT for audit for the same tax year. In October 2011, the IRS issued an income tax adjustment to AHT as an alternative to the CHH proposed adjustment. The AHT adjustment was based on the REIT 100% federal excise tax on its share of the amount by which the rent was held to be greater than the arm’s length rate. AHT strongly disagreed with the IRS’ position and appealed its cases to the IRS Appeals Office. In determining amounts payable by CHH under its leases, AHT engaged a third party to prepare a transfer pricing study which concluded that the lease terms were consistent with arms’ length terms as required by applicable Treasury regulations. AHT believed the IRS transfer pricing methodologies applied in the audits contained flaws and that the IRS adjustments to the rent charged were inconsistent with the U.S. federal tax laws related to REITs and true leases. The IRS Appeals Office reviewed the AHT and CHH cases in 2012. In July 2013, the IRS Appeals Office issued “no-change letters” for CHH and AHT indicating that the 2007 tax returns were accepted as filed and the examinations resulted in no deficiencies. The statute of limitations for IRS assessments relating to the 2007 tax returns expired on March 31, 2014. | ||||
In June 2012, the IRS completed audits of CHH and AHT for the tax years ended December 31, 2008 and 2009. With respect to the 2009 tax year, the IRS has not proposed any adjustments to CHH or AHT. For the 2008 tax year, the IRS issued notices of proposed adjustments for both AHT and CHH. The AHT adjustment was for $3.3 million of U.S. federal excise taxes and represented the amount by which the IRS asserted that the rent charged to CHH was greater than the arms’ length rate pursuant to IRC Section 482. The CHH adjustment was for $1.6 million of additional income, which would have resulted in approximately $467,000 of additional U.S. federal income taxes and potential state income taxes of $83,000, net of federal benefit. The CHH adjustment represented the IRS’ imputation of compensation to CHH under IRC Section 482 for agreeing to be a party to the lessor entity’s bank loan agreement. Until the spin-off, AHT owned a 75% interest in the lessor entity. AHT strongly disagreed with both of the IRS adjustments for the reasons noted under the 2007 audits, and in addition, AHT believed the IRS misinterpreted certain terms of the lease, third-party hotel management agreements, and bank loan agreements. AHT appealed the cases to the IRS Appeals Office, and the IRS assigned the same Appeals team that oversaw the 2007 cases to the 2008 cases. AHT’s representatives attended the Appeals conferences for the 2008 cases in August 2013 and in February, April and May of 2014. In August 2014, AHT reached a final settlement with the IRS Appeals Office resolving all issues that arose in the 2008 audits of CHH and AHT. In connection with the settlement, AHT agreed to an adjustment to reduce the TRS rent expense and thereby increase CHH’s taxable income by $660,000. However, due to net operating losses available for utilization by CHH in the 2008 tax year and the expiration of the statute of limitations for the 2009 CHH tax year, the IRS Appeals Office issued “no-change letters” for CHH and AHT indicating that the examinations resulted in no deficiencies. The statute of limitations for IRS assessments relating to the 2008 tax returns expired on December 31, 2014. |
Redeemable_Noncontrolling_Inte
Redeemable Noncontrolling Interests in Operating Partnership | 12 Months Ended | |||||
Dec. 31, 2014 | ||||||
Redeemable Noncontrolling Interest, Equity, Carrying Amount [Abstract] | ||||||
Redeemable Noncontrolling Interests in Operating Partnership | Redeemable Noncontrolling Interests in Operating Partnership | |||||
Redeemable noncontrolling interests in the operating partnership represents the limited partners’ proportionate share of equity in earnings/losses of Ashford Prime OP, which is an allocation of net income/loss attributable to the common unit holders based on the weighted average ownership percentage of these limited partners’ common units to total units outstanding. Beginning one year after issuance, each common unit of limited partnership interest may be redeemed, by the holder, for either cash or, at our sole discretion, one share of our common stock. | ||||||
In connection with the spin-off, Ashford Trust had an initial interest in Ashford Prime OP equal to 20% of the outstanding units of Ashford Prime OP as of the completion of the spin-off. Additionally, Ashford Trust’s unit holders received one common unit in Ashford Prime OP for every five units held in Ashford Trust OP. This represented a 15.26% interest in Ashford Prime OP. The aggregate 35.26% ownership in Ashford Prime OP of $117.5 million was reclassified from additional paid-in capital to redeemable noncontrolling interests in operating partnership as it represents the portion of Ashford Prime OP’s equity distributed to non-controlling interest holders in Ashford Prime OP. | ||||||
LTIP units, which are issued to certain officers and employees of Ashford LLC as compensation, have vesting periods of three years. Additionally, certain independent members of the Board of Directors have elected to receive LTIP units as part of their compensation, which are fully vested upon grant. Upon reaching economic parity with common units, each vested LTIP unit can be converted by the holder into one common partnership unit of our operating partnership which can then be redeemed for cash or, at our election, settled in our common stock. An LTIP unit will achieve parity with the common units upon the sale or deemed sale of all or substantially all of the assets of our operating partnership at a time when our stock is trading at a level in excess of the price it was trading on the date of the LTIP issuance. More specifically, LTIP units will achieve full economic parity with common units in connection with (i) the actual sale of all or substantially all of the assets of our operating partnership or (ii) the hypothetical sale of such assets, which results from a capital account revaluation, as defined in the partnership agreement, for our operating partnership. | ||||||
As of December 31, 2014, we have issued a total of 355,000 LTIP units, all of which have reached full economic parity with the common units. During 2014, 37,000 LTIP units vested. There were no forfeitures in 2014. Expense of $1.9 million was recognized for the year ended December 31, 2014, of which approximately $1.9 million associated with LTIP units issued to Ashford LLC’s employees is included in “Advisory services fee” and $49,000 associated with LTIP units issued to our independent directors is included in “Corporate general and administrative” expense in our consolidated statements of operations for the year ended December 31, 2014. No expense was recognized during the year ended December 31, 2013. As the LTIP units are issued to non-employees, the compensation expense was determined based on the share price as of the end of the period. The fair value of the unamortized LTIP units, which was $5.4 million at December 31, 2014, will be amortized over a period of 2.3 years. | ||||||
In 2014, approximately 176,000 operating partnership units with a fair value of $3.1 million were redeemed for cash at an average price of $17.43. For 2013, no operating partnership units were presented for redemption or converted to shares of our common stock. | ||||||
Redeemable noncontrolling interests in our operating partnership as of December 31, 2014 and 2013 was $149.6 million and $159.7 million, respectively, which represented ownership of 25.88% and 35.26%, respectively. The carrying value of redeemable noncontrolling interests as of December 31, 2014 and 2013 included adjustments of $47.3 million and $56.0 million, respectively, to reflect the excess of redemption value over the accumulated historical cost. For 2014 and 2013, we allocated net income of $496,000 and net loss of $7.1 million, respectively, to the redeemable noncontrolling interests. No net income/loss was allocated to redeemable noncontrolling interests for the year ended December 31, 2012. We declared cash distributions to operating partnership units of $1.8 million and $439,000 for the years ended December 31, 2014 and 2013, respectively. A summary of the activity of the operating partnership units is as follows (in thousands): | ||||||
Year Ended December 31, | ||||||
2014 | 2013 | |||||
Units outstanding at beginning of year | 8,776 | — | ||||
Units issued in connection with spin-off | — | 8,776 | ||||
Units issued | 355 | — | ||||
Units redeemed for cash of $3,074 in 2014 | (176 | ) | — | |||
Units outstanding at end of year | 8,955 | 8,776 | ||||
Units convertible/redeemable at end of year | 8,259 | — | ||||
Equity
Equity | 12 Months Ended | |||||
Dec. 31, 2014 | ||||||
Equity [Abstract] | ||||||
Equity | Equity | |||||
Equity Offering—On January 21, 2014, we commenced an underwritten public offering of 8.0 million shares of common stock at $16.50 per share for gross proceeds of $132.0 million. The offering closed on January 29, 2014. We granted the underwriters a 30-day option to purchase up to an additional 1.2 million shares of common stock. On February 4, 2014, the underwriters fully exercised their option and purchased an additional 1.2 million shares of our common stock at a price of $16.50 per share. The net proceeds from the sale of the shares after underwriting discounts and offering expenses were approximately $143.9 million. | ||||||
Dividends—Common stock dividends declared for the years ended December 31, 2014 and 2013 were $5.0 million and $806,000, respectively. There were no dividends declared for the year ended December 31, 2012. | ||||||
Stock Repurchases—On October 27, 2014, our Board of Directors approved a share repurchase program under which the Company may purchase up to $100 million of the Company’s common stock from time to time. The repurchase program does not have an expiration date. The specific timing, manner, price, amount and other terms of the repurchases is at management’s discretion and depends on market conditions, corporate and regulatory requirements and other factors. The Company is not required to repurchase shares under the repurchase program, and may modify, suspend or terminate the repurchase program at any time for any reason. Under the repurchase program, we repurchased 927,915 shares of our common stock, for approximately $16.1 million, in the year ended December 31, 2014. | ||||||
Noncontrolling Interests in Consolidated Entities—A partner had noncontrolling ownership interests of 25% in two hotel properties with a total carrying value of $(4.5) million and $(2.6) million, respectively, at December 31, 2014 and 2013. Income from consolidated entities attributable to these noncontrolling interests was $1.1 million, $934,000 and $752,000 for the years ended December 31, 2014, 2013 and 2012, respectively. |
StockBased_Compensation
Stock-Based Compensation | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||||||
Stock-Based Compensation | Stock-Based Compensation | ||||||||||||||||||||
Under the 2013 Equity Incentive Plan, we are authorized to grant 850,000 restricted shares of our common stock as incentive stock awards and under the Advisor Equity Incentive Plan we are authorized to grant 1.6 million shares of our common stock as incentive stock awards. At December 31, 2014, 415,000 shares were available for future issuance under the 2013 Equity incentive Plan and 1.6 million shares were available under the Advisor Equity Incentive Plan. | |||||||||||||||||||||
A summary of our restricted stock activity is as follows (shares in thousands): | |||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||
Restricted Shares | Weighted Average | Restricted Shares | Weighted Average | Restricted Shares | Weighted Average | ||||||||||||||||
Price at Grant | Price at Grant | Price at Grant | |||||||||||||||||||
Outstanding at beginning of year | 84 | $ | 21.35 | — | $ | — | — | $ | — | ||||||||||||
Restricted shares granted | 64 | 15.45 | 16 | 21.35 | — | — | |||||||||||||||
Restricted shares issued in connection with spin-off | — | — | 84 | 21.35 | — | — | |||||||||||||||
Restricted shares vested | (53 | ) | 19.91 | (16 | ) | 21.35 | — | — | |||||||||||||
Restricted shares forfeited | (1 | ) | 21.35 | — | — | — | — | ||||||||||||||
Outstanding at end of year | 94 | $ | 18.11 | 84 | $ | 21.35 | — | $ | — | ||||||||||||
At December 31, 2014, the outstanding restricted stock had vesting dates starting in January 2015 and ending in April 2017. Stock-based compensation expense of $216,000 was recognized for the year ended December 31, 2014 in connection with equity awards granted in April 2014 to employees of Ashford LLC and is included in “Advisory services fee” on our consolidated statements of operations. Additionally, $197,000 of stock-based compensation expense was recognized for the year ended December 31, 2014 in connection with common stock issued to our independent directors, which vested immediately, and is included in “Corporate general and administrative” expense on our consolidated statements of operations. Stock-based compensation expense of $342,000 was recognized for the year ended December 31, 2013 in connection with the stock grants of 16,000 restricted shares to our independent directors, which vested immediately. There was no stock-based compensation expense in the year ended December 31, 2012. The restricted stock which vested during 2014 and 2013 had a fair value of $841,000 and $353,000, respectively, at the date of vesting. At December 31, 2014 and 2013, the outstanding restricted shares had a fair value of $1.6 million and $1.5 million, respectively. At December 31, 2014, the unamortized cost of the unvested shares of restricted stock was $668,000 which will be amortized over a period of 2.3 years. |
Income_Taxes
Income Taxes | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||
Income Taxes | Income Taxes | |||||||||||
For federal income tax purposes, we elected to be taxed as a REIT under the Internal Revenue Code. To qualify as a REIT, we must meet certain organizational and operational stipulations, including a requirement that we distribute at least 90% of our REIT taxable income, excluding net capital gains, to our stockholders. We currently intend to adhere to these requirements and maintain our REIT status. If we fail to qualify as a REIT in any taxable year, we will be subject to federal income taxes at regular corporate rates (including any applicable alternative minimum tax) and may not qualify as a REIT for four subsequent taxable years. Even if we qualify for taxation as a REIT, we may be subject to certain state and local taxes as well as to federal income and excise taxes on our undistributed taxable income. | ||||||||||||
At December 31, 2014, our ten hotel properties were leased by Prime TRS. Prime TRS recognized net book income before income taxes of $6.6 million, $5.5 million and $11.0 million for the years ended December 31, 2014, 2013 and 2012, respectively. | ||||||||||||
For periods prior to the spin-off, income tax expense was calculated on a “carve-out” basis from AHT. Income tax expense for the TRS that operates eight hotels was calculated on a separate stand-alone basis. For the period from January 1, 2013 through November 18, 2013 and the year ended December 31, 2012, the results of operations of our initial six wholly-owned hotels were included in the consolidated tax returns in various jurisdictions of a TRS subsidiary of AHT. For the period from November 19, 2013 through December 31, 2013, the results of operations of our initial six wholly-owned hotels were included in the tax returns in various jurisdictions by Ashford Prime’s wholly-owned TRS. Income tax expense for the TRSs that lease the two hotels owned by the other consolidated partnership and the District of Columbia tax on the partnership has been included in the accompanying combined consolidated financial statements at the same amounts included in AHT’s consolidated financial statements for the period from January 1, 2013 through November 18, 2013 and the year ended December 31, 2012. | ||||||||||||
The following table reconciles the income tax expense at statutory rates to the actual income tax expense recorded (in thousands): | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Income tax expense at federal statutory income tax rate of 35% | $ | (2,299 | ) | $ | (1,838 | ) | $ | (3,729 | ) | |||
State income tax expense, net of federal income tax benefit | (279 | ) | (164 | ) | (366 | ) | ||||||
State and local income tax expense on pass-through entity subsidiaries | (56 | ) | (161 | ) | (139 | ) | ||||||
Gross receipts and margin taxes | (193 | ) | (177 | ) | (177 | ) | ||||||
Other | (2 | ) | (65 | ) | (36 | ) | ||||||
Valuation allowance | 1,732 | 62 | 63 | |||||||||
Total income tax expense | $ | (1,097 | ) | $ | (2,343 | ) | $ | (4,384 | ) | |||
The components of income tax expense are as follows (in thousands): | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Current: | ||||||||||||
Federal | $ | (824 | ) | $ | (2,043 | ) | $ | (3,693 | ) | |||
State | (315 | ) | (504 | ) | (711 | ) | ||||||
Total current | (1,139 | ) | (2,547 | ) | (4,404 | ) | ||||||
Deferred: | ||||||||||||
Federal | 76 | 178 | 18 | |||||||||
State | (34 | ) | 26 | 2 | ||||||||
Total deferred | 42 | 204 | 20 | |||||||||
Total income tax expense | $ | (1,097 | ) | $ | (2,343 | ) | $ | (4,384 | ) | |||
