Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Feb. 21, 2020 | Jun. 30, 2019 | |
Cover page. | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2019 | ||
Document Transition Report | false | ||
Entity File Number | 001-38012 | ||
Entity Registrant Name | Playa Hotels & Resorts N.V. | ||
Entity Incorporation, State or Country Code | P7 | ||
Entity Tax Identification Number | 98-1346104 | ||
Entity Address, Address Line One | Prins Bernhardplein 200 | ||
Entity Address, Postal Zip Code | 1097 JB | ||
Entity Address, City or Town | Amsterdam, | ||
Entity Address, Country | NL | ||
Country Region | 31 | ||
City Area Code | 20 | ||
Local Phone Number | 571 12 02 | ||
Title of 12(b) Security | Ordinary Shares, €0.10 par value | ||
Trading Symbol | PLYA | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 431.5 | ||
Entity Common Stock, Shares Outstanding | 129,173,961 | ||
Documents Incorporated by Reference | Part III of this Annual Report on Form 10-K incorporates by reference portions of the registrant's Proxy Statement for its 2020 annual general meeting of shareholders to be held on May 14, 2020 . | ||
Entity Central Index Key | 0001692412 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
ASSETS | ||
Cash and cash equivalents | $ 20,931 | $ 116,353 |
Trade and other receivables, net | 71,250 | 64,770 |
Accounts receivable from related parties | 5,401 | 6,430 |
Inventories | 16,649 | 15,390 |
Prepayments and other assets | 44,691 | 32,617 |
Property and equipment, net | 1,929,914 | 1,808,412 |
Goodwill, net | 78,339 | 83,656 |
Other intangible assets | 8,408 | 6,103 |
Deferred tax assets | 21,381 | 1,427 |
Total assets | 2,196,964 | 2,135,158 |
LIABILITIES AND SHAREHOLDERS' EQUITY | ||
Trade and other payables | 181,603 | 159,600 |
Payables to related parties | 7,620 | 4,320 |
Income tax payable | 3,252 | 1,899 |
Debt | 1,040,658 | 989,387 |
Derivative financial instruments | 31,932 | 12,476 |
Other liabilities | 24,307 | 21,602 |
Deferred tax liabilities | 97,941 | 106,033 |
Total liabilities | 1,387,313 | 1,295,317 |
Commitments and contingencies (see Note 8) | ||
Shareholders' equity | ||
Ordinary shares (par value €0.10; 500,000,000 shares authorized, 130,967,671 shares issued and 129,121,576 shares outstanding as of December 31, 2019, and 130,494,734 shares issued and 130,440,126 shares outstanding as of December 31, 2018) | 14,215 | 14,161 |
Treasury shares (at cost, 1,846,095 shares as of December 31, 2019 and 54,608 shares as of December 31, 2018) | (14,088) | (394) |
Paid-in capital | 1,001,088 | 992,297 |
Accumulated other comprehensive loss | (24,642) | (3,658) |
Accumulated deficit | (166,922) | (162,565) |
Total shareholders' equity | 809,651 | 839,841 |
Total liabilities and shareholders' equity | $ 2,196,964 | $ 2,135,158 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - € / shares | Dec. 31, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Ordinary shares, par value (in Euros per share) | € 0.10 | € 0.10 |
Ordinary shares, authorized (in shares) | 500,000,000 | 500,000,000 |
Ordinary shares, issued (in shares) | 130,967,671 | 130,494,734 |
Ordinary shares, outstanding (in shares) | 129,121,576 | 130,440,126 |
Treasury shares, at cost (in shares) | 1,846,095 | 54,608 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Revenue | |||
Total revenue | $ 636,477 | $ 617,013 | $ 559,545 |
Direct and selling, general and administrative expenses | |||
Direct | 369,050 | 340,080 | 310,048 |
Selling, general and administrative | 125,788 | 115,975 | 108,176 |
Pre-opening | 1,452 | 321 | 0 |
Depreciation and amortization | 101,897 | 73,278 | 53,131 |
Reimbursed costs | 6,412 | 978 | 0 |
Impairment loss | 6,168 | 0 | 0 |
Gain on insurance proceeds | 0 | (4,216) | (479) |
Direct and selling, general and administrative expenses | 610,767 | 526,416 | 470,876 |
Operating income | 25,710 | 90,597 | 88,669 |
Interest expense | (44,087) | (62,243) | (53,661) |
Loss on extinguishment of debt | 0 | 0 | (25,120) |
Other (expense) income | (3,200) | 2,822 | (1,078) |
Net (loss) income before tax | (21,577) | 31,176 | 8,810 |
Income tax benefit (provision) | 17,220 | (12,199) | (9,051) |
Net (loss) income | (4,357) | 18,977 | (241) |
Dividends of cumulative redeemable preferred shares | 0 | 0 | (7,922) |
Non-cash dividend to warrant holders | 0 | 0 | (879) |
Net (loss) income available to ordinary shareholders | $ (4,357) | $ 18,977 | $ (9,042) |
Earnings per share | |||
(Losses) earnings per share - Basic (in dollars per share) | $ (0.03) | $ 0.16 | $ (0.09) |
(Losses) earnings per share - Diluted (in dollars per share) | $ (0.03) | $ 0.16 | $ (0.09) |
Weighted average number of shares outstanding during the period - Basic (in shares) | 130,023,463 | 122,150,851 | 96,896,498 |
Weighted average number of shares outstanding during the period - Diluted (in shares) | 130,023,463 | 122,418,500 | 96,896,498 |
Package | |||
Revenue | |||
Total revenue | $ 538,088 | $ 532,090 | $ 481,175 |
Non-package | |||
Revenue | |||
Total revenue | 90,157 | 83,190 | 78,230 |
Management fees | |||
Revenue | |||
Total revenue | 1,820 | 755 | 140 |
Cost reimbursements | |||
Revenue | |||
Total revenue | $ 6,412 | $ 978 | $ 0 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive (Loss) Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Statement of Comprehensive Income [Abstract] | |||
Net (loss) income | $ (4,357) | $ 18,977 | $ (241) |
Other comprehensive (loss) income | |||
Pension obligation (loss) gain | (820) | 168 | (107) |
Unrealized loss on interest rate swaps | (20,164) | ||
Unrealized loss on interest rate swaps | 0 | 0 | |
Total other comprehensive (loss) income | (20,984) | 168 | (107) |
Comprehensive (loss) income | $ (25,341) | $ 19,145 | $ (348) |
Consolidated Statements of Cumu
Consolidated Statements of Cumulative Redeemable Preferred Shares and Shareholders' Equity - USD ($) $ in Thousands | Total | Ordinary Shares | Treasury Shares | Paid-In Capital | Accumulated Other Comprehensive Loss | Accumulated Deficit |
Beginning balance (in shares) at Dec. 31, 2016 | 50,481,822 | 0 | ||||
Beginning balance at Dec. 31, 2016 | $ 170,603 | $ 5,386 | $ 0 | $ 349,358 | $ (3,719) | $ (180,422) |
Shareholders' Equity | ||||||
Net income (loss) | (241) | (241) | ||||
Other comprehensive income (loss) | (107) | (107) | ||||
Share-based compensation (in shares) | 151,569 | |||||
Share-based compensation | 3,765 | $ 17 | 3,748 | |||
Recapitalization transaction (in shares) | 52,982,364 | |||||
Recapitalization transaction | 433,531 | $ 5,653 | 427,878 | |||
Dividends on cumulative redeemable preferred shares | (7,922) | (7,922) | ||||
Non-cash transfer of ordinary shares / Repurchase of ordinary shares (in shares) | (7,367) | (7,367) | ||||
Non-cash transfer of ordinary shares / Repurchase of ordinary shares | (80) | $ (80) | ||||
Issuance of ordinary shares in exchange for warrants (in shares) | 6,689,309 | |||||
Issuance of ordinary shares in exchange for warrants | 0 | $ 747 | 132 | (879) | ||
Ending balance (in shares) at Dec. 31, 2017 | 110,297,697 | 7,367 | ||||
Ending balance at Dec. 31, 2017 | $ 599,549 | $ 11,803 | $ (80) | 773,194 | (3,826) | (181,542) |
Beginning balance (in shares) at Dec. 31, 2016 | 28,510,994 | |||||
Beginning balance at Dec. 31, 2016 | $ 345,951 | |||||
Cumulative Redeemable Preferred Shares | ||||||
Dividends on cumulative redeemable preferred shares | $ 7,922 | |||||
Purchase of cumulative redeemable preferred shares (in shares) | (28,510,994) | |||||
Purchase of cumulative redeemable preferred shares | $ (239,492) | |||||
Settlement of accrued dividends of cumulative redeemable preferred shares | $ (114,381) | |||||
Ending balance (in shares) at Dec. 31, 2017 | 0 | |||||
Ending balance at Dec. 31, 2017 | $ 0 | |||||
Shareholders' Equity | ||||||
Net income (loss) | 18,977 | 18,977 | ||||
Other comprehensive income (loss) | 168 | 168 | ||||
Share-based compensation (in shares) | 189,670 | |||||
Share-based compensation | 6,116 | $ 22 | 6,094 | |||
Shares issued in business combination (see Note 4) (in shares) | 20,000,000 | |||||
Shares issued in business combination (see Note 4) | 215,400 | $ 2,336 | 213,064 | |||
Repurchase of Earnout Warrants (see Note 11) | (55) | (55) | ||||
Non-cash transfer of ordinary shares / Repurchase of ordinary shares (in shares) | (47,241) | (47,241) | ||||
Non-cash transfer of ordinary shares / Repurchase of ordinary shares | (314) | $ (314) | ||||
Ending balance (in shares) at Dec. 31, 2018 | 130,440,126 | 54,608 | ||||
