Segments | NOTE 13. SEGMENTS Our operating segments are components of the business which are managed discretely and for which discrete financial information is reviewed regularly by our Chief Executive Officer, who is our chief operating decision maker, to assess performance and make decisions regarding the allocation of resources. Our operating and reportable segments are defined as follows: • Owned hotels —This segment derives its earnings from the operation of owned hotel properties located in the United States. • Franchise and management —This segment derives its earnings primarily from revenues earned under various franchise and management agreements relating to our owned and franchise hotels, which provide for us to earn compensation for the licensing of our brand to franchisees, as well as for services rendered, such as hotel management and providing access to certain shared services and marketing programs such as reservations, Returns, and property management systems. Corporate and other includes revenues generated and operating expenses incurred in connection with the overall support and brand management of our owned, managed, and franchised hotels and operations. The performance of our operating segments is evaluated primarily based upon Adjusted EBITDA. We define Adjusted EBITDA as our net (loss) income (exclusive of non-controlling interests) before interest expense, income tax expense (benefit), and depreciation and amortization, further adjusted to exclude certain items, including, but not limited to: gains, losses, and expenses in connection with: (i) asset dispositions; (ii) debt modifications/retirements; (iii) non-cash impairment charges; (iv) discontinued operations; (v) equity based compensation and (vi) other items. The table below shows summarized consolidated financial information by segment for the three and nine months ended September 30, 2016 and 2015: For the three months ended September 30, For the nine months ended September 30, 2016 2015 2016 2015 (in thousands) Revenues Owned hotels $ 236,426 $ 245,558 $ 688,345 $ 711,451 Franchise and management (1) 32,101 31,460 89,221 87,357 Segment revenues 268,527 277,018 777,566 798,808 Other fee-based revenues from franchise properties 7,310 6,668 19,276 17,960 Corporate and other (2) 33,824 34,757 95,955 97,862 Intersegment elimination (3) (37,349 ) (39,340 ) (109,159 ) (113,533 ) Total revenues $ 272,312 $ 279,103 $ 783,638 $ 801,097 Adjusted EBITDA Owned hotels 76,662 87,098 228,154 253,922 Franchise and management 32,101 31,460 89,221 87,357 Segment Adjusted EBITDA 108,763 118,558 317,375 341,279 Corporate and other (8,026 ) (4,327 ) (26,930 ) (25,208 ) Adjusted EBITDA $ 100,737 $ 114,231 $ 290,445 $ 316,071 (1) This segment includes intercompany fees which are charged to our owned hotels to reflect that certain functions, such as licensing and management, are included in the franchise and management segment. We charge a franchise fee of 4.5% of gross room revenues and a management fee of 2.5% of gross operating revenue for our owned hotels. These fees are charged to owned hotels and are eliminated in the accompanying condensed consolidated financial statements. (2) Includes revenues related to our brand management programs and other cost reimbursements. The portions of these fees that are charged to our owned hotels totaled $18.8 million and $20.0 million for the three month periods ended September 30, 2016 and 2015, respectively, and $55.3 million and $58.3 million for the nine month periods ended September 30, 2016 and 2015, respectively. This includes a reservation fee of 2.0% of gross room revenues, which is reflected in corporate and other. These fees are charged to owned hotels and are eliminated in the accompanying condensed consolidated financial statements. (3) Includes management, license, franchise, BMF, Returns, reservation fees and other cost reimbursements totaling $37.4 million and $39.3 million for the three month periods ended September 30, 2016 and 2015, respectively, and $109.2 million and $113.5 million for the nine month periods ended September 30, 2016 and 2015, respectively. These fees are charged to owned hotels and are eliminated in the accompanying condensed consolidated financial statements. The table below provides a reconciliation of Adjusted EBITDA to EBITDA and EBITDA to net income (loss) attributable to La Quinta Holdings’ stockholders for the three and nine month periods ended September 30, 2016 and 2015, Adjusted EBITDA and EBITDA should not be considered an alternative to net income (loss) or other measures of financial performance or liquidity derived in accordance with GAAP: For the three months ended September 30, For the nine months ended September 30, 2016 2015 2016 2015 (in thousands) Adjusted EBITDA $ 100,737 $ 114,231 $ 290,445 $ 316,071 Impairment loss (1,058 ) (1,823 ) (100,618 ) (44,321 ) Gain (loss) on sale 2,048 (85 ) 2,770 (4,088 ) Loss on retirement of assets — — — (161 ) Gain (loss) related to casualty disasters 303 (393 ) 282 (1,064 ) Equity based compensation (3,701 ) (3,320 ) (10,811 ) (16,464 ) Amortization of software service agreements (1) (2,272 ) (2,169 ) (6,906 ) (6,123 ) Severance charges (2) — (11,021 ) — (11,021 ) Other gains (losses), net (3) 2,714 873 (4,833 ) (3,400 ) EBITDA 98,771 96,293 170,329 229,429 Interest expense (20,501 ) (20,988 ) (61,190 ) (66,021 ) Income tax (expense) benefit (19,362 ) (15,406 ) 1,359 (17,366 ) Depreciation and amortization (36,224 ) (42,816 ) (111,620 ) (127,212 ) Noncontrolling interests (18 ) (25 ) (138 ) (293 ) Net income (loss) attributable to La Quinta Holdings’ stockholders $ 22,666 $ 17,058 $ (1,260 ) $ 18,537 (1) We adopted ASU No. 2015-05 as of January 1, 2016. Accordingly, amortization of software service agreements in the amount of $2.1 million and $6.1 million, which was classified as depreciation and amortization for the three and nine months ended September 30, 2015, respectively, has been reclassified to general and administrative in our consolidated statement of operations. See Note 2 for additional information. (2) Includes cash and non-cash charges related to the departure of the Company’s former President and Chief Executive Officer. (3) Other gains (losses), net primarily consist of net income (loss) attributable to the BMF (which, over time, runs at a break-even level, but may reflect a profit or loss from period to period), secondary offering costs, IRS legal defense costs, severance costs and litigation reserve adjustments. The following table presents assets for our reportable segments, reconciled to consolidated amounts as of September 30, 2016 and December 31, 2015: September 30, 2016 December 31, 2015 (in thousands) Total Assets Owned hotels $ 2,509,091 $ 2,682,394 Franchise and management 198,820 192,284 Total segments assets 2,707,911 2,874,678 Corporate and other 181,071 111,166 Total $ 2,888,982 $ 2,985,844 The following table presents capital expenditures for our reportable segments, reconciled to our consolidated amounts for the nine month periods ended September 30, 2016 and 2015: For the nine months ended September 30, 2016 2015 (1) Capital Expenditures Owned hotels $ 76,804 $ 59,480 Franchise and management — — Total segment capital expenditures 76,804 59,480 Corporate and other 12,963 $ 7,313 Total $ 89,767 $ 66,793 (1) We adopted ASU No. 2015-05 as of January 1, 2016. Accordingly, cash payments of software service agreements in the amount of $7.6 million, which were classified as capital expenditures in corporate and other for the nine months ended September 30, 2015, have been reclassified as a change in other current assets in our consolidated statement of cash flows. See Note 2 for additional information. ************ |