For the years ended December 31, 2014, 2013 and 2012, income tax expense included interest and penalties paid to taxing authorities of $3,000, $0 and $2,000, respectively. At December 31, 2014 and 2013, we determined that there were no amounts to accrue for interest and penalties due to taxing authorities. | ||||||||||||
At December 31, 2014 and 2013, our net deferred tax liability, included in “Accounts payable and accrued expenses” on the consolidated balance sheets, consisted of the following (in thousands): | ||||||||||||
December 31, | ||||||||||||
2014 | 2013 | |||||||||||
Deferred tax assets: | ||||||||||||
Allowance for doubtful accounts | $ | 19 | $ | 15 | ||||||||
Unearned income | 134 | 69 | ||||||||||
Unfavorable management contract liability | 126 | 189 | ||||||||||
Federal and state net operating losses | 1,978 | 2,101 | ||||||||||
Amortization | 17 | — | ||||||||||
Accrued expenses | 743 | 585 | ||||||||||
Tax property basis greater (less) than book basis | 1,575 | 1,547 | ||||||||||
Other | — | 4 | ||||||||||
4,592 | 4,510 | |||||||||||
Valuation allowance | (3,939 | ) | (3,920 | ) | ||||||||
Net deferred tax asset | 653 | 590 | ||||||||||
Deferred tax liability: | ||||||||||||
Prepaid expenses | (1,156 | ) | (1,183 | ) | ||||||||
Net deferred tax liability | $ | (503 | ) | $ | (593 | ) | ||||||
At December 31, 2014 and 2013, we recorded a valuation allowance of $3.9 million and $3.9 million, respectively, to substantially reserve our deferred tax assets. As a result of cumulative consolidated losses in 2014, 2013 and 2012, and the limitation imposed by the Internal Revenue Code on the utilization of net operating losses of acquired subsidiaries, we believe that it is more likely than not that $3.9 million of our deferred tax assets will not be realized, and therefore, have provided a valuation allowance to reserve against the balances. The cumulative combined consolidated losses for the period from January 1, 2013 through November 18, 2013 and the year ended December 31, 2012 were determined on a “carve out” basis from AHT. The cumulative combined consolidated losses through December 31, 2013 also included the consolidated loss for Ashford Prime for the period from November 19, 2013 through December 31, 2013. For tax purposes, the Company’s activities related to our initial six hotels were included in the federal, state and local income tax return filings for AHT and its subsidiaries through November 18, 2013. Net operating losses for AHT and its subsidiaries during 2012 and 2013 were not able to be carried back. Accordingly, the tax accounts for the Company have been determined, assuming that net operating losses and other tax attributes cannot be carried back. At December 31, 2014, the TRSs had net operating loss carryforwards for federal income tax purposes of $3.9 million that are available to offset future taxable income, if any, through 2023. The $3.9 million of net operating loss carryforwards is attributable to acquired subsidiaries and is subject to substantial limitation on its use. | ||||||||||||
The following table summarizes the changes in the valuation allowance (in thousands): | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Balance at beginning of year | $ | 3,920 | $ | 2,202 | $ | 2,033 | ||||||
Additions charged to other deferred tax assets | 1,945 | 1,867 | 232 | |||||||||
Deductions | (1,926 | ) | (149 | ) | (63 | ) | ||||||
Balance at end of year | $ | 3,939 | $ | 3,920 | $ | 2,202 | ||||||
Income_Loss_Per_Share
Income (Loss) Per Share | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Earnings Per Share [Abstract] | ||||||||||||
Income (Loss) Per Share | Income (Loss) Per Share | |||||||||||
The following table reconciles the amounts used in calculating basic and diluted income (loss) per share (in thousands, except per share amounts): | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Net income (loss) attributable to common stockholders—Basic and diluted: | ||||||||||||
Net income (loss) attributable to the Company | $ | 1,939 | $ | (11,782 | ) | $ | (4,545 | ) | ||||
Less: Dividends on common stock | (5,013 | ) | (802 | ) | — | |||||||
Less: Dividends on unvested restricted shares | (18 | ) | (4 | ) | — | |||||||
Undistributed net loss allocated to common stockholders | (3,092 | ) | (12,588 | ) | (4,545 | ) | ||||||
Add back: Dividends on common stock | 5,013 | 802 | — | |||||||||
Distributed and undistributed net income (loss)—basic | $ | 1,921 | $ | (11,786 | ) | $ | (4,545 | ) | ||||
Net income attributable to redeemable noncontrolling interests in operating partnership | 496 | — | — | |||||||||
Distributed and undistributed net income (loss)—diluted | $ | 2,417 | $ | (11,786 | ) | $ | (4,545 | ) | ||||
Weighted average common shares outstanding: | ||||||||||||
Weighted average common shares outstanding—basic | 24,473 | 16,045 | 16,045 | |||||||||
Effect of assumed conversion of operating partnership units | 8,852 | — | — | |||||||||
Weighted average common shares outstanding—diluted | 33,325 | 16,045 | 16,045 | |||||||||
Income (loss) per share—basic: | ||||||||||||
Net income (loss) allocated to common stockholders per share | $ | 0.08 | $ | (0.73 | ) | $ | (0.28 | ) | ||||
Income (loss) per share—diluted: | ||||||||||||
Net income (loss) allocated to common stockholders per share | $ | 0.07 | $ | (0.73 | ) | $ | (0.28 | ) | ||||
Due to their anti-dilutive effect, the computation of diluted income (loss) per share does not reflect the adjustments for the following items (in thousands): | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Net loss allocated to common stockholders is not adjusted for: | ||||||||||||
Income allocated to unvested restricted shares | $ | 18 | $ | 4 | $ | — | ||||||
Loss attributable to redeemable noncontrolling interests in operating partnership | — | (7,080 | ) | — | ||||||||
Total | $ | 18 | $ | (7,076 | ) | $ | — | |||||
Weighted average diluted shares are not adjusted for: | ||||||||||||
Effect of unvested restricted shares | 57 | 84 | 84 | |||||||||
Effect of assumed conversion of operating partnership units | — | 8,776 | 8,776 | |||||||||
Total | 57 | 8,860 | 8,860 | |||||||||
Segment_Reporting
Segment Reporting | 12 Months Ended |
Dec. 31, 2014 | |
Segment Reporting [Abstract] | |
Segment Reporting | Segment Reporting |
We operate in one business segment within the hotel lodging industry: direct hotel investments. Direct hotel investments refer to owning hotels through either acquisition or new development. We report operating results of direct hotel investments on an aggregate basis as substantially all of our hotel investments have similar economic characteristics and exhibit similar long-term financial performance. As of December 31, 2014 and 2013, all of our hotel properties were domestically located. |
Related_Party_Transactions
Related Party Transactions | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Related Party Transactions [Abstract] | ||||||||||||
Related Party Transactions | Related Party Transactions | |||||||||||
We have management agreements with Remington, a related party, which is owned by our Chairman and Chief Executive Officer and AHT’s Chairman Emeritus. Under the agreements, we pay the related party a) monthly property management fees equal to the greater of $10,000 (CPI adjusted since 2003) or 3% of gross revenues as well as annual incentive management fees, if certain operational criteria are met, b) project management fees of up to 4% of project costs, c) market service fees including purchasing, design and construction management not to exceed 16.5% of project budget cumulatively, including project management fees, and d) other general and administrative expense reimbursements, approved by our independent directors, including rent, payroll, office supplies, travel, and accounting. This related party allocates such charges to us based on various methodologies, including headcount and actual amounts incurred. | ||||||||||||
At December 31, 2014, Remington managed one of our ten hotels and we incurred the following fees related to the management agreements with the related party (in thousands): | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Property management fees, including incentive property management fees | $ | 747 | $ | — | $ | — | ||||||
Market service and project management fees | 1,126 | 2,118 | 940 | |||||||||
Corporate general and administrative expenses | 50 | — | — | |||||||||
Total | $ | 1,923 | $ | 2,118 | $ | 940 | ||||||
Management agreements with Remington include exclusivity clauses that require us to engage Remington, unless our independent directors either (i) unanimously vote to hire a different manager or developer or (ii) by a majority vote elect not to engage Remington because either special circumstances exist such that it would be in our best interest not to engage Remington, or, based on Remington’s prior performance, it is believed that another manager or developer could perform the management, development or other duties materially better. | ||||||||||||
In connection with our spin-off, we entered into an advisory agreement with Ashford LLC, which was a subsidiary of Ashford Trust until November 12, 2014, when it spun off and became a subsidiary of Ashford Inc. Ashford LLC acts as our advisor, and as a result, we pay advisory fees to Ashford LLC. We are required to pay Ashford LLC a quarterly base fee equal to 0.70% per annum of our total market capitalization (which is defined to include the aggregate principal amount of our consolidated indebtedness (including our proportionate share of debt of any entity that is not consolidated but excluding our joint venture partners’ proportionate share of consolidated debt)), subject to a minimum quarterly base fee, as payment for managing our day-to-day operations in accordance with our investment guidelines. We are also required to pay Ashford LLC an incentive fee that is based on our total return performance as compared to our peer group as well as to reimburse Ashford LLC for certain reimbursable overhead and internal audit, insurance claims advisory and asset management services, as specified in the advisory agreement. We also record equity-based compensation expense for equity grants of common stock and LTIP units awarded to our officers and employees of Ashford LLC in connection with providing advisory services equal to the fair value of the award in proportion to the requisite service period satisfied during the period. | ||||||||||||
For the period from January 1, 2014 to November 11, 2014, we incurred advisory services fees of $10.7 million to Ashford Trust which was comprised of a base advisory fee of $7.5 million, fees for reimbursable overhead and internal audit, insurance claims advisory and asset management services of $1.4 million and equity-based compensation of $1.8 million associated with equity grants of our common stock and LTIP units awarded to the officers and employees of Ashford Trust. For the year ended December 31, 2013, we paid advisory fees of $1.0 million to Ashford Trust which was comprised of a base advisory fee of $878,000 and fees for reimbursable overhead of $53,000 and internal audit reimbursements of $116,000. No incentive management fee was incurred for the years ended December 31, 2014 or 2013. At December 31, 2014, we had a payable of $896,000 included in due to Ashford Trust OP, net, associated with the advisory services fee discussed above. At December 31, 2013, we had a payable of $15.5 million, included in due to Ashford Trust OP, net, associated with reimbursable expenses in connection with the spin-off and the fees discussed above offset by a receivable of $2.4 million associated with certain property expenses paid by us on behalf of AHT, which related to the period prior to the spin-off. | ||||||||||||
We incurred advisory services fees of $1.8 million to Ashford Inc. from November 12, 2014 to December 31, 2014. These fees were comprised of a base advisory fee of $1.2 million, fees for reimbursable overhead and internal audit, insurance claims advisory and asset management services of $253,000 and equity-based compensation of $340,000 associated with equity grants of our common stock and LTIP units awarded to the officers and employees of Ashford Inc. No incentive management fee was incurred for the year ended December 31, 2014. At December 31, 2014, we had a payable of $2.5 million included in due to Ashford Inc. associated with advisory services fee. | ||||||||||||
On November 10, 2014, AHP SMA, LP, our wholly-owned subsidiary (“AHP SMA”), entered into an investment management agreement with Ashford Investment Management LLC, an indirect subsidiary of Ashford Inc. (“AIM”), pursuant to which AIM will serve as the investment manager for certain designated assets of AHP SMA and will be responsible for the investment and reinvestment of those assets in accordance with certain investment guidelines set forth therein. As of December 31, 2014, there were no designated assets managed by AIM. |
Concentration_of_Risk
Concentration of Risk | 12 Months Ended |
Dec. 31, 2014 | |
Risks and Uncertainties [Abstract] | |
Concentration of Risk | Concentration of Risk |
Our investments are all concentrated within the hotel industry. Our investment strategy is to acquire primarily full-service and select-service hotels in the luxury, upper-upscale and upscale segments located predominantly in domestic and international gateway markets with RevPAR twice the national average. All of our hotels are located domestically with two located in Seattle, WA, comprising 15% of total hotel revenue. During 2014, five of our hotels generated revenues in excess of 10% of total hotel revenue amounting to 64% of total hotel revenue. | |
Financial instruments that potentially subject us to significant concentrations of credit risk consist principally of cash and cash equivalents. We are exposed to credit risk with respect to cash held at various financial institutions and amounts due or payable under our derivative contracts. Our counterparties to our derivative contracts are investment grade financial institutions. |
Selected_Financial_Quarterly_D
Selected Financial Quarterly Data (Unaudited) | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||||||||
Selected Financial Quarterly Data (Unaudited) | Selected Financial Quarterly Data (Unaudited) | |||||||||||||||||||
The following is a summary of the quarterly results of operations for the years ended December 31, 2014 and 2013 (in thousands, except per share data): | ||||||||||||||||||||
First | Second | Third | Fourth | Full | ||||||||||||||||
Quarter | Quarter | Quarter | Quarter | Year | ||||||||||||||||
2014 | ||||||||||||||||||||
Total revenue | $ | 61,806 | $ | 83,967 | $ | 84,784 | $ | 76,751 | $ | 307,308 | ||||||||||
Total operating expenses | 57,031 | 69,153 | 70,086 | 67,288 | 263,558 | |||||||||||||||
Operating income | 4,775 | 14,814 | 14,698 | 9,463 | 43,750 | |||||||||||||||
Net income (loss) | (4,451 | ) | 4,525 | 4,389 | (925 | ) | 3,538 | |||||||||||||
Net income (loss) attributable to the Company | (2,878 | ) | 3,497 | 3,372 | (2,052 | ) | 1,939 | |||||||||||||
Diluted income (loss) attributable to common stockholders per share | $ | (0.13 | ) | $ | 0.14 | $ | 0.13 | $ | (0.08 | ) | $ | 0.07 | ||||||||
Weighted average diluted common shares | 22,308 | 34,396 | 34,429 | 24,954 | 33,325 | |||||||||||||||
2013 | ||||||||||||||||||||
Total revenue | $ | 54,086 | $ | 63,342 | $ | 60,960 | $ | 55,108 | $ | 233,496 | ||||||||||
Total operating expenses | 48,909 | 50,043 | 51,595 | 63,539 | 214,086 | |||||||||||||||
Operating income (loss) | 5,177 | 13,299 | 9,365 | (8,431 | ) | 19,410 | ||||||||||||||
Net income (loss) | (5,326 | ) | 4,329 | 29 | (16,960 | ) | (17,928 | ) | ||||||||||||
Net income (loss) attributable to the Company | (4,622 | ) | 3,829 | 400 | (11,389 | ) | (11,782 | ) | ||||||||||||
Diluted income (loss) attributable to common stockholders per share | $ | (0.29 | ) | $ | 0.15 | $ | 0.02 | $ | (0.71 | ) | $ | (0.73 | ) | |||||||
Weighted average diluted common shares | 16,045 | 24,905 | 24,905 | 16,045 | 16,045 | |||||||||||||||
Subsequent_Events_unaudited
Subsequent Events (unaudited) | 12 Months Ended |
Dec. 31, 2014 | |
Subsequent Events [Abstract] | |
Subsequent Events (unaudited) | Subsequent Events (unaudited) |
Subsequent to December 31, 2014, in connection with our stock repurchase program, we repurchased 471,064 shares of our common stock for approximately $8.1 million. As of March 12, 2015, we had purchased a cumulative 1.4 million shares of our common stock, for approximately $24.2 million since the program’s inception on November 4, 2014. | |
On March 9, 2015, we refinanced our $69.0 million mortgage loan due September 2015, which had an outstanding balance of $69.0 million, with a $70.0 million mortgage loan due March 2017, with three one-year extension options, subject to the satisfaction of certain conditions. The new loan is interest only and provides for a floating interest rate of LIBOR + 2.25%, with no LIBOR floor. The mortgage loan is secured by the Pier House Resort in Key West, Florida. |
Schedule_III_Real_Estate_and_A
Schedule III - Real Estate and Accumulated Depreciation | 12 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||||||||||||||||||||||||
SEC Schedule III, Real Estate and Accumulated Depreciation Disclosure [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||
Schedule III - Real Estate and Accumulated Depreciation | SCHEDULE III | |||||||||||||||||||||||||||||||||||||||||||||
ASHFORD HOSPITALITY PRIME, INC. AND SUBSIDIARIES | ||||||||||||||||||||||||||||||||||||||||||||||
REAL ESTATE AND ACCUMULATED DEPRECIATION | ||||||||||||||||||||||||||||||||||||||||||||||