Ending balance at Dec. 31, 2018 | 839,841 | $ 14,161 | $ (394) | 992,297 | (3,658) | (162,565) |
Cumulative Redeemable Preferred Shares | ||||||
Purchase of cumulative redeemable preferred shares | 0 | |||||
Settlement of accrued dividends of cumulative redeemable preferred shares | $ 0 | |||||
Ending balance (in shares) at Dec. 31, 2018 | 0 | |||||
Ending balance at Dec. 31, 2018 | $ 0 | |||||
Shareholders' Equity | ||||||
Net income (loss) | (4,357) | (4,357) | ||||
Other comprehensive income (loss) | (20,984) | (20,984) | ||||
Share-based compensation (in shares) | 472,937 | |||||
Share-based compensation | $ 8,845 | $ 54 | 8,791 | |||
Non-cash transfer of ordinary shares / Repurchase of ordinary shares (in shares) | (1,791,487) | (1,791,487) | (1,791,487) | |||
Non-cash transfer of ordinary shares / Repurchase of ordinary shares | $ (13,694) | $ (13,694) | ||||
Ending balance (in shares) at Dec. 31, 2019 | 129,121,576 | 1,846,095 | ||||
Ending balance at Dec. 31, 2019 | 809,651 | $ 14,215 | $ (14,088) | $ 1,001,088 | $ (24,642) | $ (166,922) |
Cumulative Redeemable Preferred Shares | ||||||
Purchase of cumulative redeemable preferred shares | 0 | |||||
Settlement of accrued dividends of cumulative redeemable preferred shares | $ 0 | |||||
Ending balance (in shares) at Dec. 31, 2019 | 0 | |||||
Ending balance at Dec. 31, 2019 | $ 0 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
CASH FLOWS FROM OPERATING ACTIVITIES | |||
Net (loss) income | $ (4,357) | $ 18,977 | $ (241) |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | |||
Depreciation and amortization | 101,897 | 73,278 | 53,131 |
Amortization of debt discount and issuance costs | 1,371 | 1,523 | 2,242 |
Share-based compensation | 8,845 | 6,116 | 3,765 |
Loss on extinguishment of debt | 0 | 0 | 25,120 |
(Gain) loss on derivative financial instruments | (708) | 12,476 | 0 |
Gain on property damage insurance proceeds | 0 | (2,212) | 0 |
Impairment loss | 6,168 | 0 | 0 |
Deferred income taxes | (22,947) | 3,006 | 1,004 |
Amortization of key money | (263) | 0 | 0 |
Other | 2,472 | 1,100 | 928 |
Changes in assets and liabilities: | |||
Trade and other receivables, net | (9,890) | (11,536) | (3,542) |
Accounts receivable from related parties | 1,029 | (4,935) | (319) |
Inventories | (1,218) | (456) | (900) |
Prepayments and other assets | (10,742) | 3,396 | (2,762) |
Trade and other payables | 1,618 | 13,725 | (8,249) |
Payables to related parties | 3,300 | 1,354 | (1,964) |
Income tax payable | 1,353 | 809 | (4,038) |
Deferred consideration | 0 | 0 | 654 |
Other liabilities | (5,740) | (2,191) | (638) |
Net cash provided by operating activities | 72,188 | 114,430 | 64,191 |
INVESTING ACTIVITIES | |||
Capital expenditures | (208,970) | (110,851) | (106,230) |
Acquisition of Sagicor business, net of cash acquired | 0 | (93,128) | 0 |
Contract deposit | 0 | 0 | (2,700) |
Purchase of intangibles | (3,569) | (2,832) | (1,003) |
Receipt of key money | 6,500 | 2,000 | 0 |
Proceeds from disposal of property and equipment | 214 | 22 | 104 |
Property damage insurance proceeds | 2,009 | 203 | 0 |
Net cash used in investing activities | (203,816) | (204,586) | (109,829) |
FINANCING ACTIVITIES | |||
Proceeds from debt issuance | 0 | 99,499 | 907,725 |
Proceeds from borrowings on revolving credit facility | 60,000 | 0 | 0 |
Issuance costs of debt | 0 | 0 | (2,777) |
Repayment of deferred consideration | 0 | 0 | (2,490) |
Repayment of Term Loan | (10,100) | (9,850) | (366,415) |
Repayment of Senior Notes due 2020 | 0 | 0 | (495,997) |
Recapitalization transaction | 0 | 0 | 79,658 |
Repurchase of ordinary shares | (13,694) | (314) | 0 |
Repurchase of Earnout Warrants | 0 | (55) | 0 |
Net cash provided by financing activities | 36,206 | 89,280 | 119,704 |
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | (95,422) | (876) | 74,066 |
CASH AND CASH EQUIVALENTS, BEGINNING OF THE PERIOD | 116,353 | 117,229 | 43,163 |
CASH AND CASH EQUIVALENTS, END OF THE PERIOD | 20,931 | 116,353 | 117,229 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION | |||
Cash paid for interest, net of interest capitalized | 43,089 | 53,420 | 61,066 |
Cash paid for income taxes, net | 8,159 | 10,890 | 21,582 |
SUPPLEMENTAL DISCLOSURES OF NON-CASH INVESTING AND FINANCING ACTIVITIES | |||
Capital expenditures incurred but not yet paid | 20,958 | 484 | 12,605 |
Intangible assets capitalized but not yet paid | 251 | 516 | 0 |
Interest capitalized but not yet paid | 41 | 16 | 163 |
Par value of vested restricted share awards | 54 | 22 | 17 |
Right-of-use assets obtained in exchange for new operating lease liabilities | 1,393 | 0 | 0 |
Non-cash issuance of shares in business combination (see Note 4) | 0 | 215,400 | 0 |
Paid-in-kind dividends of cumulative redeemable preferred shares | 0 | 0 | 7,922 |
Purchase of cumulative redeemable preferred shares | 0 | 0 | (239,492) |
Settlement of accrued dividends of cumulative redeemable preferred shares | 0 | 0 | (114,381) |
Par value of ordinary shares issued in exchange for warrants | 0 | 0 | 747 |
Non-cash dividend to warrant holders | 0 | 0 | 879 |
Non-cash transfer of treasury shares | $ 0 | $ 0 | $ (80) |
Organization, operations and ba
Organization, operations and basis of presentation | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization, operations and basis of presentation | Organization, operations and basis of presentation Background Playa Hotels & Resorts N.V. (“Playa” or the “Company”) is a leading owner, operator and developer of all-inclusive resorts in prime beachfront locations in popular vacation destinations. We own and/or manage a portfolio of 23 resorts located in Mexico, the Dominican Republic and Jamaica. Unless otherwise indicated or the context requires otherwise, references in our consolidated financial statements (our “ Consolidated Financial Statements ”) to “we,” “our,” “us” and similar expressions refer to Playa and its subsidiaries. Basis of preparation, presentation and measurement Our Consolidated Financial Statements |
Significant accounting policies
Significant accounting policies | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Significant accounting policies | Significant accounting policies Principles of consolidation Our Consolidated Financial Statements include the accounts of Playa and our subsidiaries, all of which we wholly own and control. All intercompany transactions and balances have been eliminated in the consolidation process. Use of estimates The preparation of our Consolidated Financial Statements in conformity with U.S. GAAP 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 revenues and expenses during the reporting periods. Actual results could differ materially from those estimates. We evaluate our estimates and assumptions periodically. Estimates are based on historical experience and on other factors that are considered to be reasonable under the circumstances. Significant accounting policies that require us to exercise judgment or make significant estimates include the fair value of assets and liabilities acquired in business combinations, useful lives of property and equipment, income taxes (including the valuation allowance), commitments and contingencies, long-lived asset and goodwill impairment testing, fair value of restricted share awards with market and performance conditions and fair value of financial instruments. Financial instruments The Consolidated Balance Sheet contains various financial instruments, including, but not limited to, cash and cash equivalents, restricted cash, trade and other receivables, accounts receivable from related parties, certain prepayments and other assets, trade and other payables, payables to related parties, derivative financial instruments, other liabilities including our pension obligation and debt. Foreign currency Our reporting currency is the U.S. dollar. We have determined that the U.S. dollar is the functional currency of all of our international operations. Foreign currency denominated monetary asset and liability amounts are remeasured into U.S. dollars at end-of-period exchange rates. Foreign currency denominated non-monetary assets, such as inventories, prepaid expenses, fixed assets and intangible assets, are recorded in U.S. dollars at historical exchange rates. Foreign currency denominated income and expense items are recorded in U.S. dollars at the applicable daily exchange rates in effect during the relevant period. For purposes of calculating our tax liability in certain foreign jurisdictions, we index our depreciable tax bases in certain assets for the effects of inflation based upon statutory inflation factors. The effects of these indexation adjustments are reflected in income tax benefit (provision) in the Consolidated Statements of Operations . The remeasurement gains and losses related to deferred tax assets and liabilities are reported in the income tax benefit (provision) . Foreign exchange gains and losses are presented in the Consolidated Statements of Operations within other (expense) income . We recognized foreign currency losses of $2.1 million , $0.7 million and $0.7 million for the years ended December 31, 2019 , 2018 and 2017 , respectively. Business combinations For acquisitions meeting the definition of a business combination, the acquisition method of accounting is used. The acquisition date is the date on which we obtain operating control over the acquired business. The consideration transferred is determined on the acquisition date and is the sum of the fair values of the assets transferred by us, the liabilities assumed by us and equity interests issued by us. Acquisition-related costs, such as professional fees, are excluded from the consideration transferred and are expensed as incurred. Goodwill is measured as the excess of the consideration transferred over the fair value of the net identifiable assets acquired and liabilities assumed. If the consideration transferred is less than the fair value of the net assets acquired and liabilities assumed, the difference is recorded as a bargain purchase gain in profit or loss. Property and equipment, net Property and equipment are stated at historical cost less accumulated depreciation. The costs of improvements that extend the life of property and equipment, such as structural improvements, equipment and fixtures, are capitalized. In addition, we capitalize soft costs such as interest, insurance, construction administration and other costs that clearly relate to projects under development or construction. Start-up costs, ongoing repairs and maintenance are expensed as incurred. Buildings that are being developed or closed for substantial redevelopment are carried at cost and no depreciation is recorded on these assets until they are put into or back into service. The useful life of buildings under re-development is re-evaluated upon completion of the projects. Land is not depreciated. Depreciation on other assets is calculated using the straight-line method to allocate their cost to their residual values (if any) over their estimated useful lives, as follows: Buildings 5 to 50 years Fixtures and machinery 7 to 18 years Furniture and other fixed assets 4 to 12 years The assets’ estimated useful lives and residual values are reviewed at the end of each reporting period, with the effect of any changes in estimates accounted for on a prospective basis. Property and equipment are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognized for the amount by which the asset’s carrying amount exceeds its recoverable amount. No impairment was recognized for the years ended December 31, 2019 , 2018 and 2017 . Income taxes We account for income taxes using the asset and liability method, under which we recognize deferred income taxes for the tax consequences attributable to differences between the financial statement carrying amounts and the tax bases of existing assets and liabilities, as well as for tax loss carryforwards. For purposes of these Consolidated Financial Statements , our income tax benefit (provision) was calculated on a return basis as though we had filed our tax returns in the applicable jurisdictions in which we operate. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in earnings in the period when the new rate is enacted. We provide a valuation allowance against deferred tax assets if it is more likely than not that a portion will not be realized. In assessing whether it is more likely than not that deferred tax assets will be realized, we consider all available evidence, both positive and negative, including our recent cumulative earnings experience and expectations of future available taxable income of the appropriate character by taxing jurisdiction, tax attribute carryback and carry forward periods available to us for tax reporting purposes, and prudent and feasible tax planning strategies. We have only recorded financial statement benefits and liabilities for tax positions which we believe are more likely than not to be sustained upon settlement with a taxing authority. We have established income tax accruals in accordance with this guidance where necessary, such that a benefit is recognized only for those positions which satisfy the more likely than not threshold. Judgment is required in assessing the future tax consequences of events that have been recognized in our Consolidated Financial Statements or tax returns, including the application of the more likely than not criteria. We recognize interest and penalties associated with our uncertain tax benefits as a component of the income tax benefit (provision) . Commitments and contingencies We are subject to various legal proceedings, regulatory proceedings and claims, the outcomes of which are subject to uncertainty. We record an estimated loss from a loss contingency, with a corresponding charge to income, if it is probable that an asset has been impaired or a liability has been incurred and the amount of the loss can be reasonably estimated. Where there is a reasonable possibility that a loss has been incurred we provide disclosure of such contingencies (see Note 8). Ordinary shares and paid-in capital Ordinary shares are classified as equity. Shares are classified as equity when there is no obligation to transfer cash or other assets to the respective holder. Incremental costs directly attributable to the issuance of ordinary shares are recognized as a reduction of equity, net of any tax effects. Dividends We must comply with the provisions of Dutch law, our Articles of Association and the covenants in our Senior Secured Credit Facility (as defined in Note 15 ) if we want to pay cash dividends. We currently intend to retain any earnings for future operations and expansion. Any future determination to pay dividends will be at the discretion of our shareholders at our general meeting of shareholders (the “General Meeting”), subject to a proposal from our board of directors, and will depend on our actual and projected financial condition, liquidity and results of operations, capital requirements, prohibitions and other restrictions contained in current or future financing instruments and applicable law, and such other factors as our board of directors deems relevant. Preferred Shares We previously issued cumulative redeemable preferred shares (“Preferred Shares”) that could be converted to ordinary shares at the option of the holder or redeemed by such holder or us under certain conditions. Preferred Shares were reported as a temporary equity instrument (see Note 13 ). There were no Preferred Shares outstanding as of December 31, 2019 or 2018 . Debt Debt is carried at amortized cost. Any difference between the proceeds (net of debt issuance costs) and the redemption value is recognized as an adjustment to interest expense over the term of the debt using the effective interest rate method. Debt issuance costs are recorded in the Consolidated Balance Sheet as a direct deduction from the carrying amount and amortized over the term of the debt utilizing the effective interest rate method. Capitalized interest directly attributable to the acquisition, construction or production of qualifying assets, which are assets that take a substantial period of time to get ready for their intended use, is recognized as part of the cost of such assets until the time the assets are substantially ready for their intended use. Capitalized interest is subsequently recognized as depreciation expense in the Consolidated Statements of Operations once the assets are placed into service. Goodwill Goodwill arises in connection with business combinations and is generally allocated to our reporting units, which are also our operating segments, based on their relative fair values. Goodwill is reviewed for impairment annually or more frequently if events or changes in circumstances indicate a potential impairment. We completed our most recent annual impairment assessment for our goodwill associated with the reporting units within our Yucatán Peninsula and Jamaica reportable segments as of July 1, 2019 and October 1, 2019 , respectively, and