December 31, 2014 | ||||||||||||||||||||||||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||||||||||||||||||||||||
Column A | Column B | Column C | Column D | Column E | Column F | Column G | Column H | Column I | ||||||||||||||||||||||||||||||||||||||
Initial Cost | Costs Capitalized | Gross Carrying Amount | ||||||||||||||||||||||||||||||||||||||||||||
Since Acquisition | At Close of Period | |||||||||||||||||||||||||||||||||||||||||||||
Hotel Property | Location | Encumbrances | Land | FF&E, | Land | FF&E, | Land | FF&E, | Total | Accumulated | Construction | Acquisition | Income | |||||||||||||||||||||||||||||||||
Buildings and | Buildings and | Buildings and | Depreciation | Date | Date | Statement | ||||||||||||||||||||||||||||||||||||||||
improvements | improvements | improvements | ||||||||||||||||||||||||||||||||||||||||||||
Hilton | Washington, D.C. | $ | 128,518 | $ | 45,720 | $ | 106,245 | $ | — | $ | 30,281 | $ | 45,720 | $ | 136,526 | $ | 182,246 | $ | 36,984 | — | Apr-07 | (1),(2),(3) | ||||||||||||||||||||||||
Hilton | La Jolla, CA | 69,087 | — | 114,614 | — | 18,362 | — | 132,976 | 132,976 | 31,858 | — | Apr-07 | (1),(2),(3) | |||||||||||||||||||||||||||||||||
Marriott | Seattle, WA | 131,329 | 31,888 | 112,176 | — | 5,995 | 31,888 | 118,171 | 150,059 | 25,283 | — | Apr-07 | (1),(2),(3) | |||||||||||||||||||||||||||||||||
Marriott | Plano, TX | 77,006 | 2,725 | 93,044 | — | 9,159 | 2,725 | 102,203 | 104,928 | 21,967 | — | Apr-07 | (1),(2),(3) | |||||||||||||||||||||||||||||||||
Courtyard by Marriott | Philadelphia, PA | 41,958 | 9,814 | 94,029 | — | 19,233 | 9,814 | 113,262 | 123,076 | 24,463 | — | Apr-07 | (1),(2),(3) | |||||||||||||||||||||||||||||||||
Courtyard by Marriott | Seattle, WA | 57,784 | 17,194 | 46,711 | — | 4,497 | 17,194 | 51,208 | 68,402 | 11,213 | — | Apr-07 | (1),(2),(3) | |||||||||||||||||||||||||||||||||
Courtyard by Marriott | San Francisco, CA | 66,328 | 22,653 | 72,731 | — | 2,282 | 22,653 | 75,013 | 97,666 | 15,270 | — | Apr-07 | (1),(2),(3) | |||||||||||||||||||||||||||||||||
Pier House Resort | Key West, FL | 69,000 | 59,731 | 33,011 | — | 1,844 | 59,731 | 34,855 | 94,586 | 1,884 | — | May-13 | (1),(2),(3) | |||||||||||||||||||||||||||||||||
Sofitel Chicago Water Tower | Chicago, IL | 80,000 | 12,631 | 140,369 | — | 388 | 12,631 | 140,757 | 153,388 | 5,182 | — | Feb-14 | (1),(2),(3) | |||||||||||||||||||||||||||||||||
Renaissance | Tampa, FL | 44,220 | — | 69,179 | — | 2,839 | — | 72,018 | 72,018 | 14,938 | — | Apr-07 | (1),(2),(3) | |||||||||||||||||||||||||||||||||
Total | $ | 765,230 | $ | 202,356 | $ | 882,109 | $ | — | $ | 94,880 | $ | 202,356 | $ | 976,989 | $ | 1,179,345 | $ | 189,042 | ||||||||||||||||||||||||||||
__________________ | ||||||||||||||||||||||||||||||||||||||||||||||
(1) | Estimated useful life for buildings is 39 years. | |||||||||||||||||||||||||||||||||||||||||||||
(2) | Estimated useful life for building improvements is 7.5 years. | |||||||||||||||||||||||||||||||||||||||||||||
(3) | Estimated useful life for furniture and fixtures is 3 to 5 years. | |||||||||||||||||||||||||||||||||||||||||||||
Year Ended December 31, | ||||||||||||||||||||||||||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||||||||||||||||||||||||||
Investment in Real Estate: | ||||||||||||||||||||||||||||||||||||||||||||||
Beginning balance | $ | 925,507 | $ | 920,968 | $ | 924,318 | ||||||||||||||||||||||||||||||||||||||||
Additions | 265,484 | 24,119 | 12,183 | |||||||||||||||||||||||||||||||||||||||||||
Write-offs | (11,646 | ) | (19,580 | ) | (15,533 | ) | ||||||||||||||||||||||||||||||||||||||||
Ending balance | 1,179,345 | 925,507 | 920,968 | |||||||||||||||||||||||||||||||||||||||||||
Accumulated Depreciation: | ||||||||||||||||||||||||||||||||||||||||||||||
Beginning balance | 160,181 | 149,032 | 135,148 | |||||||||||||||||||||||||||||||||||||||||||
Depreciation expense | 40,507 | 30,729 | 29,417 | |||||||||||||||||||||||||||||||||||||||||||
Write-offs | (11,646 | ) | (19,580 | ) | (15,533 | ) | ||||||||||||||||||||||||||||||||||||||||
Ending balance | 189,042 | 160,181 | 149,032 | |||||||||||||||||||||||||||||||||||||||||||
Investment in Real Estate, net | $ | 990,303 | $ | 765,326 | $ | 771,936 | ||||||||||||||||||||||||||||||||||||||||
Significant_Accounting_Policie1
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2014 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Principles of Combination and Consolidation | Basis of Presentation and Principles of Combination and Consolidation—The accompanying consolidated and combined consolidated financial statements include the accounts of Ashford Hospitality Prime, Inc., its majority-owned subsidiaries and its majority-owned consolidated entity in which it has a controlling interest. All significant inter-company accounts and transactions between consolidated and combined consolidated entities have been eliminated in these consolidated and combined consolidated financial statements. |
Ashford Prime OP, is considered to be a variable interest entity (“VIE”), as defined by authoritative accounting guidance. A VIE must be consolidated by a reporting entity if the reporting entity is the primary beneficiary because it has (i) the power to direct the VIE’s activities that most significantly impact the VIE’s economic performance, (ii) an implicit financial responsibility to ensure that a VIE operates as designed, and (iii) the obligation to absorb losses of the VIE or the right to receive benefits from the VIE. All major decisions related to Ashford Prime OP that most significantly impact its economic performance, including but not limited to operating procedures with respect to business affairs and any acquisitions, dispositions, financings, restructurings or other transactions with sellers, purchasers, lenders, brokers, agents and other applicable representatives, are subject to the approval of our wholly-owned subsidiary, Ashford Prime OP General Partner LLC, its general partner. As such, we consolidate Ashford Prime OP. | |
For periods prior to the spin-off, the accompanying historical combined consolidated financial statements have been “carved out” of AHT’s consolidated financial statements and reflect significant assumptions and allocations. These hotels were under AHT’s common control. The combined consolidated financial statements were prepared using the financial position and results of operations of the entities set forth above after adjustments for certain ownership related activities that had been historically accounted for by AHT. These ownership activities included mortgage indebtedness associated with the eight initial hotels, debt related expenses and other owner related expenses. In addition, the combined consolidated statements of operations for the periods prior to the spin-off include allocations of corporate general and administrative expenses from AHT, which in the opinion of management, are reasonable. The historical financial information is not necessarily indicative of the Company’s future results of operations, financial position and cash flows subsequent to the spin-off. | |
Marriott manages six of our properties. For these Marriott-managed hotels, the 2012 fiscal year reflects twelve weeks of operations in each of the first three quarters of the year and sixteen weeks for the fourth quarter of the year. Beginning in 2013, the fiscal quarters end on March 31st, June 30th, September 30th and December 31st. For Marriott-managed hotels, the fourth quarters of 2014, 2013 and 2012 ended December 31, 2014, December 31, 2013, and December 28, 2012, respectively. 2012 results have not been adjusted. | |
Use of Estimates | Use of Estimates—The preparation of these consolidated and combined consolidated financial statements in accordance with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents—Cash and cash equivalents include cash on hand or held in banks and short-term investments with an initial maturity of three months or less at the date of purchase. |
Restricted Cash | Restricted Cash—Restricted cash includes reserves for debt service, real estate taxes, and insurance, as well as excess cash flow deposits and reserves for furniture, fixtures, and equipment replacements of approximately 4% to 5% of property revenue for certain hotels, as required by certain management or mortgage debt agreement restrictions and provisions. For purposes of the statements of cash flows, changes in restricted cash caused by using such funds for debt service, real estate taxes, and insurance are shown as operating activities. Changes in restricted cash caused by using such funds for furniture, fixtures, and equipment replacements are included in cash flows from investing activities. |
Accounts Receivable | Accounts Receivable—Accounts receivable consists primarily of meeting and banquet room rental and hotel guest receivables. We generally do not require collateral. We maintain an allowance for doubtful accounts for estimated losses resulting from the inability of guests to make required payments for services. The allowance is maintained at a level believed adequate to absorb estimated receivable losses. The estimate is based on past receivable loss experience, known and inherent credit risks, current economic conditions, and other relevant factors, including specific reserves for certain accounts. |
Inventories | Inventories—Inventories, which primarily consist of food, beverages, and gift store merchandise, are stated at the lower of cost or market value. Cost is determined using the first-in, first-out method. |
Investments in Hotel Properties | Investments in Hotel Properties—Hotel properties are generally stated at cost. For hotel properties owned through our majority-owned entities, the carrying basis attributable to the partners’ minority ownership is recorded at historical cost, net of any impairment charges, while the carrying basis attributable to our majority ownership is recorded based on the allocated purchase price of our ownership interests in the entities. All improvements and additions which extend the useful life of the hotel properties are capitalized. |
Impairment of Investment in Hotel Properties | Impairment of Investments in Hotel Properties—Hotel properties are reviewed for impairment whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. Recoverability of the hotel is measured by comparison of the carrying amount of the hotel to the estimated future undiscounted cash flows, which take into account current market conditions and our intent with respect to holding or disposing of the hotel. If our analysis indicates that the carrying value of the hotel is not recoverable on an undiscounted cash flow basis, we recognize an impairment charge for the amount by which the property’s net book value exceeds its estimated fair value, or fair value, less cost to sell. In evaluating the impairment of hotel properties, we make many assumptions and estimates, including projected cash flows, expected holding period and expected useful life. Fair value is determined through various valuation techniques, including internally developed discounted cash flow models, comparable market transactions and third-party appraisals, where considered necessary. During 2014, 2013 and 2012, we have not recorded any impairment charges. |
Assets Held for Sale and Discontinued Operations | Assets Held for Sale and Discontinued Operations—We classify assets as held for sale when we have obtained a firm commitment from a buyer, and consummation of the sale is considered probable and expected within one year. The related operations of assets held for sale are reported as discontinued if a) such operations and cash flows can be clearly distinguished, both operationally and financially, from our ongoing operations, b) such operations and cash flows will be eliminated from ongoing operations once the disposal occurs, and c) we will not have any significant continuing involvement subsequent to the disposal. |
Deferred Costs, net | Deferred Costs, net—Deferred loan costs are recorded at cost and amortized over the initial term of the related indebtedness using the effective interest method. Deferred franchise fees are recorded at cost and amortized on a straight-line basis over the initial term of the franchise agreement. |
Intangible Asset, net and Intangible Liability, net | Intangible Asset, net and Intangible Liability, net—Intangible asset represents the market value related to a lease agreement obtained in connection with AHT’s acquisition of a hotel property that was below the market rate at the date of the acquisition and is amortized over the remaining term of the lease. Intangible liability represents the market value related to a lease agreement obtained in connection with AHT’s acquisition of a hotel property that was above the market rate at the date of the acquisition and is amortized over the remaining initial term of the lease. See Note 6. |
Derivative Instruments and Hedging | Derivative Instruments and Hedging—Interest rate derivatives include interest rate caps that provide us with interest rate protection above the strike rate on the cap and result in us receiving interest payments when actual rates exceed the cap strike rate. These derivatives are subject to master netting settlement arrangements. As the derivatives are subject to master netting settlement arrangements, we report derivatives with the same counterparty net on the consolidated balance sheets. |
Derivatives are recorded at fair value in accordance with the applicable authoritative accounting guidance. For non-hedge designated interest rate derivatives, the changes in the fair value are recognized in earnings as “Unrealized loss on derivatives” in the consolidated and combined consolidated statements of operations. | |
Due to/from Related Party, net | Due to/from Related Party, net—Due to/from related party, net, represents current receivables related to advances for project management services and payables resulting from transactions related to hotel management, project management and market services with a related party. These receivables and payables are generally settled within a period not exceeding one year. |
Due to/from Ashford Trust OP, net | Due to/from Ashford Trust OP, net—Due to Ashford Trust OP represents payables related to the advisory services fee, including reimbursable expenses, for the periods when Ashford LLC was a subsidiary of Ashford Trust. Due to/from Ashford Trust OP also represented current receivable and payables resulting from costs associated with our spin-off from AHT. These receivables and payables are generally settled within a period not exceeding one year. |
Due to Ashford Inc. | Due to Ashford Inc.—Due to Ashford Inc. represents payables related to the advisory services fee, including reimbursable expenses, for the periods following Ashford Inc.’s spin-off from Ashford Trust. These payables are generally settled within a period not exceeding one year. |
Due to/from Third-Party Hotel Managers | Due to/from Third-Party Hotel Managers—Due from third-party hotel managers primarily consists of amounts due from Marriott related to cash reserves held at the Marriott corporate level related to operating, capital improvements, insurance, real estate taxes, and other items. Due to third-party hotel managers primarily consists of amounts due to Marriott, Hilton and Accor related to rebilled expenses. |
Unfavorable Management Contract Liabilities | Unfavorable Management Contract Liabilities—A management agreement assumed by AHT in an acquisition of a hotel in 2007 had terms that were more favorable to the respective manager than typical market management agreements at the acquisition date. As a result, AHT recorded an unfavorable management contract liability of $1.5 million based on the present value of expected cash outflows over the initial term of the related agreement. The unfavorable management contract liability, with an unamortized balance of $316,000 and $474,000 as of December 31, 2014 and 2013, respectively, is amortized as a reduction to incentive management fees on a straight-line basis of $158,000 per year over the initial term of the related agreement which runs through December 31, 2016. |
Noncontrolling Interests | Noncontrolling Interests—The redeemable noncontrolling interests in the operating partnership represent the limited partners’ proportionate share of equity in earnings/losses of the operating partnership, which is an allocation of net income attributable to the common unit holders based on the weighted average ownership percentage of these limited partners’ common unit holdings throughout the period. The redeemable noncontrolling interests in our operating partnership is classified in the mezzanine section of the consolidated balance sheets as these redeemable operating units do not meet the requirements for equity classification prescribed by the authoritative accounting guidance because the redemption feature requires the delivery of cash or registered shares, at our election. The carrying value of the noncontrolling interests in the operating partnership is based on the greater of the accumulated historical cost or the redemption value. |
The noncontrolling interest in a consolidated entity represents an ownership interest of 25% in two hotel properties at December 31, 2014 and 2013, and is reported in equity in the consolidated balance sheets. | |
Net income/loss attributable to redeemable noncontrolling interests in operating partnership and income/loss from consolidated entities attributable to noncontrolling interests in our consolidated entities are reported as deductions/additions from/to net income/loss. Comprehensive income/loss attributable to these noncontrolling interests is reported as reductions/additions from/to comprehensive income/loss. | |