concluded that goodwill was no t impaired as of the testing date. Subsequent to the initial testing date, we recognized an impairment loss of $6.2 million at our Panama Jack Playa del Carmen reporting unit (see Note 19). When evaluating goodwill for potential impairment, we are permitted to first assess qualitative factors to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying amount. If we cannot determine qualitatively that the fair value is in excess of the carrying value, or if we decide to bypass the qualitative assessment for any reporting unit in any period, we perform a quantitative analysis. The quantitative test is used to identify both the existence of impairment and the amount of the impairment loss by comparing the estimated fair value of the reporting unit to its carrying value, including goodwill. We generally estimate the fair value of a reporting unit using a combination of the discounted cash flow approach and the market multiple or market transaction approach. If the carrying amount of a reporting unit exceeds its fair value, an impairment loss is recognized in an amount equal to the excess, limited to the total amount of goodwill allocated to the reporting unit. Other intangible assets The useful life for definite lived intangibles is determined to be equal to their economic life. An impairment loss is recognized for our indefinite or definite lived assets when the amount by which the asset’s carrying amount exceeds its recoverable amount. No impairment was recognized for the years ended December 31, 2019 , 2018 and 2017 . Revenue recognition Revenue is recognized on an accrual basis when the rooms are occupied and services have been rendered. We primarily derive our revenue from the following sources: • Package revenue: Revenues derived from all-inclusive packages purchased by our guests, which include room accommodations, food and beverage services and entertainment activities, are included in the package revenue line item of the Consolidated Statements of Operations and are considered one performance obligation. Contract liabilities consist of advanced deposits received from customers which are deferred until the rooms are occupied and the services have been rendered. Advance deposits are included in trade and other payables in the Consolidated Balance Sheet. Revenue is measured at the fair value of the consideration received or receivable, stated net of estimated discounts, rebates and value added taxes and recognized when our performance obligation of all-inclusive services is considered transferred to the customer. • Non-package revenue: Revenue associated with upgrades, premium services and amenities that are not included in the all-inclusive package. This includes, but is not limited to, premium rooms, dining experiences, wines and spirits and spa packages which are included in the non-package revenue line item of the Consolidated Statements of Operations . Revenue is recognized based on the agreed upon price after the completion of the sale when the product or service is transferred to the customer. Food and beverage revenue not included in a guest’s all-inclusive package is recognized when the goods are consumed. • Management fees: Management fees are derived from resorts that we manage, typically under long-term contracts with the property owner. Management fees are typically composed of a base fee, which is computed as a percentage of resort revenue, and an incentive fee, which is computed as a percentage of resort profitability. We recognize revenue over the term of the service period as the third-party owners benefit from our management services. Revenue from management contracts is included in the management fees line item of the Consolidated Statements of Operations . • Cost reimbursements: Cost reimbursements are derived from the reimbursement of certain costs incurred by Playa on behalf of resorts managed by Playa and owned by third parties. These revenues are fully offset by reimbursed costs and have no impact on net income. Cost reimbursements are recognized when agreed upon reimbursable costs are incurred from managing hotels owned by third-parties and included in the cost reimbursements line item of the Consolidated Statements of Operations . Revenue from operations in the Dominican Republic is net of statutory withholding of $3.8 million , $5.0 million and $5.2 million for the years ended December 31, 2019 , 2018 and 2017 , respectively. Cash and cash equivalents Cash and cash equivalents are comprised of cash balances and highly liquid cash deposits with maturities at the date of the acquisition of three months or less, which are readily convertible to known amounts of cash and are subject to an insignificant risk of changes in value. We classify these cash instruments as Level 1. Financial instruments that potentially subject us to a concentration of credit risk consist of cash on deposit at financial institutions where the deposits are either uninsured or in excess of insured limits and money market fund balances. Substantially all of our cash is held by financial institutions that we believe are of high-credit quality. Restricted cash Restricted cash consists of cash balances restricted in use by contractual obligations with third-parties. Trade and other receivables, net Trade and other receivables include amounts due from guests and vendors for merchandise sold or services performed in the ordinary course of business as well as other miscellaneous receivables, such as insurance. Collection of these amounts is expected in one year or less. When necessary, the carrying amount of our receivables is reduced by an allowance for doubtful accounts that reflects our estimate of amounts that will not be collected. When a trade receivable is considered uncollectible, it is written off against the allowance for doubtful accounts. Subsequent recoveries of amounts previously written off are credited against the allowance accounts. Changes in the carrying amount of the allowance for doubtful accounts are recognized as bad debt expense within selling, general and administrative expenses in the Consolidated Statements of Operations . Inventories Inventories consist of food, beverages and other items related to consumption and are valued at the lower of cost or net realizable value. Cost is determined using the weighted-average cost method, not to exceed the market value. Advertising costs Advertising costs are expensed as incurred or the first time the advertising takes place. For the years ended December 31, 2019 , 2018 and 2017 , we recorded advertising costs of $26.6 million , $27.3 million and $27.5 million , respectively. Advertising costs are presented in the Consolidated Statements of Operations within selling, general and administrative expenses. Share-based compensation We have an equity incentive plan that provides for the grant of share options, share appreciation rights, restricted shares, share units, unrestricted shares, dividend equivalent rights, performance shares and other performance-based awards, other equity-based awards, and cash bonus awards. We recognized share based compensation based on the following scenarios: • Awards vesting with the passage of time: Share-based compensation is measured at the fair value of the award on the date of grant and recognized as an expense on a straight-line basis over the vesting period. • Awards vesting with market conditions: The conditions are incorporated into the fair value measurement and recognized as an expense on a straight-line basis over the vesting period. The compensation expense is not adjusted if the conditions are not met. The determination of fair value on the date of grant is subjective and involves significant estimates and assumptions including expected volatility of our shares, expected dividend yield, expected term and assumptions of whether these awards will achieve performance thresholds. • Awards vesting with performance conditions: Compensation expense is recognized when it becomes probable that the performance criteria specified in the awards will be achieved and, accordingly, the compensation value is adjusted following the changes in the estimates of shares likely to vest based on the performance criteria. The effects of forfeitures are recognized in compensation expense when they occur. Derivative financial instruments Derivative financial instruments are initially recorded at fair value on the date on which a derivative contract is entered into and are subsequently remeasured to fair value at period end. As of March 20, 2019, we elected to adopt hedge accounting and designate our existing interest rate swaps as cash flow hedges. Changes in the fair value of a derivative contract that is qualified, designated and highly effective as a cash flow hedge are recorded in total other comprehensive (loss) income in our Consolidated Statements of Comprehensive (Loss) Income and reclassified into interest expense in our Consolidated Statements of Operations in the same period or periods during which the hedged transaction affects earnings. If a derivative contract does not meet this criteria, then the change in fair value is recognized in earnings. Accounting standards The following table provides a brief description of recent accounting pronouncements (Accounting Standards Update or “ASU”) issued by the Financial Accounting Standards Board (“FASB”) that could have a material effect on our financial statements: Standards adopted Standard Description Date of Adoption Effect on the Financial Statements or Other Significant Matters ASU No. 2016-02, Leases (Topic 842) This standard introduces a lessee model that brings most leases on the balance sheet. This will increase a lessee’s reported assets and liabilities—in some cases very significantly. Lessor accounting remains substantially similar to current U.S. GAAP. January 2019 We adopted ASU No. 2016-02 using the transition method outlined in ASU No. 2018-11, Leases (Topic 842): Targeted Improvements , resulting in no cumulative adjustment to accumulated deficit as our lease portfolio consists solely of operating leases. Refer to Note 9 for further discussion. ASU No. 2018-02, Income Statement-Reporting Comprehensive Income (Topic 220) This standard provides guidance regarding the treatment of stranded income tax effects in accumulated other comprehensive income resulting from the Tax Cuts and Jobs Act of 2017. Entities can make an election to reclassify these stranded income tax effects from accumulated other comprehensive income to retained earnings. January 2019 We adopted ASU No. 2018-02 and concluded that the effect on our Consolidated Financial Statements was immaterial. The tax effects presented in accumulated other comprehensive loss relate to our employee benefit plan and have been historically immaterial. Standards not yet adopted Standard Description Date of Adoption Effect on the Financial Statements or Other Significant Matters ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement (as amended by ASU No. 2018-19) This standard amends FASB’s guidance on the impairment of financial instruments by adding an impairment model (known as the current expected credit loss (CECL) model) that is based on expected losses rather than incurred losses. Under the new guidance, an entity recognizes as an allowance its estimate of expected credit losses. January 2020 The adoption of ASU No. 2016-13 is not expected to have a material effect on our Consolidated Financial Statements. Our financial instruments that are subject to credit risk primarily include trade accounts receivable, which are short term in nature. Further, we evaluated our historical credit losses of trade accounts receivables for the years 2014 through 2019, noting that they were immaterial. Upon adoption of ASU No. 2016-13, our credit losses will be determined by applying an expected loss rate to the outstanding balance of accounts receivable for each of our reportable segments (refer to Note 20) and our corporate entities. The expected loss rates for our reportable segments and corporate entities were determined primarily using historical credit losses, which are not expected to significantly differ from what is currently expected over the life of our trade receivables. ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement The standard modifies the disclosure requirements of ASC 820 by eliminating and modifying certain disclosures related to the fair value hierarchy and adding new disclosures related to Level 3 fair value measurements. January 2020 We do not expect the adoption of ASU No. 2018-13 to have a material impact on our disclosures as we do not have any recurring or nonrecurring Level 3 fair value measurements as of December 31, 2019. ASU No. 2018-14, Compensation-Retirement Benefits-Defined Benefit Plans-General (Subtopic 715-20): Disclosure Framework—Changes to the Disclosure Requirements for Defined Benefit Plans The standard adds requirements for an entity to disclose (i) the weighted-average interest crediting rates used in cash balance pension plans, (ii) a description of the reasons for significant gains and losses affecting the benefit obligation and (iii) an explanation of any other significant changes in the benefit obligation or plan assets. It also removes certain disclosures for defined benefit plans. January 2020 We do not expect the adoption of ASU No. 2018-14 to have a material impact on our disclosures. We do not have a cash balance pension plan and do not expect gains or losses on our pension obligation to be material to the Consolidated Financial Statements based on our resort portfolio as of December 31, 2019. ASU No. 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract The standard aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. January 2020 We do not expect the adoption of ASU No. 2018-15 to have a material impact on our Consolidated Financial Statements as implementation costs for our hosting arrangements that are service contracts have historically been immaterial. ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes The standard simplifies the accounting for income taxes, eliminates certain exceptions within ASC 740, Income Taxes , and clarifies certain aspects of the current guidance to promote consistency among reporting entities. January 2021 We are in the process of evaluating the impact of ASU No. 2019-12. We expect the adoption of this standard to result in changes to deferred tax liabilities and deferred income tax expense for our resorts located in the Dominican Republic, which are subject to hybrid tax regimes. |
Revenue
Revenue | 12 Months Ended |
Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue The following tables present our revenues disaggregated by geographic segment (refer to discussion of our reportable segments in Note 20 ) ( $ in thousands) : Year Ended December 31, 2019 Yucatán Peninsula Pacific Coast Dominican Jamaica Other Total Package revenue $ 212,794 $ 76,056 $ 75,874 $ 173,364 $ — $ 538,088 Non-package revenue 31,282 12,620 15,067 31,164 24 90,157 Management fees — — — — 1,820 1,820 Cost reimbursements — — — 4,678 1,734 6,412 Total revenue $ 244,076 $ 88,676 $ 90,941 $ 209,206 $ 3,578 $ 636,477 Year Ended December 31, 2018 Yucatán Peninsula Pacific Coast Dominican Republic Jamaica Other Total Package revenue $ 236,815 $ 75,506 $ 104,858 $ 114,569 $ 342 $ 532,090 Non-package revenue 30,141 13,866 20,279 18,941 (37 ) 83,190 Management fees — — — — 755 755 Cost reimbursements — — — — 978 978 Total revenue $ 266,956 $ 89,372 $ 125,137 $ 133,510 $ 2,038 $ 617,013 Year Ended December 31, 2017 Yucatán Peninsula Pacific Coast Dominican Republic Jamaica Other Total Package revenue $ 242,296 $ 76,170 $ 104,167 $ 58,542 $ — $ 481,175 Non-package revenue 34,440 14,775 19,958 9,054 3 78,230 Management fees — — — — 140 140 Total revenue $ 276,736 $ 90,945 $ 124,125 $ 67,596 $ 143 $ 559,545 Performance obligations We recognize revenues when the performance obligations are satisfied by transferring control of the product or service to our customers as described in Note 2. We do not disclose the value of unsatisfied performance obligations for contracts with consideration determined by our performance completed to date or with an expected length of one year or less. Due to the nature of our business, our revenue is not significantly impacted by refunds. Cash payments received in advance of guests staying at our resorts are refunded to hotel guests if the guest cancels within the specified time period, before any services are rendered. Refunds related to service are generally recognized as an adjustment to the transaction price at the time the hotel stay occurs or services are rendered. Contract assets and liabilities We do not have any material contract assets as of December 31, 2019 and 2018 other than trade and other receivables on our Consolidated Balance Sheet. Our receivables are primarily the result of contracts with customers, which are reduced by an allowance for doubtful accounts that reflects our estimate of amounts that will not be collected. We record contract liabilities when cash payments are received or due in advance of guests staying at our resorts, which are presented as advance deposits (see Note 19) within trade and other payables on our Consolidated Balance Sheet. Our advanced deposits are generally recognized as revenue within one year. Contract costs We consider sales commissions earned to be incremental costs of obtaining a contract with our customers. As a practical expedient, we expense these costs as incurred when the period to be benefited is less than one year. |