Revenue Recognition | Revenue Recognition—Hotel revenues, including room, food, beverage, and ancillary revenues such as long-distance telephone service, laundry, parking and space rentals, are recognized when services have been rendered. Taxes collected from customers and submitted to taxing authorities are not recorded in revenue. |
Other Expenses | Other Expenses—Other expenses include telephone charges, guest laundry, valet parking, and hotel-level general and administrative expenses, sales and marketing expenses, repairs and maintenance, franchise fees and utility costs. They are expensed as incurred. |
Advertising Costs | Advertising Costs—Advertising costs are charged to expense as incurred. For 2014, 2013 and 2012, we incurred advertising costs of $1.9 million, $645,000 and $652,000, respectively. Advertising costs are included in “Other expenses” in the accompanying consolidated and combined consolidated statements of operations. |
Equity-Based Compensation | Equity-Based Compensation—Stock/unit-based compensation for non-employees is accounted for at fair value based on the market price of our shares at period end in accordance with applicable authoritative accounting guidance. Subsequently, expense is recognized equal to the fair value of the award in proportion to the requisite service period satisfied during the period. Grants of restricted stock and LTIP units to independent directors are recorded at fair value based on the market price of our shares at grant date and this amount is fully expensed as the grants of stock or LTIP units are fully vested on the date of grant. |
Corporate General and Administrative Expense | Corporate General and Administrative Expense—Corporate general and administrative expenses are expensed as incurred. Prior to the spin-off, corporate general and administrative expense represented an allocation of certain AHT corporate general and administrative costs including salaries and benefits, stock-based compensation, legal and professional fees, rent expense, insurance expense and office expenses. The costs were allocated based on the pro rata share of our undepreciated gross investments in hotel properties in relation to AHT’s undepreciated gross investments in hotel properties for all indirect costs. All direct costs associated with the operations of the eight initial hotel properties are included in the consolidated and combined consolidated financial statements. |
Depreciation and Amortization | Depreciation and Amortization—Hotel properties are depreciated over the estimated useful life of the assets and leasehold improvements are amortized over the shorter of the lease term or the estimated useful life of the related assets. Presently, hotel properties are depreciated using the straight-line method over lives ranging from 7.5 to 39 years for buildings and improvements and 3 to 5 years for furniture, fixtures and equipment. While we believe our estimates are reasonable, a change in estimated useful lives could affect depreciation expense and net income (loss) as well as resulting gains or losses on potential hotel sales. |
Income Taxes | Income Taxes—As a REIT, we generally are not subject to federal corporate income tax on the portion of our net income (loss) that does not relate to taxable REIT subsidiaries. However, Prime TRS is treated as a taxable REIT subsidiary for federal income tax purposes. In accordance with authoritative accounting guidance, we account for income taxes related to Prime TRS using the asset and liability method under which deferred tax assets and liabilities are recognized for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. In addition, the analysis utilized by us in determining our deferred tax asset valuation allowance involves considerable management judgment and assumptions. |
The entities that own our ten hotels are considered partnerships for federal income tax purposes. Partnerships are not subject to U.S. federal income taxes. The partnerships’ revenues and expenses pass through to and are taxed on the owners. The states and cities where the partnerships operate follow the U.S. federal income tax treatment, with the exception of the District of Columbia, Texas, and the city of Philadelphia. Accordingly, we provide for income taxes in these jurisdictions for the partnerships. The consolidated entities that operate the ten hotels are considered taxable corporations for U.S. federal, state, and city income tax purposes and have elected to be taxable REIT subsidiaries of Ashford Prime and Ashford Trust (prior to the spin-off). The entities that operate the two hotels owned by a consolidated partnership elected to be treated as taxable REIT subsidiaries (“TRS”) of Ashford Trust in April 2007, when the partnership was acquired by AHT. Prior to the spin-off, income tax expense in the accompanying combined consolidated financial statements was calculated on a “carve-out” basis from AHT. | |
The “Income Taxes” Topic of the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification addresses the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements. The guidance requires us to determine whether tax positions we have taken or expect to take in a tax return are more likely than not to be sustained upon examination by the appropriate taxing authority based on the technical merits of the positions. Tax positions that do not meet the more likely than not threshold would be recorded as additional tax expense in the current period. We analyze all open tax years, as defined by the statute of limitations for each jurisdiction, which includes the federal jurisdiction and various states. We classify interest and penalties related to underpayment of income taxes as income tax expense. We and our subsidiaries file income tax returns in the U.S. federal jurisdiction and various states and cities. Tax years 2011 through 2014 remain subject to potential examination by certain federal and state taxing authorities. | |
Reclassifications | Reclassifications—Amounts within due to related parties, net, related to amounts owed to/from Ashford Trust as of December 31, 2013, have been reclassified to due to Ashford Trust OP, net, on the Combined Consolidated Balance Sheet to conform with the current year presentation. Additionally, amounts within the change in due to related parties, net, related to amounts owed to/from Ashford Trust as of December 31, 2013, have been reclassified to the change in due to Ashford Trust OP, net, on the Combined Consolidated Statement of Cash Flows. These reclassifications have no effect on our total cash flows, equity or net income (loss) previously reported. |
Income (Loss) Per Share | Income (Loss) Per Share—For periods prior to the spin-off, basic income (loss) per share was calculated by dividing net income (loss) attributable to the Company by the 16 million shares of common stock outstanding upon the completion of the distribution (based on a distribution ratio of one share of Ashford Prime common stock for every five shares of Ashford Trust common stock), including 16,000 shares for initial grants to the five independent members of our board of directors and excluding 84,000 unvested restricted shares. In 2013 and 2012, diluted loss per share was calculated using the 16.0 million shares of common stock outstanding upon the completion of the distribution. An additional 8.9 million shares that includes 84,000 unvested restricted shares and the assumed conversion of 8.8 million Ashford Prime OP units, which are comprised of 5.0 million units held by Ashford Trust representing Ashford Trust’s retained ownership interest in Ashford Prime OP and 3.8 million units of Ashford Prime OP received by Ashford Trust unit holders in the spin-off were excluded from the diluted loss per share calculation as the effect would have been anti-dilutive. |
For periods after the spin-off, basic income (loss) per common share is calculated by dividing net income (loss) attributable to common stockholders by the weighted average common shares outstanding during the period using the two-class method prescribed by applicable authoritative accounting guidance. Diluted income (loss) per common share is calculated using the two-class method, or the treasury stock method, if more dilutive. Diluted income (loss) per common share reflects the potential dilution that could occur if securities or other contracts to issue common shares were exercised or converted into common shares, whereby such exercise or conversion would result in lower income per share. | |
Recently Issued Accounting Standards | Recently Issued Accounting Standards—In April 2014, the FASB issued Accounting Standards Update (“ASU”) 2014-08, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity (“ASU 2014-08”). ASU 2014-08 revises the definition of discontinued operations by limiting discontinued operations reporting to disposals of components of an entity that represent strategic shifts that have (or will have) a major effect on an entity’s operations and financial results, removing the lack of continuing involvement criteria and requiring discontinued operations reporting for the disposal of an equity method investment that meets the definition of discontinued operations. The update also requires expanded disclosures for discontinued operations, including disclosure of pretax profit or loss of an individually significant component of an entity that does not qualify for discontinued operations reporting. ASU 2014-08 is effective prospectively for fiscal years, and interim periods within those years, beginning after December 15, 2014. Upon adoption of this standard in 2015, we will be required to evaluate whether a disposal meets the discontinued operations requirements under ASU 2014-08. We will make the additional disclosures upon adoption. Upon adoption, we anticipate that the operations of sold hotel properties through the date of their disposal will be included in continuing operations. |
In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”). ASU 2014-09 is a comprehensive new revenue recognition model, which requires a company to recognize revenue to depict the transfer of promised goods or services to a customer in an amount that reflects the consideration the company expects to receive in exchange for those goods or services. The update will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. ASU 2014-09 is effective for fiscal periods beginning after December 15, 2016. Early adoption is not permitted. The standard permits the use of either the retrospective or cumulative effect transition method. We are evaluating the effect that ASU 2014-09 will have on our consolidated financial statements and related disclosures. We have not yet selected a transition method. | |
In August 2014, the FASB issued ASU 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (“ASU 2014-15”), to provide guidance on management's responsibility to perform interim and annual assessments of an entity’s ability to continue as a going concern and to provide related disclosure requirements. ASU 2014-15 applies to all entities and is effective for annual periods ending after December 15, 2016, and interim periods thereafter, with early adoption permitted. We do not expect the adoption of this standard will have an impact on our financial position, results of operations or cash flows. |
Investment_in_Hotel_Properties1
Investment in Hotel Properties, net (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Property, Plant and Equipment [Abstract] | ||||||||||||
Schedule of investments in hotel properties | Investments in hotel properties, net consisted of the following (in thousands): | |||||||||||
December 31, 2014 | December 31, 2013 | |||||||||||
Land | $ | 202,356 | $ | 129,994 | ||||||||
Buildings and improvements | 918,809 | 746,083 | ||||||||||
Furniture, fixtures and equipment | 56,623 | 44,847 | ||||||||||
Construction in progress | 1,557 | 4,583 | ||||||||||
Total cost | 1,179,345 | 925,507 | ||||||||||
Accumulated depreciation | (189,042 | ) | (160,181 | ) | ||||||||
Investments in hotel properties, net | $ | 990,303 | $ | 765,326 | ||||||||
Preliminary estimated fair value of acquisition | The following table summarizes the fair value of the assets acquired and liabilities assumed in the acquisition (in thousands): | |||||||||||
Preliminary Allocations as of | Adjustments | Final | ||||||||||
March 31, 2014 | Allocations as of | |||||||||||
30-Jun-14 | ||||||||||||
Land | $ | 56,900 | $ | 2,831 | $ | 59,731 | ||||||
Buildings and improvements | 30,470 | (2,831 | ) | 27,639 | ||||||||
Furniture, fixtures, and equipment | 5,372 | — | 5,372 | |||||||||
$ | 92,742 | $ | — | $ | 92,742 | |||||||
Indebtedness | (69,000 | ) | — | (69,000 | ) | |||||||
The following table summarizes the fair value of the assets acquired and liabilities assumed in the acquisition (in thousands): | ||||||||||||
Preliminary Allocations as of | Adjustments | Final | ||||||||||
March 31, 2014 | Allocations as of | |||||||||||
30-Jun-14 | ||||||||||||
Land | $ | 24,043 | $ | (11,412 | ) | $ | 12,631 | |||||
Buildings and improvements | 126,228 | 8,684 | 134,912 | |||||||||
Furniture, fixtures, and equipment | 2,729 | 2,728 | 5,457 | |||||||||
$ | 153,000 | $ | — | $ | 153,000 | |||||||
Pro forma information | The following table reflects the unaudited pro forma results of operations as if both acquisitions had occurred and the applicable indebtedness was incurred on January 1, 2012, and the removal of $1.7 million of non-recurring transaction costs directly attributable to the acquisitions for the year ended December 31, 2014 (in thousands): | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Total revenue | $ | 314,698 | $ | 294,301 | $ | 279,134 | ||||||
Net income | 4,554 | (11,594 | ) | (1,166 | ) | |||||||
Deferred_Costs_net_Tables
Deferred Costs, net (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||||||||
Deferred Costs, net | Deferred costs, net consisted of the following (in thousands): | |||||||
December 31, | ||||||||
2014 | 2013 | |||||||
Deferred loan costs | $ | 9,124 | $ | 6,653 | ||||
Accumulated amortization | (4,417 | ) | (2,589 | ) | ||||
Deferred costs, net | $ | 4,707 | $ | 4,064 | ||||
Intangible_Asset_net_and_Intan1
Intangible Asset, net and Intangible Liability, net (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||||||||||
Schedule of Intangible Asset, net and Intangible Liability, net | Intangible asset, net and intangible liability, net consisted of the following (in thousands): | |||||||||||||||
Intangible Asset, net | Intangible Liability, net | |||||||||||||||
December 31, | December 31, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Cost | $ | 3,233 | $ | 3,233 | $ | 4,179 | $ | 4,179 | ||||||||
Accumulated amortization | (691 | ) | (602 | ) | (440 | ) | (384 | ) | ||||||||
$ | 2,542 | $ | 2,631 | $ | 3,739 | $ | 3,795 | |||||||||
Indebtedness_Tables
Indebtedness (Tables) | 12 Months Ended | ||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||
Debt Disclosure [Abstract] | |||||||||||||||||||||||
Indebtedness | Indebtedness and the carrying values of related collateral were as follows (in thousands): | ||||||||||||||||||||||
31-Dec-14 | December 31, 2013 | ||||||||||||||||||||||
Indebtedness | Collateral | Maturity | Interest | Debt | Book Value of | Debt | Book Value of | ||||||||||||||||
Rate | Balance | Collateral | Balance | Collateral | |||||||||||||||||||
Mortgage loan(3) | 1 hotel | Sep-15 | LIBOR(1) +4.90% | $ | 69,000 | $ | 92,702 | $ | — | $ | — | ||||||||||||
Mortgage loan(4) | 1 hotel | Mar-16 | LIBOR(1) +2.30% | 80,000 | 148,206 | — | — | ||||||||||||||||
Secured revolving credit facility(5) | Various | Nov-16 | Base Rate (2) + 1.25% to 2.75% or LIBOR(1) +2.25% to 3.75% | — | — | — | — | ||||||||||||||||
Mortgage loan(7) | 1 hotel | Apr-17 | 5.91% | 33,860 | 98,613 | 34,310 | 96,728 | ||||||||||||||||
Mortgage loan | 2 hotels | Apr-17 | 5.95% | 124,111 | 139,584 | 125,748 | 142,100 | ||||||||||||||||
Mortgage loan | 3 hotels | Apr-17 | 5.95% | 252,556 | 264,817 | 255,886 | 270,816 | ||||||||||||||||
Mortgage loan (6) | 2 hotels | Feb-18 | LIBOR(1) +3.50% | — | — | 197,840 | 255,682 | ||||||||||||||||
Mortgage loan (6) | 2 hotels | Nov-19 | LIBOR(1) +2.65% | 197,605 | 246,381 | — | — | ||||||||||||||||
TIF loan(7) (8) | 1 hotel | Jun-18 | 12.85% | 8,098 | — | 8,098 | — | ||||||||||||||||
Total | $ | 765,230 | $ | 990,303 | $ | 621,882 | $ | 765,326 | |||||||||||||||
__________________ | |||||||||||||||||||||||
(1) | LIBOR rates were 0.171% and 0.168% at December 31, 2014 and 2013, respectively. | ||||||||||||||||||||||
(2) | Base Rate, as defined in the secured revolving credit facility agreement is the greater of (i) Bank of America prime rate, or (ii) federal funds rate + 0.5%. | ||||||||||||||||||||||
(3) | This mortgage loan has three one-year extension options beginning September 2015, subject to satisfaction of certain conditions. | ||||||||||||||||||||||
(4) | This mortgage loan has three one-year extension options beginning March 2016, subject to satisfaction of certain conditions. | ||||||||||||||||||||||
(5) | Our borrowing capacity under our secured revolving credit facility is $150.0 million We have an option, subject to lender approval, to further expand the facility to an aggregate size of $300.0 million. We may use up to $15.0 million for standby letters of credit. The credit facility has two one-year extension options subject to advance notice, satisfaction of certain conditions and a 0.25% extension fee. | ||||||||||||||||||||||