Business combinations
Business combinations | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
Business combinations | Business combinations Business combination with the Sagicor Parties On February 26, 2018, we entered into a Share Exchange Implementation Agreement with JCSD Trustee Services Limited, X Fund Properties Limited, Sagicor Pooled Investment Funds Limited, and Sagicor Real Estate X Fund Limited (collectively, the “ Sagicor Parties ”), as amended by that certain First Amendment to Share Exchange Implementation Agreement dated May 31, 2018 (as amended, the “Contribution Agreement”). Pursuant to the Contribution Agreement, the Sagicor Parties agreed to contribute a portfolio of the following assets (the “ Sagicor Assets ”) to a subsidiary of ours in exchange for consideration consisting of a combination of our ordinary shares and cash: • The Hilton Rose Hall Resort & Spa ; • The Jewel Runaway Bay Beach Resort & Waterpark ; • The Jewel Dunn’s River Beach Resort & Spa ; • The Jewel Paradise Cove Beach Resort & Spa ; • The 88 units comprising one of the towers in the multi-tower condominium and spa at the Jewel Grande Montego Bay Resort & Spa ; • Developable land sites adjacent to the Jewel Grande Montego Bay Resort & Spa and the Hilton Rose Hall Resort & Spa ; • The management contract for the units owned by the Sagicor Parties at the Jewel Grande Montego Bay Resort & Spa ; and • All of the Sagicor Parties’ rights to “The Jewel” hotel brand. On June 1, 2018 (the “Acquisition Date”), we consummated our acquisition of the Sagicor Assets for total consideration, after prorations and working capital adjustments, of $308.5 million . We accounted for the acquisition as a business combination in accordance with Accounting Standards Codification (“ASC”) 805, Business Combinations , and allocated the purchase price to the fair values of assets acquired and liabilities assumed. The business combination with the Sagicor Parties allows us to expand our portfolio of resorts in the all-inclusive segment of the lodging industry, capitalize on opportunities for growth and create significant operational synergies. The following table summarizes the fair value of each class of consideration transferred to the Sagicor Parties on the Acquisition Date ( $ in thousands, except share data ): Cash consideration, net of cash acquired of $0.1 million $ 93,128 Ordinary shares (20,000,000 shares at the Acquisition Date closing price of $10.77 per share, €0.10 par value) 215,400 Total purchase consideration $ 308,528 Fair values of assets acquired and liabilities assumed The following table presents our estimates of fair values of the assets that we acquired and the liabilities that we assumed on the Acquisition Date as previously disclosed in our Annual Report on Form 10-K for the year ended December 31, 2018 filed with the SEC on February 28, 2019 and as finalized during the three months ended June 30, 2019 ($ in thousands) : June 1, 2018 (as previously reported) Adjustments (1) June 1, 2018 (as finalized) Total purchase consideration $ 308,528 $ — $ 308,528 Net assets acquired Working capital (1,665 ) — (1,665 ) Property and equipment 304,299 (5,950 ) 298,349 Identifiable intangible assets and liabilities (449 ) — (449 ) Deferred income taxes (25,582 ) 5,099 (20,483 ) Goodwill 31,925 851 32,776 Total net assets acquired $ 308,528 $ — $ 308,528 ________ (1) In addition to the adjustments recorded during the measurement period, we recognized adjustments to deferred income taxes and goodwill representing an immaterial correction of an error for acquired property and equipment in the third quarter of 2019. The adjustments made in the third quarter of 2019 were not significant to our previously reported Consolidated Financial Statements. Property and equipment Property and equipment primarily consists of the all-inclusive resorts and adjacent developable land sites. We estimated the value of the acquired property and equipment using a combination of the income and market approaches, which are primarily based on significant Level 2 and Level 3 assumptions (as described in Note 17), such as estimates of future income growth, capitalization rates, discount rates, and capital expenditure needs of the Sagicor Assets. Identified intangible assets and liabilities The following table presents our estimates of the fair values of the identified intangible asset and liability and their related estimated useful lives ($ in thousands) : Balance Sheet Classification Estimated Fair Value Weighted-Average Amortization Period (in years) Management contract Other intangible assets $ 1,900 20 Unfavorable ground lease liability Other liabilities (2,349 ) 22 Total identifiable intangibles acquired $ (449 ) We estimated the value of the management contract using the multi-period excess earnings valuation method, which is a variation of the income valuation approach. This method estimates an intangible asset’s value based on the present value of its incremental after-tax cash flows. This valuation approach utilizes Level 3 inputs (as described in Note 17). Deferred income taxes Deferred income taxes primarily relate to the fair value of non-current assets and liabilities acquired from the Sagicor Parties , including property and equipment and intangible liabilities. We calculated deferred income taxes based on the statutory rate in the jurisdiction of the legal entities where the acquired non-current assets and liabilities are recorded. Deferred tax assets, net of a $0.7 million valuation allowance, were $0.2 million and deferred tax liabilities were $20.7 million related to the acquisition. Goodwill The excess of the purchase consideration over the aggregate fair values of assets acquired and liabilities assumed was recorded as goodwill. The goodwill recognized is attributable primarily to expected synergies and future growth opportunities of our combined operations and is not deductible for income tax purposes. Goodwill related to the business combination was recognized at the Jamaica reportable segment (refer to discussion of our reportable segments in Note 20). Pro forma results of operations The following unaudited pro forma results of operations were prepared as though the business combination was completed on January 1, 2017 . This unaudited pro forma financial information does not necessarily reflect the results of operations of Playa that actually would have resulted had the acquisition of the Sagicor Assets occurred at the date indicated, nor does it project the results of operations of Playa for any future date or period ($ in thousands, except per share amounts) : Year Ended December 31, 2018 2017 Pro forma revenue $ 666,778 $ 662,669 Pro forma net income $ 31,511 $ 3,497 The unaudited pro forma financial information for the years ended December 31, 2018 and 2017 includes adjustments for: • Depreciation and amortization expense resulting from the estimated fair values of acquired property and equipment and identifiable definite-lived intangible assets and liabilities, respectively; • Elimination of the Sagicor Assets’ management fees and interest expense; • Interest expense resulting from the issuance of a $100.0 million term loan add-on; and • Related income tax effects. For the year ended December 31, 2018 , we incurred $2.9 million in transaction costs related to the acquisition and $1.3 million in transaction costs related to the issuance of the $100.0 million term loan add-on. These costs are recorded within selling, general and administrative expenses in the Consolidated Statements of Operations and are reflected in unaudited pro forma net income for the year ended December 31, 2017 in the table above. Sagicor Assets' results of operations The following table presents the results of the Sagicor Assets' operations, which are recorded within our Jamaica reportable segment, included in our Consolidated Statements of Operations for the period