(6) | On November 7, 2014, we refinanced our $197.8 million mortgage loan, with an outstanding balance of $195.7 million due February 2018 with a $198.0 million mortgage loan from the same lender with a five-year initial term and two one-year extension options, subject to the satisfaction of certain conditions. | ||||||||||||||||||||||
(7) | These loans are collateralized by the same property. | ||||||||||||||||||||||
(8) | The interest expense from the TIF loan is offset against interest income recorded on the note receivable of the same amount. See Note 4. | ||||||||||||||||||||||
Schedule of Maturities of Long-term Debt | Maturities and scheduled amortization of indebtedness as of December 31, 2014 for each of the following five years and thereafter are as follows (in thousands): | ||||||||||||||||||||||
2015 | $ | 77,208 | |||||||||||||||||||||
2016 | 88,646 | ||||||||||||||||||||||
2017 | 401,504 | ||||||||||||||||||||||
2018 | 11,037 | ||||||||||||||||||||||
2019 | 186,835 | ||||||||||||||||||||||
Thereafter | — | ||||||||||||||||||||||
Total | $ | 765,230 | |||||||||||||||||||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||
Assets and Liabilities Measured at Fair Value on a Recurring Basis | The following tables present our assets and liabilities measured at fair value on a recurring basis aggregated by the level within which the measurements fall in the fair value hierarchy (in thousands): | ||||||||||||
Significant Other | Total | ||||||||||||
Observable Inputs (Level 2) | |||||||||||||
31-Dec-14 | |||||||||||||
Assets | |||||||||||||
Derivative assets: | |||||||||||||
Interest rate derivatives | $ | 35 | $ | 35 | (1) | ||||||||
Significant Other | Total | ||||||||||||
Observable Inputs (Level 2) | |||||||||||||
December 31, 2013 | |||||||||||||
Assets | |||||||||||||
Derivative assets: | |||||||||||||
Interest rate derivatives | $ | — | $ | — | (1) | ||||||||
__________________ | |||||||||||||
(1) | Reported as “Derivative assets” in the consolidated balance sheets. | ||||||||||||
Effect of Fair Value Measured Assets and Liabilities on Consolidated Statements of Operations | The following table summarizes the effect of fair value measured assets and liabilities on the consolidated and combined consolidated statements of operations (in thousands): | ||||||||||||
Loss Recognized in Income | |||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Assets | |||||||||||||
Derivative assets: | |||||||||||||
Interest rate derivatives | $ | (111 | ) | (1) | $ | (36 | ) | (1) | $ | — | (1) | ||
__________________ | |||||||||||||
(1) | Reported as “Unrealized loss on derivatives” in the consolidated and combined consolidated statements of operations. |
Summary_of_Fair_Value_of_Finan1
Summary of Fair Value of Financial Instruments (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Investments, All Other Investments [Abstract] | |||||||||||||||||
Carrying Amounts And Estimated Fair Values Of Financial Instruments Not Measured At Fair Value | The carrying amounts and estimated fair values of financial instruments were as follows (in thousands): | ||||||||||||||||
31-Dec-14 | December 31, 2013 | ||||||||||||||||
Carrying | Estimated | Carrying | Estimated | ||||||||||||||
Value | Fair Value | Value | Fair Value | ||||||||||||||
Financial assets measured at fair value: | |||||||||||||||||
Derivative assets | $ | 35 | $ | 35 | $ | — | $ | — | |||||||||
Financial assets not measured at fair value: | |||||||||||||||||
Cash and cash equivalents | $ | 171,439 | $ | 171,439 | $ | 143,776 | $ | 143,776 | |||||||||
Restricted cash | 29,646 | 29,646 | 5,951 | 5,951 | |||||||||||||
Accounts receivable, net | 12,382 | 12,382 | 7,029 | 7,029 | |||||||||||||
Note receivable | 8,098 | 10,295 to 11,378 | 8,098 | 10,954 to 12,108 | |||||||||||||
Due from related party, net | 541 | 541 | 12 | 12 | |||||||||||||
Due from third-party hotel managers | 5,504 | 5,504 | 18,480 | 18,480 | |||||||||||||
Financial liabilities not measured at fair value: | |||||||||||||||||
Indebtedness | $ | 765,230 | $747,659 to $826,359 | $ | 621,882 | $615,880 to $680,710 | |||||||||||
Accounts payable and accrued expenses | 29,273 | 29,273 | 17,279 | 17,279 | |||||||||||||
Dividends payable | 1,425 | 1,425 | 1,245 | 1,245 | |||||||||||||
Due to Ashford Trust OP, net | 896 | 896 | 13,042 | 13,042 | |||||||||||||
Due to Ashford Inc. | 2,546 | 2,546 | — | — | |||||||||||||
Due to third-party hotel managers | 954 | 954 | 649 | 649 | |||||||||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Commitments and Contingencies Disclosure [Abstract] | ||||
Schedule of future minimum rentals due under non-cancelable leases | Future minimum rentals due under non-cancelable leases are as follows for each of the years ending December 31, (in thousands): | |||
2015 | $ | 2,287 | ||
2016 | 2,223 | |||
2017 | 2,199 | |||
2018 | 2,181 | |||
2019 | 2,200 | |||
Thereafter | 67,391 | |||
Total | $ | 78,481 | ||
Redeemable_Noncontrolling_Inte1
Redeemable Noncontrolling Interests in Operating Partnership (Tables) | 12 Months Ended | |||||
Dec. 31, 2014 | ||||||
Redeemable Noncontrolling Interest, Equity, Carrying Amount [Abstract] | ||||||
Summary of the activity of the operating partnership units | A summary of the activity of the operating partnership units is as follows (in thousands): | |||||
Year Ended December 31, | ||||||
2014 | 2013 | |||||
Units outstanding at beginning of year | 8,776 | — | ||||
Units issued in connection with spin-off | — | 8,776 | ||||
Units issued | 355 | — | ||||
Units redeemed for cash of $3,074 in 2014 | (176 | ) | — | |||
Units outstanding at end of year | 8,955 | 8,776 | ||||
Units convertible/redeemable at end of year | 8,259 | — | ||||
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||||||
Summary of Restricted Stock Activity | A summary of our restricted stock activity is as follows (shares in thousands): | ||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||
Restricted Shares | Weighted Average | Restricted Shares | Weighted Average | Restricted Shares | Weighted Average | ||||||||||||||||
Price at Grant | Price at Grant | Price at Grant | |||||||||||||||||||
Outstanding at beginning of year | 84 | $ | 21.35 | — | $ | — | — | $ | — | ||||||||||||
Restricted shares granted | 64 | 15.45 | 16 | 21.35 | — | — | |||||||||||||||
Restricted shares issued in connection with spin-off | — | — | 84 | 21.35 | — | — | |||||||||||||||
Restricted shares vested | (53 | ) | 19.91 | (16 | ) | 21.35 | — | — | |||||||||||||
Restricted shares forfeited | (1 | ) | 21.35 | — | — | — | — | ||||||||||||||
Outstanding at end of year | 94 | $ | 18.11 | 84 | $ | 21.35 | — | $ | — | ||||||||||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||
Schedule of Effective Income Tax Rate Reconciliation | The following table reconciles the income tax expense at statutory rates to the actual income tax expense recorded (in thousands): | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Income tax expense at federal statutory income tax rate of 35% | $ | (2,299 | ) | $ | (1,838 | ) | $ | (3,729 | ) | |||
State income tax expense, net of federal income tax benefit | (279 | ) | (164 | ) | (366 | ) | ||||||
State and local income tax expense on pass-through entity subsidiaries | (56 | ) | (161 | ) | (139 | ) | ||||||
Gross receipts and margin taxes | (193 | ) | (177 | ) | (177 | ) | ||||||
Other | (2 | ) | (65 | ) | (36 | ) | ||||||
Valuation allowance | 1,732 | 62 | 63 | |||||||||
Total income tax expense | $ | (1,097 | ) | $ | (2,343 | ) | $ | (4,384 | ) | |||
Schedule of Components of Income Tax Expense (Benefit) | The components of income tax expense are as follows (in thousands): | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Current: | ||||||||||||
Federal | $ | (824 | ) | $ | (2,043 | ) | $ | (3,693 | ) | |||
State | (315 | ) | (504 | ) | (711 | ) | ||||||
Total current | (1,139 | ) | (2,547 | ) | (4,404 | ) | ||||||
Deferred: | ||||||||||||
Federal | 76 | 178 | 18 | |||||||||
State | (34 | ) | 26 | 2 | ||||||||
Total deferred | 42 | 204 | 20 | |||||||||
Total income tax expense | $ | (1,097 | ) | $ | (2,343 | ) | $ | (4,384 | ) | |||
Schedule of Deferred Tax Assets and Liabilities | At December 31, 2014 and 2013, our net deferred tax liability, included in “Accounts payable and accrued expenses” on the consolidated balance sheets, consisted of the following (in thousands): | |||||||||||
December 31, | ||||||||||||
2014 | 2013 | |||||||||||
Deferred tax assets: | ||||||||||||
Allowance for doubtful accounts | $ | 19 | $ | 15 | ||||||||
Unearned income | 134 | 69 | ||||||||||
Unfavorable management contract liability | 126 | 189 | ||||||||||
Federal and state net operating losses | 1,978 | 2,101 | ||||||||||
Amortization | 17 | — | ||||||||||
Accrued expenses | 743 | 585 | ||||||||||
Tax property basis greater (less) than book basis | 1,575 | 1,547 | ||||||||||
Other | — | 4 | ||||||||||
4,592 | 4,510 | |||||||||||
Valuation allowance | (3,939 | ) | (3,920 | ) | ||||||||
Net deferred tax asset | 653 | 590 | ||||||||||
Deferred tax liability: | ||||||||||||
Prepaid expenses | (1,156 | ) | (1,183 | ) | ||||||||
Net deferred tax liability | $ | (503 | ) | $ | (593 | ) | ||||||
Summary of Valuation Allowance | The following table summarizes the changes in the valuation allowance (in thousands): | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Balance at beginning of year | $ | 3,920 | $ | 2,202 | $ | 2,033 | ||||||
Additions charged to other deferred tax assets | 1,945 | 1,867 | 232 | |||||||||
Deductions | (1,926 | ) | (149 | ) | (63 | ) | ||||||
Balance at end of year | $ | 3,939 | $ | 3,920 | $ | 2,202 | ||||||
Income_Loss_Per_Share_Tables
Income (Loss) Per Share (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Earnings Per Share [Abstract] | ||||||||||||
Summary of amounts used in calculating basic and diluted earnings (loss) per share | The following table reconciles the amounts used in calculating basic and diluted income (loss) per share (in thousands, except per share amounts): | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Net income (loss) attributable to common stockholders—Basic and diluted: | ||||||||||||
Net income (loss) attributable to the Company | $ | 1,939 | $ | (11,782 | ) | $ | (4,545 | ) | ||||
Less: Dividends on common stock | (5,013 | ) | (802 | ) | — | |||||||
Less: Dividends on unvested restricted shares | (18 | ) | (4 | ) | — | |||||||
Undistributed net loss allocated to common stockholders | (3,092 | ) | (12,588 | ) | (4,545 | ) | ||||||
Add back: Dividends on common stock | 5,013 | 802 | — | |||||||||
Distributed and undistributed net income (loss)—basic | $ | 1,921 | $ | (11,786 | ) | $ | (4,545 | ) | ||||
Net income attributable to redeemable noncontrolling interests in operating partnership | 496 | — | — | |||||||||
Distributed and undistributed net income (loss)—diluted | $ | 2,417 | $ | (11,786 | ) | $ | (4,545 | ) | ||||
Weighted average common shares outstanding: | ||||||||||||
Weighted average common shares outstanding—basic | 24,473 | 16,045 | 16,045 | |||||||||
Effect of assumed conversion of operating partnership units | 8,852 | — | — | |||||||||
Weighted average common shares outstanding—diluted | 33,325 | 16,045 | 16,045 | |||||||||
Income (loss) per share—basic: | ||||||||||||
Net income (loss) allocated to common stockholders per share | $ | 0.08 | $ | (0.73 | ) | $ | (0.28 | ) | ||||
Income (loss) per share—diluted: | ||||||||||||
Net income (loss) allocated to common stockholders per share | $ | 0.07 | $ | (0.73 | ) | $ | (0.28 | ) | ||||
Summary of computation of diluted income per share | Due to their anti-dilutive effect, the computation of diluted income (loss) per share does not reflect the adjustments for the following items (in thousands): | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Net loss allocated to common stockholders is not adjusted for: | ||||||||||||
Income allocated to unvested restricted shares | $ | 18 | $ | 4 | $ | — | ||||||
Loss attributable to redeemable noncontrolling interests in operating partnership | — | (7,080 | ) | — | ||||||||
Total | $ | 18 | $ | (7,076 | ) | $ | — | |||||
Weighted average diluted shares are not adjusted for: | ||||||||||||
Effect of unvested restricted shares | 57 | 84 | 84 | |||||||||
Effect of assumed conversion of operating partnership units | — | 8,776 | 8,776 | |||||||||
Total | 57 | 8,860 | 8,860 | |||||||||
Related_Party_Transactions_Tab
Related Party Transactions (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Related Party Transactions [Abstract] | ||||||||||||
Schedule of fees related to the management agreements with the related party | At December 31, 2014, Remington managed one of our ten hotels and we incurred the following fees related to the management agreements with the related party (in thousands): | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Property management fees, including incentive property management fees | $ | 747 | $ | — | $ | — | ||||||
Market service and project management fees | 1,126 | 2,118 | 940 | |||||||||
Corporate general and administrative expenses | 50 | — | — | |||||||||
Total | $ | 1,923 | $ | 2,118 | $ | 940 | ||||||
Selected_Financial_Quarterly_D1
Selected Financial Quarterly Data (Unaudited) (Tables) | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||||||||
Summary of the quarterly results of operations | The following is a summary of the quarterly results of operations for the years ended December 31, 2014 and 2013 (in thousands, except per share data): | |||||||||||||||||||
First | Second | Third | Fourth | Full | ||||||||||||||||
Quarter | Quarter | Quarter | Quarter | Year | ||||||||||||||||
2014 | ||||||||||||||||||||
Total revenue | $ | 61,806 | $ | 83,967 | $ | 84,784 | $ | 76,751 | $ | 307,308 | ||||||||||
Total operating expenses | 57,031 | 69,153 | 70,086 | 67,288 | 263,558 | |||||||||||||||
Operating income | 4,775 | 14,814 | 14,698 | 9,463 | 43,750 | |||||||||||||||
Net income (loss) | (4,451 | ) | 4,525 | 4,389 | (925 | ) | 3,538 | |||||||||||||
Net income (loss) attributable to the Company | (2,878 | ) | 3,497 | 3,372 | (2,052 | ) | 1,939 | |||||||||||||
Diluted income (loss) attributable to common stockholders per share | $ | (0.13 | ) | $ | 0.14 | $ | 0.13 | $ | (0.08 | ) | $ | 0.07 | ||||||||
Weighted average diluted common shares | 22,308 | 34,396 | 34,429 | 24,954 | 33,325 | |||||||||||||||
2013 | ||||||||||||||||||||
Total revenue | $ | 54,086 | $ | 63,342 | $ | 60,960 | $ | 55,108 | $ | 233,496 | ||||||||||
Total operating expenses | 48,909 | 50,043 | 51,595 | 63,539 | 214,086 | |||||||||||||||
Operating income (loss) | 5,177 | 13,299 | 9,365 | (8,431 | ) | 19,410 | ||||||||||||||
Net income (loss) | (5,326 | ) | 4,329 | 29 | (16,960 | ) | (17,928 | ) | ||||||||||||
Net income (loss) attributable to the Company | (4,622 | ) | 3,829 | 400 | (11,389 | ) | (11,782 | ) | ||||||||||||
Diluted income (loss) attributable to common stockholders per share | $ | (0.29 | ) | $ | 0.15 | $ | 0.02 | $ | (0.71 | ) | $ | (0.73 | ) | |||||||
Weighted average diluted common shares | 16,045 | 24,905 | 24,905 | 16,045 | 16,045 | |||||||||||||||
Organization_and_Description_o1
Organization and Description of Business (Details) (USD $) | Dec. 31, 2014 | Nov. 19, 2013 | Jun. 17, 2013 | Dec. 31, 2013 | Nov. 12, 2014 |
In Millions, except Share data, unless otherwise specified | hotel | hotel | room | hotel | |
room | hotel | ||||
state | |||||
Organization and Description of Business [Line Items] | |||||
Number of hotel properties owned | 10 | 8 | 8 | ||
Number of rooms | 3,707 | 3,146 | |||
Number of rooms, net | 3,472 | 2,912 | |||
Number of shares of subsidiary received for every five shares of common stock of parent company | 1 | ||||
Number of shares transferred by Parent Company for every one share of common stock of subsidiary | 5 | ||||
Number of states in which entity operates | 6 | ||||
Wholly Owned Properties [Member] | |||||
Organization and Description of Business [Line Items] | |||||
Number of hotel properties owned | 8 | 6 | |||
Majority Owned Properties [Member] | |||||
Organization and Description of Business [Line Items] | |||||
Number of hotel properties owned | 2 | 2 | 2 | ||
Consolidated Properties [Member] | |||||
Organization and Description of Business [Line Items] | |||||
Number of hotel properties owned | 6 | ||||
Portfolio Spin-Off [Member] | |||||
Organization and Description of Business [Line Items] | |||||
Transaction costs | 13.6 | ||||
Ashford Hospitality Trust, Inc. [Member] | |||||
Organization and Description of Business [Line Items] | |||||
Special distribution, conversion ratio, shares | 87 | ||||
Special distribution, maximum percentage of shares available for conversion | 99.00% | ||||
Special distribution, conversion ratio, units | 55 | ||||
Ashford Hospitality Trust, Inc. [Member] | Ashford Hospitality Prime, Inc. [Member] | |||||
Organization and Description of Business [Line Items] | |||||
Ownership percentage | 80.00% |
Significant_Accounting_Policie2
Significant Accounting Policies (Details) (USD $) | 11 Months Ended | 12 Months Ended | 9 Months Ended | ||||
In Thousands, except Share data, unless otherwise specified | Nov. 19, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 17, 2013 | Dec. 31, 2007 |
member | hotel | hotel | |||||
hotel | |||||||
Significant Accounting Policies [Line Items] | |||||||
Number of hotel properties owned | 8 | 10 | 8 | ||||
Maturity period of cash and cash equivalents | 3 months | ||||||
Period for settlement due to and from affiliates maximum | 1 year | ||||||
Unfavorable management contract liabilities | $316 | $474 | $1,500 | ||||
Unfavorable management contract liabilities, amortization per year | 158 | ||||||
Noncontrolling interest percent | 25.00% | 25.00% | |||||
Advertising costs | $1,900 | $645 | $652 | ||||
Weighted average common shares outstanding – basic (in shares) | 16,000,000 | 24,473,000 | 16,045,000 | 16,045,000 | |||
Number of shares of subsidiary received for every five shares of common stock of parent company | 1 | ||||||
Number of shares transferred by Parent Company for every one share of common stock of subsidiary | 5 | ||||||
Number of members | 5 | ||||||
Antidilutive securities excluded (in shares) | 8,900,000 | 57,000 | 8,860,000 | 8,860,000 | |||
Restricted Stock [Member] | |||||||
Significant Accounting Policies [Line Items] | |||||||
Restricted shares vested | 16,000 | 53,000 | 16,000 | 0 | |||
Building and Building Improvements [Member] | Minimum [Member] | |||||||
Significant Accounting Policies [Line Items] | |||||||
Estimated useful life | 7 years 6 months | ||||||
Building and Building Improvements [Member] | Maximum [Member] | |||||||
Significant Accounting Policies [Line Items] | |||||||
Estimated useful life | 39 years | ||||||
Furniture, Fixtures, and Equipment [Member] | Minimum [Member] | |||||||
Significant Accounting Policies [Line Items] | |||||||
Estimated useful life | 3 years | ||||||
Furniture, Fixtures, and Equipment [Member] | Maximum [Member] | |||||||
Significant Accounting Policies [Line Items] | |||||||
Estimated useful life | 5 years | ||||||
Marriott International [Member] | |||||||
Significant Accounting Policies [Line Items] | |||||||
Number of hotel managed by third party | 6 | ||||||
Number of weeks of operations per quarter | 112 days | 84 days | |||||
Majority Owned Properties [Member] | |||||||
Significant Accounting Policies [Line Items] | |||||||
Number of hotel properties owned | 2 | 2 | 2 | ||||
Wholly Owned Properties [Member] | |||||||
Significant Accounting Policies [Line Items] | |||||||
Number of hotel properties owned | 6 | 8 | |||||
Unvested Restricted Shares [Member] | |||||||
Significant Accounting Policies [Line Items] | |||||||
Antidilutive securities excluded (in shares) | 84,000 | ||||||
Operating Partnership Units [Member] | |||||||
Significant Accounting Policies [Line Items] | |||||||
Antidilutive securities excluded (in shares) | 8,800,000 | 0 | 8,776,000 | 8,776,000 | |||
Operating Partnership Units [Member] | Ashford Hospitality Trust, Inc. [Member] | |||||||
Significant Accounting Policies [Line Items] | |||||||
Antidilutive securities excluded (in shares) | 5,000,000 | ||||||
Operating Partnership Units [Member] | Ashford Trust Operating Partnership Unit Holders [Member] | |||||||
Significant Accounting Policies [Line Items] | |||||||
Antidilutive securities excluded (in shares) | 3,800,000 | ||||||
Restricted Stock [Member] | |||||||
Significant Accounting Policies [Line Items] | |||||||
Antidilutive securities excluded (in shares) | 84,000 | 57,000 | 84,000 | 84,000 | |||
Restricted Cash [Member] | Minimum [Member] | |||||||
Significant Accounting Policies [Line Items] | |||||||
Escrow reserve for capital improvements as percentage of gross revenues, minimum | 4.00% | ||||||
Restricted Cash [Member] | Maximum [Member] | |||||||
Significant Accounting Policies [Line Items] | |||||||
Escrow reserve for capital improvements as percentage of gross revenues, minimum | 5.00% |
Investment_in_Hotel_Properties2
Investment in Hotel Properties, net (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Property, Plant and Equipment [Abstract] | |||
Land | $202,356,000 | $129,994,000 | |
Buildings and improvements | 918,809,000 | 746,083,000 | |
Furniture, fixtures, and equipment | 56,623,000 | 44,847,000 | |
Construction in progress | 1,557,000 | 4,583,000 | |
Total cost | 1,179,345,000 | 925,507,000 | |
Accumulated depreciation | -189,042,000 | -160,181,000 | |
Investments in hotel properties, net | 990,303,000 | 765,326,000 | |
Cost of land and depreciable property, net of accumulated depreciation, for federal income tax purposes | 954,200,000 | 716,800,000 | |
Depreciation | $40,500,000 | $30,700,000 | $29,400,000 |
Investment_in_Hotel_Properties3
Investment in Hotel Properties, net - Acquisitions (Details) (USD $) | 3 Months Ended | 12 Months Ended | 0 Months Ended | ||||||||||
Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Feb. 24, 2014 | Mar. 01, 2014 | |
Preliminary estimated fair value of acquisition | |||||||||||||
Revenues | $76,751,000 | $84,784,000 | $83,967,000 | $61,806,000 | $55,108,000 | $60,960,000 | $63,342,000 | $54,086,000 | $307,308,000 | $233,496,000 | $221,188,000 | ||
Net income (loss) attributable to the Company | -2,052,000 | 3,372,000 | 3,497,000 | -2,878,000 | -11,389,000 | 400,000 | 3,829,000 | -4,622,000 | 1,939,000 | -11,782,000 | -4,545,000 | ||
Sofitel Chicago [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Voting interests acquired | 100.00% | ||||||||||||
Consideration transferred | 153,000,000 | ||||||||||||
Depreciation expense adjustments | 144,000 | ||||||||||||
Preliminary estimated fair value of acquisition | |||||||||||||
Land | 12,631,000 | 24,043,000 | |||||||||||
Land adjustments | -11,412,000 | ||||||||||||
Buildings and improvements | 134,912,000 | 126,228,000 | |||||||||||
Buildings and improvements, adjustments | 8,684,000 | ||||||||||||
Furniture, fixtures, and equipment | 5,457,000 | 2,729,000 | |||||||||||
Furniture, fixtures, and equipment, adjustments | 2,728,000 | ||||||||||||
Property, plant, and equipment | 153,000,000 | 153,000,000 | |||||||||||
Property, plant, and equipment, adjustment | 0 | ||||||||||||
Revenues | 36,600,000 | ||||||||||||
Net income (loss) attributable to the Company | 3,900,000 | ||||||||||||
Sofitel Chicago [Member] | Fair Value, Inputs, Level 3 [Member] | |||||||||||||
Pro forma information | |||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | 349,000 | ||||||||||||
Sofitel Chicago [Member] | Mortgages [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Face amount of debt | 80,000,000 | ||||||||||||
Preliminary estimated fair value of acquisition | |||||||||||||
Number of extension options | 3 | ||||||||||||
Term of extension options | 1 year | ||||||||||||
Sofitel Chicago [Member] | Mortgages [Member] | LIBOR [Member] | |||||||||||||
Preliminary estimated fair value of acquisition | |||||||||||||
Basis spread on variable rate | 2.30% | ||||||||||||
Pier House Resort [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Voting interests acquired | 100.00% | ||||||||||||
Consideration transferred | 92,700,000 | ||||||||||||
Depreciation expense adjustments | -6,000 | ||||||||||||
Preliminary estimated fair value of acquisition | |||||||||||||
Land | 59,731,000 | 56,900,000 | |||||||||||
Land adjustments | 2,831,000 | ||||||||||||
Buildings and improvements | 27,639,000 | 30,470,000 | |||||||||||
Buildings and improvements, adjustments | -2,831,000 | ||||||||||||
Furniture, fixtures, and equipment | 5,372,000 | 5,372,000 | |||||||||||
Furniture, fixtures, and equipment, adjustments | 0 | ||||||||||||
Property, plant, and equipment | 92,742,000 | 92,742,000 | |||||||||||
Property, plant, and equipment, adjustment | 0 | ||||||||||||
Indebtedness | -69,000,000 | -69,000,000 | |||||||||||
Indebtedness adjustments | 0 | ||||||||||||
Revenues | 17,700,000 | ||||||||||||
Net income (loss) attributable to the Company | 1,700,000 | ||||||||||||
Pier House Resort [Member] | Fair Value, Inputs, Level 3 [Member] | |||||||||||||
Pro forma information | |||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | -1,800,000 | ||||||||||||
Pier House Resort [Member] | Mortgages [Member] | |||||||||||||
Preliminary estimated fair value of acquisition | |||||||||||||
Indebtedness | -69,000,000 | ||||||||||||
Pier House Resort [Member] | Mortgages [Member] | LIBOR [Member] | |||||||||||||
Preliminary estimated fair value of acquisition | |||||||||||||
Basis spread on variable rate | 4.90% | ||||||||||||
Sofitel Chicago and Pier House Resort [Member] | |||||||||||||
Preliminary estimated fair value of acquisition | |||||||||||||
Transaction costs | 1,700,000 | 1,700,000 | |||||||||||
Pro forma information | |||||||||||||
Total revenue | 314,698,000 | 294,301,000 | 279,134,000 | ||||||||||
Net income | $4,554,000 | ($11,594,000) | ($1,166,000) |
Note_Receivable_Details
Note Receivable (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Note receivable | $8,098 | $8,098 |
Philadelphia Note [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Note receivable | $8,100 | $8,100 |
Interest rate | 12.85% | 12.85% |
Deferred_Costs_net_Details
Deferred Costs, net (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |||
Deferred loan costs | $9,124 | $6,653 | |
Accumulated amortization | -4,417 | -2,589 | |
Deferred costs, net | 4,707 | 4,064 | |
Amortization of loan costs | $1,828 | $745 | $1,253 |
Intangible_Asset_net_and_Intan2
Intangible Asset, net and Intangible Liability, net (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Intangible Asset, net, Cost | $3,233 | $3,233 |
Intangible Asset, net, Accumulated amortization | -691 | -602 |
Intangible Asset, net | 2,542 | 2,631 |
Intangible Liability, net, Cost | 4,179 | 4,179 |
Intangible Liability, net, Accumulated amortization | -440 | -384 |
Intangible Liability, net | $3,739 | $3,795 |
Intangible_Asset_net_and_Intan3
Intangible Asset, net and Intangible Liability, net - Narrative (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Amortization of intangible assets | $89 | $90 | $89 |
Amortization expense assets, next twelve months | 89 | ||
Amortization expense assets, year two | 89 | ||
Amortization expense assets, year three | 89 | ||
Amortization expense assets, year four | 89 | ||
Amortization expense assets, year five | 89 | ||
Amortization of intangible liabilities | 56 | 57 | 57 |
Amortization expense liabilities, next twelve months | 57 | ||
Amortization expense liabilities, year two | 57 | ||
Amortization expense liabilities, year three | 57 | ||
Amortization expense liabilities, year four | 57 | ||
Amortization expense liabilities, year five | $57 |
Indebtedness_Details
Indebtedness (Details) (USD $) | 0 Months Ended | 12 Months Ended | 0 Months Ended | ||||||
Feb. 26, 2013 | Feb. 24, 2014 | Mar. 01, 2014 | Dec. 31, 2014 | Nov. 07, 2014 | Nov. 19, 2013 | Dec. 31, 2013 | Jun. 30, 2014 | Mar. 31, 2014 | |
extension | extension | ||||||||
Debt Instrument [Line Items] | |||||||||
Indebtedness | 765,230,000 | $621,882,000 | |||||||
Book value of collateral | 990,303,000 | 765,326,000 | |||||||
Noncontrolling interest percent | 25.00% | 25.00% | |||||||
Pier House Resort [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Indebtedness | 69,000,000 | 69,000,000 | |||||||
Mortgage Loan 6 [Member] | Capital Hilton and Hilton La Jolla Torrey Pines [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Ownership percentage by parent | 75.00% | ||||||||
Mortgage Loan 6 [Member] | Hilton [Member] | Capital Hilton and Hilton La Jolla Torrey Pines [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Noncontrolling interest percent | 25.00% | ||||||||
Mortgage Loan 7 [Member] | Capital Hilton and Hilton La Jolla Torrey Pines [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Ownership percentage by parent | 75.00% | ||||||||
Mortgage Loan 7 [Member] | Hilton [Member] | Capital Hilton and Hilton La Jolla Torrey Pines [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Noncontrolling interest percent | 25.00% | ||||||||
Refinanced Mortgage Loan [Member] | Ashford Hospitality Trust, Inc. [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Proceeds from mortgage re-finance | 40,500,000 | ||||||||
Mortgages [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
LIBOR rate | 0.17% | 0.17% | |||||||
Mortgages [Member] | Sofitel Chicago [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Number of extension options | 3 | ||||||||
Term of extension options | 1 year | ||||||||
Face amount of debt | 80,000,000 | ||||||||
Mortgages [Member] | Pier House Resort [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Indebtedness | 69,000,000 | ||||||||
Mortgages [Member] | LIBOR [Member] | Sofitel Chicago [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 2.30% | ||||||||
Mortgages [Member] | LIBOR [Member] | Pier House Resort [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 4.90% | ||||||||
Mortgages [Member] | Base Rate [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 0.50% | ||||||||
Mortgages [Member] | Mortgage loan 1 [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Collateral (in hotels) | 1 | ||||||||
Indebtedness | 69,000,000 | 0 | |||||||
Book value of collateral | 92,702,000 | 0 | |||||||
Number of extension options | 3 | ||||||||
Term of extension options | 1 year | ||||||||
Mortgages [Member] | Mortgage loan 1 [Member] | LIBOR [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 4.90% | ||||||||
Mortgages [Member] | Mortgage loan 2 [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Collateral (in hotels) | 1 | ||||||||
Indebtedness | 80,000,000 | 0 | |||||||
Book value of collateral | 148,206,000 | 0 | |||||||
Number of extension options | 3 | ||||||||
Term of extension options | 1 year | ||||||||
Mortgages [Member] | Mortgage loan 2 [Member] | LIBOR [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 2.30% | ||||||||
Mortgages [Member] | Mortgage loan 3 [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Collateral (in hotels) | 1 | ||||||||
Interest rate | 5.91% | ||||||||
Indebtedness | 33,860,000 | 34,310,000 | |||||||
Book value of collateral | 98,613,000 | 96,728,000 | |||||||
Mortgages [Member] | Mortgage loan 4 [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Collateral (in hotels) | 2 | ||||||||
Interest rate | 5.95% | ||||||||
Indebtedness | 124,111,000 | 125,748,000 | |||||||
Book value of collateral | 139,584,000 | 142,100,000 | |||||||
Mortgages [Member] | Mortgage loan 5 [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Collateral (in hotels) | 3 | ||||||||
Interest rate | 5.95% | ||||||||
Indebtedness | 252,556,000 | 255,886,000 | |||||||
Book value of collateral | 264,817,000 | 270,816,000 | |||||||
Mortgages [Member] | Mortgage Loan 6 [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Collateral (in hotels) | 2 | ||||||||
Indebtedness | 0 | 195,700,000 | 197,840,000 | ||||||
Book value of collateral | 0 | 255,682,000 | |||||||
Face amount of debt | 199,900,000 | ||||||||
Floor interest rate | 0.00% | ||||||||
Mortgages [Member] | Mortgage Loan 6 [Member] | Interest Rate Cap [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 3.00% | ||||||||
Mortgages [Member] | Mortgage Loan 6 [Member] | LIBOR [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 3.50% | 3.50% | |||||||
Mortgages [Member] | Mortgage Loan 7 [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Collateral (in hotels) | 2 | ||||||||
Indebtedness | 197,600,000 | 0 | |||||||
Book value of collateral | 246,381,000 | 0 | |||||||
Number of extension options | 2 | ||||||||
Term of extension options | 1 year | ||||||||
Face amount of debt | 198,000,000 | ||||||||
Term of debt instrument | 5 years | ||||||||
Mortgages [Member] | Mortgage Loan 7 [Member] | LIBOR [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 2.65% | 2.65% | |||||||
Mortgages [Member] | TIF Loan [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Collateral (in hotels) | 1 | ||||||||
Interest rate | 12.85% | ||||||||
Indebtedness | 8,098,000 | 8,098,000 | |||||||
Book value of collateral | 0 | 0 | |||||||
Mortgages [Member] | Refinanced Mortgage Loan [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Indebtedness | 195,700,000 | ||||||||
Face amount of debt | 197,800,000 | ||||||||
Mortgages [Member] | Refinanced Mortgage Loan [Member] | Ashford Hospitality Trust, Inc. [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Indebtedness | 141,000,000 | ||||||||
Face amount of debt | 141,700,000 | ||||||||
Line of Credit [Member] | Senior Credit Facility [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Indebtedness | 0 | 0 | |||||||
Book value of collateral | 0 | 0 | |||||||
Borrowing capacity | 150,000,000 | 150,000,000 | |||||||
Possible expansion | 300,000,000 | 300,000,000 | |||||||
Number of extension options | 2 | 2 | |||||||
Term of extension options | 1 year | 1 year | |||||||
Extension fee | 0.25% | ||||||||
Expiration period | 3 years | ||||||||
Facility outstanding | 0 | ||||||||
Line of Credit [Member] | Senior Credit Facility [Member] | LIBOR [Member] | Minimum [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 2.25% | ||||||||
Line of Credit [Member] | Senior Credit Facility [Member] | LIBOR [Member] | Maximum [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 3.75% | ||||||||
Line of Credit [Member] | Senior Credit Facility [Member] | Base Rate [Member] | Minimum [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 1.25% | ||||||||
Line of Credit [Member] | Senior Credit Facility [Member] | Base Rate [Member] | Maximum [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 2.75% | ||||||||
Line of Credit [Member] | Letter of Credit [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Borrowing capacity | 15,000,000 |
Indebtedness_Details_1
Indebtedness (Details 1) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Debt Disclosure [Abstract] | ||
2015 | $77,208 | |
2016 | 88,646 | |
2017 | 401,504 | |
2018 | 11,037 | |
2019 | 186,835 | |
Thereafter | 0 | |
Total | $765,230 | $621,882 |
Derivative_Instruments_and_Hed1
Derivative Instruments and Hedging (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Derivative [Line Items] | ||
Indebtedness | $765,230,000 | $621,882,000 |