from the Acquisition Date through December 31, 2018 ($ in thousands) : June 2, 2018 - December 31, 2018 Revenue $ 55,598 Net income $ 898 Recapitalization transaction At 12:00 a.m. Central European Time on March 12, 2017 , we consummated a business combination (the “Pace Business Combination”) pursuant to that certain transaction agreement by and among us, Playa Hotels & Resorts B.V. (our “Predecessor”), Pace Holdings Corp. (“Pace”) and New Pace Holdings Corp. (“New Pace”), the effects of which replicated the economics of a reverse merger between our Predecessor and Pace. In connection with the Pace Business Combination, Pace formed Porto Holdco B.V., a Dutch private limited liability company (besloten vennootschap met beperkte aansprakelijkheid), as a wholly-owned subsidiary to facilitate the reverse merger with our Predecessor. Prior to the consummation of the Pace Business Combination, Porto Holdco B.V. was converted to a Dutch public limited liability company (naamloze vennootschap) and changed its name to Porto Holdco N.V. Upon the consummation of the Pace Business Combination, our name was changed to Playa Hotels & Resorts N.V. For accounting and financial reporting purposes, the Pace Business Combination was accounted for as a recapitalization of our Predecessor because Pace was incorporated as a special purpose acquisition company and considered a public shell company. Our Predecessor also maintained effective control of the combined entity because our Predecessor's operations comprise the ongoing operations of the combined entity, our Predecessor's senior management became the senior management of the combined entity and our Predecessor's directors were appointed to, and constitute the majority of, the combined entity's board of directors. Accordingly, no step-up in basis of assets or goodwill was recorded. The Consolidated Financial Statements presented herein are those of our Predecessor for all periods prior to the completion of the Pace Business Combination. The number of ordinary shares presented as outstanding as of December 31, 2015 totaled 50,481,822 and consisted of the number of ordinary shares issued to Predecessor shareholders. This number of shares was also used to calculate our earnings per share for all periods prior to the Pace Business Combination. The consideration received as a result of the Pace Business Combination is summarized as follows ($ in thousands) : Purchase of all of our Predecessor's cumulative redeemable preferred shares (1) $ 353,873 Net cash transferred from Pace 78,859 Playa employee offering (2) 799 Total consideration transferred $ 433,531 ________ (1) Balance consisted of the face value of our Predecessor's cumulative redeemable preferred shares (“Preferred Shares”) and their associated paid-in-kind (“PIK”) dividends as of March 10, 2017, per the terms of the Pace Business Combination. (2) In connection with the Pace Business Combination, we entered into subscription agreements (the “Subscription Agreements”) with Playa employees, their family members and persons with business relationships with Playa, pursuant to which those persons agreed to purchase 82,751 ordinary shares for an aggregate purchase price of $0.8 million |
Property and equipment
Property and equipment | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property and equipment | Property and equipment The balance of property and equipment is as follows ($ in thousands ): As of December 31, 2019 2018 Property and equipment, gross Land, buildings and improvements $ 1,976,214 $ 1,787,727 Fixtures and machinery 81,437 69,396 Furniture and other fixed assets 228,533 195,036 Construction in progress 42,083 106,520 Total property and equipment, gross 2,328,267 2,158,679 Accumulated depreciation (398,353 ) (350,267 ) Total property and equipment, net $ 1,929,914 $ 1,808,412 Depreciation expense for property and equipment was $100.8 million , $72.3 million and $52.2 million for the years ended December 31, 2019 , 2018 and 2017 , respectively. For the years ended December 31, 2019 , 2018 and 2017 , $13.1 million , $5.2 million and $1.6 million of interest expense was capitalized on qualifying assets, respectively. Interest expense was capitalized using the weighted-average interest rate of the debt. Hyatt Ziva and Hyatt Zilara Cap Cana development On July 12, 2017, we acquired the land for the new Hyatt Ziva and Hyatt Zilara Cap Cana in Punta Cana, Dominican Republic for total consideration of $56.2 million . We paid $45.6 million of the consideration in cash upon closing of the acquisition. The remaining $10.6 million balance was initially due on the earlier of (i) two years from the beginning of construction of the resorts, or the third quarter of 2019, or (ii) the opening of the resorts. However, we received an extension and the payment was remitted during the fourth quarter of 2019. |
Income taxes
Income taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income taxes | Income taxes Net (loss) income before tax is summarized below ($ in thousands) : Year Ended December 31, 2019 2018 2017 Domestic $ (7,030 ) $ (5,168 ) $ (6,066 ) Foreign (14,547 ) 36,344 14,876 Net (loss) income before tax $ (21,577 ) $ 31,176 $ 8,810 The components of our income tax benefit (provision) for the years ended December 31, 2019 , 2018 and 2017 were as follows ($ in thousands) : Year Ended December 31, 2019 2018 2017 Current Domestic $ (8 ) $ (1 ) $ (67 ) Foreign (5,592 ) (9,183 ) (7,967 ) Total current income tax provision (5,600 ) (9,184 ) (8,034 ) Deferred Domestic 7,684 — — Foreign 15,136 (3,015 ) (1,017 ) Total deferred income tax benefit (provision) 22,820 (3,015 ) (1,017 ) Income tax benefit (provision) $ 17,220 $ (12,199 ) $ (9,051 ) Reconciliation of Netherlands statutory income tax rate to actual income tax rate A reconciliation of The Netherlands statutory income tax rate to our effective income tax rate from continuing operations is as follows ($ in thousands) : Year Ended December 31, 2019 2018 2017 Income tax benefit (provision) at statutory rate $ 5,394 25.0 % $ (7,794 ) 25.0 % $ (2,203 ) 25.0 % Differences between statutory rate and foreign rate 18,836 87.3 % 21,629 (69.4 )% 16,277 (184.8 )% Inflation adjustments 4,276 19.8 % 4,848 (15.6 )% 5,009 (56.9 )% Nondeductible interest and expenses (12,043 ) (55.8 )% (7,963 ) 25.5 % (6,975 ) 79.2 % Debt extinguishment and other — — % — — % 536 (6.1 )% Business interruption proceeds — — % — — % (164 ) 1.9 % Goodwill impairment (1,542 ) (7.1 )% — — % — — % Other (60 ) (0.3 )% (193 ) 0.7 % 229 (2.6 )% Foreign exchange rate differences (6,038 ) (28.0 )% (3,561 ) 11.4 % (3,183 ) 36.1 % Dominican Republic tax classification (6,109 ) (28.3 )% (5,145 ) 16.5 % 3,994 (45.3 )% Dutch and U.S. rate change 3,952 18.3 % (13,721 ) 44.0 % (2,590 ) 29.4 % Change in valuation allowance 10,554 48.9 % (299 ) 1.0 % (19,981 ) 226.8 % Income tax benefit (provision) $ 17,220 79.8 % $ (12,199 ) 39.1 % $ (9,051 ) 102.7 % We are domiciled in The Netherlands and are taxed in The Netherlands with our other Dutch subsidiaries. Dutch companies are subject to Dutch corporate income tax at a general tax rate of 25% . For the year ended December 31, 2019 , we recognized an income tax benefit of $17.2 million , resulting in an effective tax rate for the year of 79.8% . The 2019 income tax benefit was driven primarily by an $18.8 million tax benefit from our rate-favorable jurisdictions, a $4.3 million tax benefit associated with inflation adjustments, a $4.0 million tax benefit on measurement of the Dutch deferred tax assets and liabilities pursuant to the Dutch tax rate change and a $10.6 million decrease in our valuation allowance. The income tax benefit was partially offset by the $13.6 million tax expense on non-deductible interest, goodwill impairment expense and other expenses, a $6.1 million expense associated with our Dominican Republic entities and a $6.0 million tax expense associated with foreign exchange rate fluctuations. During the first quarter of 2019, we implemented a new transfer pricing policy, where the intercompany pricing mechanics between our entities are based on the return on operating assets per applicable guidelines defined by the Organization for Economic Cooperation and Development. As a result, certain of our hotel entities that were previously in loss positions became profitable, which resulted in the release of their valuation allowances. Subsequent to the first quarter of 2019, we continued to evaluate our overall global structure and available tax planning