Cost basis of interest rate derivatives for federal income tax purposes | 138,000 | 21,000 |
Mortgages [Member] | Mortgage Loan 7 [Member] | ||
Derivative [Line Items] | ||
Indebtedness | 197,600,000 | 0 |
Interest Rate Cap [Member] | Mortgages [Member] | ||
Derivative [Line Items] | ||
Indebtedness | 69,000,000 | |
Interest Rate Cap [Member] | Not Designated as Hedging Instrument [Member] | ||
Derivative [Line Items] | ||
Notional amount | 69,000,000 | |
Strike rate | 1.80% | |
Cost of derivative | 19,000 | |
Interest Rate Cap One [Member] | Not Designated as Hedging Instrument [Member] | Ashford Hospitality Trust, Inc. [Member] | ||
Derivative [Line Items] | ||
Notional amount | 199,900,000 | |
Strike rate | 3.00% | |
Cost of derivative | 36,000 | |
Interest Rate Cap Two [Member] | Not Designated as Hedging Instrument [Member] | ||
Derivative [Line Items] | ||
Notional amount | 148,500,000 | |
Strike rate | 4.00% | |
Cost of derivative | 33,000 | |
Interest Rate Cap Three [Member] | Mortgages [Member] | ||
Derivative [Line Items] | ||
Indebtedness | 80,000,000 | |
Interest Rate Cap Three [Member] | Not Designated as Hedging Instrument [Member] | ||
Derivative [Line Items] | ||
Notional amount | 80,000,000 | |
Strike rate | 1.50% | |
Cost of derivative | $93,000 |
Fair_Value_Measurements_Detail
Fair Value Measurements (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Significance of current credit spreads to level 3 input considerations | 10.00% | ||
Derivative Assets: | |||
Derivative assets | $35 | $0 | |
Fair Value Measurements Recurring [Member] | Interest Rate Derivatives [Member] | Derivative Assets [Member] | |||
Derivative Assets: | |||
Derivative assets | 35 | 0 | |
Fair Value Measurements Recurring [Member] | Interest Rate Derivatives [Member] | Fair Value, Inputs, Level 2 [Member] | |||
Derivative Assets: | |||
Derivative assets | 35 | 0 | |
Derivative Assets [Member] | Fair Value Measurements Recurring [Member] | Interest Rate Derivatives [Member] | Unrealized Loss on Derivatives [Member] | |||
Derivative Assets: | |||
Loss Recognized in Income | ($111) | ($36) | $0 |
Summary_of_Fair_Value_of_Finan2
Summary of Fair Value of Financial Instruments (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | ||||
Financial assets and liabilities measured at fair value: | ||||
Derivative assets, Carrying value | $35 | $0 | ||
Derivative assets, Estimated fair value | 35 | 0 | ||
Financial assets not measured at fair value: | ||||
Cash and cash equivalents, Carrying value | 171,439 | 143,776 | 20,313 | 16,451 |
Cash and cash equivalents, Estimated fair value | 171,439 | 143,776 | ||
Restricted cash, Carrying value | 29,646 | 5,951 | ||
Restricted cash, Estimated fair value | 29,646 | 5,951 | ||
Accounts receivable, net, Carrying value | 12,382 | 7,029 | ||
Accounts receivable, net, Estimated fair value | 12,382 | 7,029 | ||
Note receivable, Carrying value | 8,098 | 8,098 | ||
Due from related party, net, Carrying value | 541 | 12 | ||
Due from related party, net, Estimated Fair Value | 541 | 12 | ||
Due from third-party hotel managers, Carrying value | 5,504 | 18,480 | ||
Due from third-party hotel managers, Estimated fair value | 5,504 | 18,480 | ||
Financial liabilities not measured at fair value: | ||||
Indebtedness, Carrying value | 765,230 | 621,882 | ||
Accounts payable and accrued expenses, Carrying value | 29,273 | 17,279 | ||
Accounts payable and accrued expenses, Estimated fair value | 29,273 | 17,279 | ||
Dividends payable, Carrying value | 1,425 | 1,245 | ||
Dividends payable, Estimated fair value | 1,425 | 1,245 | ||
Due to Ashford Trust OP, net, Carrying value | 896 | 13,042 | ||
Due to Ashford Trust, OP, net, Estimated fair value | 896 | 13,042 | ||
Due to Ashford Inc., Carrying value | 2,546 | 0 | ||
Due to Ashford Inc., Estimated fair value | 2,546 | 0 | ||
Due to third-party hotel managers, Carrying value | 954 | 649 | ||
Due to third-party hotel managers, Estimated fair value | 954 | 649 | ||
Ashford Hospitality Prime, Inc. [Member] | Maximum [Member] | ||||
Financial assets not measured at fair value: | ||||
Note receivable, Estimated fair value | 11,378 | 12,108 | ||
Financial liabilities not measured at fair value: | ||||
Indebtedness, Estimated fair value | 826,359 | 680,710 | ||
Ashford Hospitality Prime, Inc. [Member] | Minimum [Member] | ||||
Financial assets not measured at fair value: | ||||
Note receivable, Estimated fair value | 10,295 | 10,954 | ||
Financial liabilities not measured at fair value: | ||||
Indebtedness, Estimated fair value | $747,659 | $615,880 |
Summary_of_Fair_Value_of_Finan3
Summary of Fair Value of Financial Instruments - Narrative (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Maximum maturity term of financial assets (less than) | 90 days | |
Note receivable, Carrying value | $8,098 | $8,098 |
Indebtedness, Carrying value | $765,230 | $621,882 |
Minimum [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Notes receivable fair value variance from carrying value (as a percent) | 27.10% | 35.30% |
Total indebtedness fair value variance from carrying value (as a percent) | 97.70% | 99.00% |
Maximum [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Notes receivable fair value variance from carrying value (as a percent) | 40.50% | 49.50% |
Total indebtedness fair value variance from carrying value (as a percent) | 108.00% | 109.50% |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details) (Leases [Member], USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Leases [Member] | |
Other Commitments [Line Items] | |
2015 | $2,287 |
2016 | 2,223 |
2017 | 2,199 |
2018 | 2,181 |
2019 | 2,200 |
Thereafter | 67,391 |
Total | $78,481 |
Commitments_and_Contingencies_2
Commitments and Contingencies - Narrative (Details) (USD $) | 1 Months Ended | 12 Months Ended | ||||||
Aug. 31, 2014 | Jun. 30, 2012 | Sep. 30, 2010 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Nov. 19, 2013 | Jun. 17, 2013 | |
hotel | hotel | |||||||
Commitments and Contingencies [Line Items] | ||||||||
Number of hotel properties owned | 10 | 8 | 8 | |||||
Taxes [Member] | ||||||||
Commitments and Contingencies [Line Items] | ||||||||
Number of properties with indirect interest contributed | 2 | |||||||
Ownership percentage by parent | 75.00% | |||||||
Federal excise tax rate | 100.00% | |||||||
Amount of Proposed REIT Adjustment | $3,300,000 | |||||||
Amount of Proposed TRS Adjustment | 1,600,000 | |||||||
Possible additional U.S. federal income taxes under IRS proposed adjustment | 467,000 | |||||||
Possible additional state income taxes under IRS proposed adjustment | 83,000 | |||||||
Increase in taxable income | 660,000 | |||||||
Management Fees [Member] | ||||||||
Commitments and Contingencies [Line Items] | ||||||||
Monthly property management fee, Minimum | 10,000 | |||||||
Property management fee as percentage of gross revenue, Minimum | 3.00% | |||||||
Property management fee as percentage of gross revenue, Maximum | 7.00% | |||||||
Portion of project management fees to project costs | 4.00% | |||||||
Leases [Member] | ||||||||
Commitments and Contingencies [Line Items] | ||||||||
Number of ground leases under operating leases | 2 | |||||||
Lease rent expense | 3,500,000 | 3,000,000 | 2,900,000 | |||||
Lease rent expense, contingent rent | 1,100,000 | 729,000 | 660,000 | |||||
Capital Commitments [Member] | ||||||||
Commitments and Contingencies [Line Items] | ||||||||
Capital commitment related to general capital improvement | $5,100,000 | |||||||
Period of capital commitment related to general capital improvement | 12 months | |||||||
Wholly Owned Properties [Member] | ||||||||
Commitments and Contingencies [Line Items] | ||||||||
Number of hotel properties owned | 8 | 6 | ||||||
Minimum [Member] | Restricted Cash [Member] | ||||||||
Commitments and Contingencies [Line Items] | ||||||||
Escrow reserve for capital improvements as percentage of gross revenues, minimum | 4.00% | |||||||
Maximum [Member] | Restricted Cash [Member] | ||||||||
Commitments and Contingencies [Line Items] | ||||||||
Escrow reserve for capital improvements as percentage of gross revenues, minimum | 5.00% |
Redeemable_Noncontrolling_Inte2
Redeemable Noncontrolling Interests in Operating Partnership (Details) (USD $) | 3 Months Ended | 12 Months Ended | 13 Months Ended | ||||
Sep. 30, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Nov. 19, 2013 | Dec. 31, 2011 | |
Noncontrolling Interest [Line Items] | |||||||
Noncontrolling interest percent | 25.00% | 25.00% | 25.00% | ||||
Number of shares of subsidiary received for every five shares of common stock of parent company | 1 | ||||||
Number of shares transferred by Parent Company for every one share of common stock of subsidiary | 5 | ||||||
Redeemable noncontrolling interests in operating partnership | $149,555,000 | $159,726,000 | $149,555,000 | ||||
Net (income) loss attributable to redeemable noncontrolling interests in operating partnership | -496,000 | 7,080,000 | 0 | ||||
Redemption value adjustments | 7,750,000 | -55,961,000 | |||||
Cash distributions declared | 439,000 | 1,800,000 | |||||
Units redeemed value | 0 | ||||||
Long Term Incentive Plan Units [Member] | |||||||
Noncontrolling Interest [Line Items] | |||||||
Vesting period | 3 years | ||||||
Units vested (in shares) | 37,000 | ||||||
Units forfeited (in shares) | 0 | ||||||
Allocated compensation expense | 1,900,000 | 0 | |||||
Unamortized cost | 5,400,000 | 5,400,000 | |||||
Unamortized cost, period of recognition | 2 years 3 months 7 days | ||||||
Value of operating partnership units redeemed | 3,074,000 | 3,074,000 | |||||
Average redemption price (in dollars per share) | $17.43 | $17.43 | |||||
Summary of the activity of the operating partnership units | |||||||
Units outstanding at beginning of year | 8,776,000 | 0 | |||||
Units issued in connection with spin-off | 0 | 8,776,000 | |||||
Units issued (in shares) | 355,000 | 0 | |||||
Operating partnership units redeemed | -176,000 | 0 | |||||
Units outstanding at end of year | 8,955,000 | 8,776,000 | 8,955,000 | ||||
Units convertible/redeemable at end of year | 8,259,000 | 0 | 8,259,000 | ||||
Long Term Incentive Plan Units [Member] | Employees [Member] | Advisory Services Fee [Member] | |||||||
Noncontrolling Interest [Line Items] | |||||||
Allocated compensation expense | 1,900,000 | ||||||
Long Term Incentive Plan Units [Member] | Independent Directors [Member] | Corporate General and Administrative Expense [Member] | |||||||
Noncontrolling Interest [Line Items] | |||||||
Allocated compensation expense | 49,000 | ||||||
Ashford Prime OP [Member] | |||||||
Noncontrolling Interest [Line Items] | |||||||
Noncontrolling interest percent | 35.26% | 35.26% | 20.00% | ||||
Additional interest in operating partnership, percent | 15.26% | 15.26% | |||||
Amount reclassified from APIC to redeemable noncontrolling interest | 117,500,000 | 117,500,000 | |||||
Ownership percentage by parent | 25.88% | 35.26% | 25.88% | ||||
Redemption value adjustments | 56,000,000 | 47,300,000 | |||||
Redeemable Noncontrolling Interest in Operating Partnership | |||||||
Noncontrolling Interest [Line Items] | |||||||
Redeemable noncontrolling interests in operating partnership | 149,555,000 | 159,726,000 | 0 | 149,555,000 | 0 | ||
Net (income) loss attributable to redeemable noncontrolling interests in operating partnership | -496,000 | 7,080,000 | |||||
Units redeemed value | $3,074,000 |
Equity_Details
Equity (Details) (USD $) | 12 Months Ended | 0 Months Ended | ||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Feb. 04, 2014 | Jan. 21, 2014 | Oct. 27, 2014 | |
hotel | ||||||
Class of Stock [Line Items] | ||||||
Dividends declared - common stock | $5,031,000 | $806,000 | ||||
Stock repurchased | 16,108,000 | |||||
Noncontrolling interest percent | 25.00% | 25.00% | ||||
Number of hotel properties with JV interests | 2 | |||||
Noncontrolling interest in consolidated entity | -4,461,000 | -2,626,000 | ||||
Income from consolidated entities attributable to noncontrolling interests | -1,103,000 | -934,000 | -752,000 | |||
Accumulated Deficit | ||||||
Class of Stock [Line Items] | ||||||
Dividends declared - common stock | 5,031,000 | 806,000 | 0 | |||
IPO [Member] | ||||||
Class of Stock [Line Items] | ||||||
Issuance of common stock (in shares) | 1,200,000 | 8,000,000 | ||||
Share price (in dollars per share) | $16.50 | |||||
Proceeds from IPO | 132,000,000 | |||||
Additional public offering underwriter term | 30 days | |||||
Net proceeds from issuance of stock | 143,900,000 | |||||
Stock Repurchase Program [Member] | ||||||
Class of Stock [Line Items] | ||||||
Authorized amount | 100,000,000 | |||||
Stock repurchased (in shares) | 927,915 | |||||
Stock repurchased | $16,100,000 |
StockBased_Compensation_Detail
Stock-Based Compensation (Details) (USD $) | 11 Months Ended | 12 Months Ended | ||
Nov. 19, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Restricted Stock [Member] | ||||
Restricted Shares (in shares) | ||||
Outstanding at beginning of year | 0 | 84,000 | 0 | 0 |
Restricted shares granted | 64,000 | 16,000 | 0 | |
Restricted shares issued in connection with spin-off | 0 | 84,000 | 0 | |
Restricted shares vested | -16,000 | -53,000 | -16,000 | 0 |
Restricted shares forfeited | -1,000 | 0 | 0 | |
Outstanding at end of year | 94,000 | 84,000 | 0 | |
Weighted Average Price at Grant (in dollars per share) | ||||
Outstanding at beginning of year | $0 | $21.35 | $0 | $0 |
Restricted shares granted | $15.45 | $21.35 | $0 | |
Restricted shares issued in connection with spin-off | $0 | $21.35 | $0 | |
Restricted shares vested | $19.91 | $21.35 | $0 | |
Restricted shares forfeited | $21.35 | $0 | $0 | |
Outstanding at end of year | $18.11 | $21.35 | $0 | |
Allocated compensation expense | $0 | |||
Restricted stock fair value | 841,000 | 353,000 | ||
Intrinsic value of outstanding restricted shares | 1,600,000 | 1,500,000 | ||
Unamortized cost | 668,000 | |||
Unamortized cost, period of recognition | 2 years 3 months 7 days | |||
Restricted Stock [Member] | Independent Directors [Member] | ||||
Weighted Average Price at Grant (in dollars per share) | ||||
Allocated compensation expense | 342,000 | |||
Restricted Stock [Member] | Advisory Services Fee [Member] | Employees [Member] | ||||
Weighted Average Price at Grant (in dollars per share) | ||||
Allocated compensation expense | 216,000 | |||
Restricted Stock [Member] | Corporate General and Administrative Expense [Member] | Independent Directors [Member] | ||||
Weighted Average Price at Grant (in dollars per share) | ||||
Allocated compensation expense | $197,000 | |||
Equity Incentive Plan 2013 [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Authorized to grant | 850,000 | |||
Shares available for future issuance | 415,000 | |||
Advisor Equity Incentive Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Authorized to grant | 1,600,000 | |||
Shares available for future issuance | 1,600,000 |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Tax Disclosure [Abstract] | |||
Income tax expense at federal statutory income tax rate of 35% | ($2,299) | ($1,838) | ($3,729) |
Federal statutory income tax rate | 35.00% | 35.00% | 35.00% |
State income tax expense, net of federal income tax benefit | -279 | -164 | -366 |
State and local income tax expense on pass-through entity subsidiaries | -56 | -161 | -139 |
Gross receipts and margin taxes | -193 | -177 | -177 |
Other | -2 | -65 | -36 |
Valuation allowance | 1,732 | 62 | 63 |
Total income tax expense | ($1,097) | ($2,343) | ($4,384) |
Income_Taxes_Details_1
Income Taxes (Details 1) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Current: | |||
Federal | ($824) | ($2,043) | ($3,693) |
State | -315 | -504 | -711 |
Total current | -1,139 | -2,547 | -4,404 |
Deferred: | |||
Federal | 76 | 178 | 18 |
State | -34 | 26 | 2 |
Total deferred | 42 | 204 | 20 |
Total income tax expense | ($1,097) | ($2,343) | ($4,384) |
Income_Taxes_Details_2
Income Taxes (Details 2) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | ||||
Deferred tax assets: | ||||
Allowance for doubtful accounts | $19 | $15 | ||
Unearned income | 134 | 69 | ||
Unfavorable management contract liability | 126 | 189 | ||
Federal and state net operating losses | 1,978 | 2,101 | ||
Amortization | 17 | 0 | ||
Accrued expenses | 743 | 585 | ||
Tax property basis greater (less) than book basis | 1,575 | 1,547 | ||
Other | 0 | 4 | ||
Deferred tax assets | 4,592 | 4,510 | ||
Valuation allowance | -3,939 | -3,920 | -2,202 | -2,033 |
Net deferred tax asset | 653 | 590 | ||
Deferred tax liability: | ||||
Prepaid expenses | -1,156 | -1,183 | ||
Net deferred tax liability | ($503) | ($593) |
Income_Taxes_Details_3
Income Taxes (Details 3) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Summarizes the changes in the valuation allowance | |||
Balance at beginning of year | $3,920 | $2,202 | $2,033 |
Additions charged to other deferred tax assets | 1,945 | 1,867 | 232 |
Deductions | -1,926 | -149 | -63 |
Balance at end of year | $3,939 | $3,920 | $2,202 |
Income_Taxes_Narrative_Details
Income Taxes - Narrative (Details) (USD $) | 12 Months Ended | |||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Nov. 19, 2013 | Jun. 17, 2013 | Dec. 31, 2011 | |
hotel | hotel | hotel | ||||
Income Tax Examination [Line Items] | ||||||
Number of hotel properties owned | 10 | 8 | 8 | |||
Net book income before income taxes | $6,600,000 | $5,500,000 | $11,000,000 | |||
Income tax interest and penalties expense | 3,000 | 0 | 2,000 | |||
Income tax interest and penalties accrued | 0 | 0 | ||||
Valuation allowance | 3,939,000 | 3,920,000 | 2,202,000 | 2,033,000 | ||
Net operating loss carryforwards | $3,900,000 | |||||
Majority Owned Properties [Member] | ||||||
Income Tax Examination [Line Items] | ||||||
Number of hotel properties owned | 2 | 2 | 2 | |||
Consolidated Properties [Member] | ||||||
Income Tax Examination [Line Items] | ||||||
Number of hotel properties owned | 6 |
Income_Loss_Per_Share_Details
Income (Loss) Per Share (Details) (USD $) | 3 Months Ended | 11 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Nov. 19, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Net income (loss) attributable to common stockholders—Basic and diluted: | ||||||||||||
Net income (loss) attributable to the Company | ($2,052) | $3,372 | $3,497 | ($2,878) | ($11,389) | $400 | $3,829 | ($4,622) | $1,939 | ($11,782) | ($4,545) | |
Undistributed net loss allocated to common stockholders | -3,092 | -12,588 | -4,545 | |||||||||
Distributed and undistributed net income (loss)—basic | 1,921 | -11,786 | -4,545 | |||||||||
Net (income) loss attributable to redeemable noncontrolling interests in operating partnership | 496 | |||||||||||
Distributed and undistributed net income (loss)—diluted | 2,417 | -11,786 | -4,545 | |||||||||
Weighted average common shares outstanding: | ||||||||||||
Weighted average common shares outstanding – basic (in shares) | 16,000 | 24,473 | 16,045 | 16,045 | ||||||||
Effect of assumed conversion of operating partnership units (in shares) | 8,852 | 0 | 0 | |||||||||
Weighted average common shares outstanding – diluted (in shares) | 24,954 | 34,429 | 34,396 | 22,308 | 16,045 | 24,905 | 24,905 | 16,045 | 33,325 | 16,045 | 16,045 | |
Income (loss) per share—basic: | ||||||||||||
Net income (loss) allocated to common stockholders per share (in dollars per share) | $0.08 | ($0.73) | ($0.28) | |||||||||
Income (loss) per share—diluted: | ||||||||||||
Net income (loss) allocated to common stockholders per share (in dollars per share) | ($0.08) | $0.13 | $0.14 | ($0.13) | ($0.71) | $0.02 | $0.15 | ($0.29) | $0.07 | ($0.73) | ($0.28) | |
Common Stock [Member] | ||||||||||||
Net income (loss) attributable to common stockholders—Basic and diluted: | ||||||||||||
Dividends | -5,013 | -802 | 0 | |||||||||
Restricted Stock [Member] | ||||||||||||
Net income (loss) attributable to common stockholders—Basic and diluted: | ||||||||||||
Dividends | ($18) | ($4) | $0 |
Income_Loss_Per_Share_Details_
Income (Loss) Per Share (Details 1) (USD $) | 11 Months Ended | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Nov. 19, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Net loss allocated to common stockholders is not adjusted for: | ||||
Income allocated to unvested restricted shares | $18 | $4 | $0 | |
Loss attributable to redeemable noncontrolling interests in operating partnership | -7,080 | 0 | ||
Total | $18 | ($7,076) | $0 | |
Weighted average diluted shares are not adjusted for: | ||||
Antidilutive securities excluded (in shares) | 8,900,000 | 57,000 | 8,860,000 | 8,860,000 |
Restricted Stock [Member] | ||||
Weighted average diluted shares are not adjusted for: | ||||
Antidilutive securities excluded (in shares) | 84,000 | 57,000 | 84,000 | 84,000 |
Operating Partnership Units [Member] | ||||
Weighted average diluted shares are not adjusted for: | ||||
Antidilutive securities excluded (in shares) | 8,800,000 | 0 | 8,776,000 | 8,776,000 |
Segment_Reporting_Details
Segment Reporting (Details) | 12 Months Ended |
Dec. 31, 2014 | |
segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 1 |
Related_Party_Transactions_Det
Related Party Transactions (Details) (USD $) | 12 Months Ended | 10 Months Ended | 2 Months Ended | ||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Nov. 11, 2014 | Dec. 31, 2014 | Nov. 19, 2013 | Jun. 17, 2013 | |
hotel | hotel | hotel | |||||
Related Party Transaction [Line Items] | |||||||
Number of hotel properties owned | 10 | 10 | 8 | 8 | |||
Advisory services fee | $12,534,000 | $1,047,000 | $0 | ||||
Due to Ashford Trust OP, net | 896,000 | 13,042,000 | 896,000 | ||||
Due from related party, net | 541,000 | 12,000 | 541,000 | ||||
Due to Ashford Inc. | 2,546,000 | 0 | 2,546,000 | ||||
Remington Lodging [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Maximum percentage of project budget to be paid as market service fees | 16.50% | ||||||
Number of hotel properties owned | 1 | 1 | |||||
Property management fees, including incentive property management fees | 747,000 | 0 | 0 | ||||
Market service and project management fees | 1,126,000 | 2,118,000 | 940,000 | ||||
Corporate general and administrative expenses | 50,000 | 0 | 0 | ||||
Total | 1,923,000 | 2,118,000 | 940,000 | ||||
Ashford Hospitality Advisors LLC [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Advisory Services, Quarterly Base Fee | 0.70% | 0.70% | |||||
Ashford Hospitality Trust, Inc. [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Advisory services fee | 1,000,000 | 10,700,000 | |||||
Advisory Services, Base Advisory Fee | 878,000 | 7,500,000 | |||||
Advisory Services, Asset Management Services | 1,400,000 | ||||||
Advisory Services, Equity-Based Compensation | 1,800,000 | ||||||
Advisory Services, Reimbursable Overhead | 53,000 | ||||||
Advisory Services, Internal Audit Reimbursements | 116,000 | ||||||
Advisory Services, Incentive Management Fee | 0 | ||||||
Ashford Hospitality Trust OP [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Due to Ashford Trust OP, net | 15,500,000 | ||||||
Due from related party, net | 2,400,000 | ||||||
Ashford Inc. [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Advisory services fee | 1,800,000 | ||||||
Advisory Services, Base Advisory Fee | 1,200,000 | ||||||
Advisory Services, Asset Management Services | 253,000 | ||||||
Advisory Services, Equity-Based Compensation | 340,000 | ||||||
Advisory Services, Incentive Management Fee | 0 | ||||||
Management Fees [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Monthly property management fee, Minimum | $10,000 | ||||||
Property management fee as percentage of gross revenue, Minimum | 3.00% | ||||||
Portion of project management fees to project costs | 4.00% |
Concentration_of_Risk_Details
Concentration of Risk (Details) | 12 Months Ended | ||
Dec. 31, 2014 | Nov. 19, 2013 | Jun. 17, 2013 | |
hotel | hotel | hotel | |
Concentration Risk [Line Items] | |||
Number of hotel properties owned | 10 | 8 | 8 |
Seattle, WA [Member] | Geographic Concentration Risk [Member] | |||
Concentration Risk [Line Items] | |||
Number of hotel properties owned | 2 | ||
Revenues [Member] | Generated Excess of 10% of Total [Member] | |||
Concentration Risk [Line Items] | |||
Number of hotel properties owned | 5 | ||
Concentration risk | 64.00% | ||
Revenues [Member] | Seattle, WA [Member] | Geographic Concentration Risk [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk | 15.00% |
Selected_Financial_Quarterly_D2
Selected Financial Quarterly Data (Unaudited) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Total revenue | $76,751 | $84,784 | $83,967 | $61,806 | $55,108 | $60,960 | $63,342 | $54,086 | $307,308 | $233,496 | $221,188 |
Total operating expenses | 67,288 | 70,086 | 69,153 | 57,031 | 63,539 | 51,595 | 50,043 | 48,909 | 263,558 | 214,086 | 189,382 |
Operating income | 9,463 | 14,698 | 14,814 | 4,775 | -8,431 | 9,365 | 13,299 | 5,177 | 43,750 | 19,410 | 31,806 |
Net income (loss) | -925 | 4,389 | 4,525 | -4,451 | -16,960 | 29 | 4,329 | -5,326 | 3,538 | -17,928 | -3,793 |
Net income (loss) attributable to the Company | ($2,052) | $3,372 | $3,497 | ($2,878) | ($11,389) | $400 | $3,829 | ($4,622) | $1,939 | ($11,782) | ($4,545) |
Diluted income (loss) attributable to common stockholders per share (in dollars per share) | ($0.08) | $0.13 | $0.14 | ($0.13) | ($0.71) | $0.02 | $0.15 | ($0.29) | $0.07 | ($0.73) | ($0.28) |
Weighted average diluted common shares (in shares) | 24,954 | 34,429 | 34,396 | 22,308 | 16,045 | 24,905 | 24,905 | 16,045 | 33,325 | 16,045 | 16,045 |
Subsequent_Events_unaudited_De
Subsequent Events (unaudited) (Details) (USD $) | 12 Months Ended | 0 Months Ended | 3 Months Ended | 4 Months Ended | ||
Dec. 31, 2014 | Mar. 09, 2015 | Mar. 12, 2015 | Mar. 12, 2015 | Dec. 31, 2013 | Nov. 07, 2014 | |
Subsequent Event [Line Items] | ||||||
Stock repurchased | $16,108,000 | |||||
Indebtedness | 765,230,000 | 621,882,000 | ||||
Mortgages [Member] | Refinanced Mortgage Loan [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Face amount of debt | 197,800,000 | |||||
Indebtedness | 195,700,000 | |||||
Stock Repurchase Program [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Stock repurchased (in shares) | 927,915 | |||||
Stock repurchased | 16,100,000 | |||||
Subsequent Event [Member] | Mortgages [Member] | Refinanced Mortgage Loan [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Face amount of debt | 69,000,000 | |||||
Indebtedness | 69,000,000 | |||||
Subsequent Event [Member] | Mortgages [Member] | Mortgage Loan Due March 2017 [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Face amount of debt | 70,000,000 | |||||
Number of extension options | 3 | |||||
Term of extension options | 1 year | |||||
Subsequent Event [Member] | Mortgages [Member] | Mortgage Loan Due March 2017 [Member] | LIBOR [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Basis spread on variable rate | 2.25% | |||||
Floor interest rate | 0.00% | |||||
Subsequent Event [Member] | Stock Repurchase Program [Member] | Common Stock [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Stock repurchased (in shares) | 471,064 | 1,400,000 | ||||
Stock repurchased | $8,100,000 | $24,200,000 |
Schedule_III_Real_Estate_and_A1
Schedule III - Real Estate and Accumulated Depreciation (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | ||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | ||||
Encumbrances | $765,230 | |||
Initial Cost of Land | 202,356 | |||
Initial Cost of FF&E, Buildings and improvements | 882,109 | |||
Costs Capitalized Since Acquisition, Land | 0 | |||
Costs Capitalized Since Acquisition, FF&E, Buildings and improvements | 94,880 | |||
Gross Carrying Amount At Close of Period, Land | 202,356 | |||
Gross Carrying Amount at Close of Period, FF&E, Buildings and improvements | 976,989 | |||
Gross Carrying Amount At Close of Period, Total | 1,179,345 | 925,507 | 920,968 | 924,318 |
Accumulated Depreciation | 189,042 | 160,181 | 149,032 | 135,148 |
Washington DC Hilton [Member] | ||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | ||||
Encumbrances | 128,518 | |||
Initial Cost of Land | 45,720 | |||
Initial Cost of FF&E, Buildings and improvements | 106,245 | |||
Costs Capitalized Since Acquisition, Land | 0 | |||
Costs Capitalized Since Acquisition, FF&E, Buildings and improvements | 30,281 | |||
Gross Carrying Amount At Close of Period, Land | 45,720 | |||
Gross Carrying Amount at Close of Period, FF&E, Buildings and improvements | 136,526 | |||
Gross Carrying Amount At Close of Period, Total | 182,246 | |||
Accumulated Depreciation | 36,984 | |||
La Jolla, CA Hilton [Member] | ||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | ||||
Encumbrances | 69,087 | |||
Initial Cost of Land | 0 | |||
Initial Cost of FF&E, Buildings and improvements | 114,614 | |||
Costs Capitalized Since Acquisition, Land | 0 | |||
Costs Capitalized Since Acquisition, FF&E, Buildings and improvements | 18,362 | |||
Gross Carrying Amount At Close of Period, Land | 0 | |||
Gross Carrying Amount at Close of Period, FF&E, Buildings and improvements | 132,976 | |||
Gross Carrying Amount At Close of Period, Total | 132,976 | |||
Accumulated Depreciation | 31,858 | |||
Seattle, WA Marriott [Member] | ||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | ||||
Encumbrances | 131,329 | |||
Initial Cost of Land | 31,888 | |||
Initial Cost of FF&E, Buildings and improvements | 112,176 | |||
Costs Capitalized Since Acquisition, Land | 0 | |||
Costs Capitalized Since Acquisition, FF&E, Buildings and improvements | 5,995 | |||
Gross Carrying Amount At Close of Period, Land | 31,888 | |||
Gross Carrying Amount at Close of Period, FF&E, Buildings and improvements | 118,171 | |||
Gross Carrying Amount At Close of Period, Total | 150,059 | |||
Accumulated Depreciation | 25,283 | |||
Plano, TX Marriott [Member] | ||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | ||||
Encumbrances | 77,006 | |||
Initial Cost of Land | 2,725 | |||
Initial Cost of FF&E, Buildings and improvements | 93,044 | |||
Costs Capitalized Since Acquisition, Land | 0 | |||
Costs Capitalized Since Acquisition, FF&E, Buildings and improvements | 9,159 | |||
Gross Carrying Amount At Close of Period, Land | 2,725 | |||
Gross Carrying Amount at Close of Period, FF&E, Buildings and improvements | 102,203 | |||
Gross Carrying Amount At Close of Period, Total | 104,928 | |||
Accumulated Depreciation | 21,967 | |||
Philadelphia PA Courtyard By Marriott [Member] | ||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | ||||
Encumbrances | 41,958 | |||
Initial Cost of Land | 9,814 | |||
Initial Cost of FF&E, Buildings and improvements | 94,029 | |||
Costs Capitalized Since Acquisition, Land | 0 | |||
Costs Capitalized Since Acquisition, FF&E, Buildings and improvements | 19,233 | |||
Gross Carrying Amount At Close of Period, Land | 9,814 | |||
Gross Carrying Amount at Close of Period, FF&E, Buildings and improvements | 113,262 | |||
Gross Carrying Amount At Close of Period, Total | 123,076 | |||
Accumulated Depreciation | 24,463 | |||
Seattle WA Courtyard By Marriott [Member] | ||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | ||||
Encumbrances | 57,784 | |||
Initial Cost of Land | 17,194 | |||
Initial Cost of FF&E, Buildings and improvements | 46,711 | |||
Costs Capitalized Since Acquisition, Land | 0 | |||
Costs Capitalized Since Acquisition, FF&E, Buildings and improvements | 4,497 | |||
Gross Carrying Amount At Close of Period, Land | 17,194 | |||
Gross Carrying Amount at Close of Period, FF&E, Buildings and improvements | 51,208 | |||
Gross Carrying Amount At Close of Period, Total | 68,402 | |||
Accumulated Depreciation | 11,213 | |||
San Francisco CA Courtyard By Marriott [Member] | ||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | ||||
Encumbrances | 66,328 | |||
Initial Cost of Land | 22,653 | |||
Initial Cost of FF&E, Buildings and improvements | 72,731 | |||
Costs Capitalized Since Acquisition, Land | 0 | |||
Costs Capitalized Since Acquisition, FF&E, Buildings and improvements | 2,282 | |||
Gross Carrying Amount At Close of Period, Land | 22,653 | |||
Gross Carrying Amount at Close of Period, FF&E, Buildings and improvements | 75,013 | |||
Gross Carrying Amount At Close of Period, Total | 97,666 | |||
Accumulated Depreciation | 15,270 | |||
Key West, FL Pier House Resort [Member] | ||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | ||||
Encumbrances | 69,000 | |||
Initial Cost of Land | 59,731 | |||
Initial Cost of FF&E, Buildings and improvements | 33,011 | |||
Costs Capitalized Since Acquisition, Land | 0 | |||
Costs Capitalized Since Acquisition, FF&E, Buildings and improvements | 1,844 | |||
Gross Carrying Amount At Close of Period, Land | 59,731 | |||
Gross Carrying Amount at Close of Period, FF&E, Buildings and improvements | 34,855 | |||
Gross Carrying Amount At Close of Period, Total | 94,586 | |||
Accumulated Depreciation | 1,884 | |||
Chicago, IL Sofitel Chicago Water Tower [Member] | ||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | ||||
Encumbrances | 80,000 | |||
Initial Cost of Land | 12,631 | |||
Initial Cost of FF&E, Buildings and improvements | 140,369 | |||
Costs Capitalized Since Acquisition, Land | 0 | |||
Costs Capitalized Since Acquisition, FF&E, Buildings and improvements | 388 | |||
Gross Carrying Amount At Close of Period, Land | 12,631 | |||
Gross Carrying Amount at Close of Period, FF&E, Buildings and improvements | 140,757 | |||
Gross Carrying Amount At Close of Period, Total | 153,388 | |||
Accumulated Depreciation | 5,182 | |||
Tampa FL Renaissance [Member] | ||||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | ||||
Encumbrances | 44,220 | |||
Initial Cost of Land | 0 | |||
Initial Cost of FF&E, Buildings and improvements | 69,179 | |||
Costs Capitalized Since Acquisition, Land | 0 | |||
Costs Capitalized Since Acquisition, FF&E, Buildings and improvements | 2,839 | |||
Gross Carrying Amount At Close of Period, Land | 0 | |||
Gross Carrying Amount at Close of Period, FF&E, Buildings and improvements | 72,018 | |||
Gross Carrying Amount At Close of Period, Total | 72,018 | |||
Accumulated Depreciation | $14,938 |
Schedule_III_Real_Estate_and_A2
Schedule III - Real Estate and Accumulated Depreciation (Details 1) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Investment in Real Estate: | |||
Beginning balance | $925,507 | $920,968 | $924,318 |
Additions | 265,484 | 24,119 | 12,183 |
Write-offs | -11,646 | -19,580 | -15,533 |
Ending balance | 1,179,345 | 925,507 | 920,968 |
Accumulated Depreciation: | |||
Beginning balance | 160,181 | 149,032 | 135,148 |
Depreciation expense | 40,507 | 30,729 | 29,417 |
Write-offs | -11,646 | -19,580 | -15,533 |
Ending balance | 189,042 | 160,181 | 149,032 |
Investment in Real Estate, net | $990,303 | $765,326 | $771,936 |
Schedule_III_Real_Estate_and_A3
Schedule III - Real Estate and Accumulated Depreciation - Narrative (Details) | 12 Months Ended |
Dec. 31, 2014 | |
Building [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 39 years |
Building Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 7 years 6 months |
Minimum [Member] | Furniture, Fixtures, and Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
Maximum [Member] | Furniture, Fixtures, and Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 5 years |