strategies. We also evaluated the potential impact of legislative changes in foreign jurisdictions. During the fourth quarter of 2019, we implemented a second new transfer pricing policy, a cost-plus policy for our U.S. management companies, effective on January 1, 2020. As a result, our management company which was previously in a loss position is now expected to be profitable and we released its valuation allowance in the fourth quarter of 2019. The total tax benefit of $20.8 million related to the valuation allowance releases, as well as the other income tax effects related to both policies, have been reflected in the income tax computation for the year ended December 31, 2019. For the year ended December 31, 2018 , we recognized an income tax provision of $12.2 million , resulting in an effective tax rate for the year of 39.1% . The 2018 income tax provision was driven primarily by $13.7 million of tax expense on measurement of the Dutch deferred tax assets and liabilities pursuant to the Dutch tax rate change, an $8.0 million tax expense on non-deductible interest and other expenses, a $5.1 million expense associated with our Dominican Republic entities and a $3.6 million tax expense associated with foreign exchange rate fluctuations. The net income tax expense was partially offset by the tax benefit of $21.6 million from the rate-favorable jurisdictions and a $4.8 million tax benefit associated with inflation adjustments. For the year ended December 31, 2017 , we recognized an income tax provision of $9.1 million , resulting in an effective tax rate for the year of 102.7% . The 2017 income tax provision was driven primarily by $20.0 million tax expense due to additional valuation allowance established on our deferred tax assets, a $3.2 million tax expense associated with foreign exchange rate fluctuations and a $7.0 million tax expense on non-deductible interest and other expenses. The net income tax expense was partially offset by the tax benefit of $16.3 million from the rate-favorable jurisdictions, a $5.0 million tax benefit associated with inflation adjustments and a $4.0 million tax benefit on the reversal of the 2016 tax expense for one of our Dominican Republic entities pursuant to the Advanced Pricing Agreement (“APA”) signed with Dominican Republic tax authorities in December 2017 . This agreement is retroactive to 2016 . We have a taxable presence in a variety of jurisdictions worldwide, most significantly in Mexico, the Netherlands, the Dominican Republic and Jamaica. We have been granted certain “tax holidays,” providing us with temporary income tax exemptions. Specifically, three of our entities in the Dominican Republic are under a tax holiday. Inversiones Vilazul, S.A.S, has a tax exemption through December 31, 2019 . Playa Romana Mar B.V. and Playa Dominican Resorts B.V. are tax exempted for 15 years starting in 2019. Effects of the Dutch Tax Rate Change On December 18, 2018 , the Dutch Senate approved the 2019 tax package. Effective January 1, 2019, the corporate tax rate reduced from 25% to 22.55% for 2020, and 20.5% for 2021 and forward for amounts in excess of €0.2 million . These adjusted rates impact the carrying value of our deferred tax assets that are offset by a full valuation allowance. Additionally, our Netherlands entities have deferred tax liabilities on fixed assets without a valuation allowance. Our Netherlands deferred tax assets decreased $14.4 million and valuation allowance decreased $14.4 million without resulting in financial impact. Our Netherlands deferred tax liabilities on fixed assets decreased by $0.7 million , which has a deferred tax benefit of $0.7 million impact to the financial statement at the year ended December 31, 2018 . On December 17, 2019 , the Dutch Senate approved the 2020 tax package, effective January 1, 2020 . Compared to the 2019 tax package, the 2020 tax package increases the corporate tax rate to 25% for 2020 and increases the corporate tax rate to 21.7% for 2021 and forward for amounts in excess of €0.2 million . These adjusted rates increased the carrying value of our deferred tax assets by $4.2 million , which was offset by a full valuation allowance increase of $4.2 million and resulted in no net financial statement impact. Additionally, our Netherlands deferred tax liabilities on fixed assets increased by $0.2 million , which increased deferred tax expense by $0.2 million for the year ended December 31, 2019 . Dominican Republic Taxes in the Dominican Republic are determined based upon APAs approved by the Ministry of Finance of the Dominican Republic. APAs were signed in December 2017 and remain in effect until 2019 for three of our Dominican Republic hotel entities: Playa Cana, B.V., Playa Romana Mar, B.V. and Inversiones Vilazul, S.A.S. These APAs were extended through 2020. Pursuant to the signed APAs, our Dominican Republic entities are subject to the greater of an income tax, asset tax or gross receipts tax. Our newly built hotel, Playa Dominican Resorts B.V., opened in November 2019 and the APA for this hotel is in the negotiation process. During 2019, our Dominican Republic entities were not subject to income tax. We projected that they will be subject to income taxes in some of the foreseeable years. We infer from ASC 740-10-55-144 that under these circumstances, a hybrid tax rate is applicable to compute deferred tax expenses. As such, for the year ended December 31, 2019, we recorded deferred tax expense of $5.7 million . We will closely monitor the operations of our Dominican Republic entities and update the computation as necessary on a quarterly basis. During 2018 , some of our Dominican Republic entities were subject to income tax. We projected that they will be subject to income taxes in some of the foreseeable years. We infer from ASC 740-10-55-144 that under these circumstances, a hybrid tax rate is applicable to compute deferred tax expenses. As such, for the year ended December 31, 2018 , we recorded current income tax expense of $0.3 million and deferred tax expense of $4.8 million . During 2017, our Dominican Republic entities were not income tax payers and we project the same trend for the foreseeable future; therefore, our Dominican Republic entities are not subject to income tax accounting under U.S. GAAP. As such, the income tax expense recorded at December 31, 2016 was reversed at December 31, 2017. Deferred income taxes Deferred income tax balances reflect the effects of temporary differences between the carrying amounts of assets and liabilities and their tax bases, as well as net operating losses and tax credit carry-forwards. We measure those balances using the enacted tax rates we expect will be in effect when we pay or recover taxes. Deferred income tax assets represent amounts available to reduce income taxes we will pay on taxable income in future years. We evaluate our ability to realize these future tax deductions and credits by assessing whether we expect to have sufficient future taxable income from all sources, including reversal of taxable temporary differences, forecasted operating earnings and available tax planning strategies to utilize these future deductions and credits. We establish a valuation allowance when we no longer consider it more likely than not that a deferred tax asset will be realized. The tax effect of each type of temporary difference and carry-forward that gives rise to a significant portion of our deferred tax assets and liabilities as of December 31, 2019 and 2018 were as follows ($ in thousands) : As of December 31, 2019 2018 Deferred tax assets Advance customer deposits $ 5,074 $ 6,098 Trade payables and other accruals 8,381 5,210 Labor liability accrual 1,020 757 Property and equipment 788 766 Lease obligation 1,123 — Other assets 2,564 — Net operating losses 110,135 98,874 Total deferred tax asset 129,085 111,705 Valuation allowance (79,788 ) (94,575 ) Net deferred tax asset 49,297 17,130 Deferred tax liabilities Accounts receivable and prepayments to vendors 613 1,113 Property and equipment 124,121 119,800 Other liabilities 1,123 823 Total deferred tax liability 125,857 121,736 Net deferred tax liability $ (76,560 ) $ (104,606 ) As of December 31, 2019 and 2018 , we had $35.1 million and $ 18.9 million , respectively, of net operating loss carryforwards in our Mexican subsidiaries that expire in varying amounts from 2020 to 2029. As of December 31, 2019 and 2018 , we had $356.3 million and $349.5 million , respectively, of net operating loss carryforwards in our Dutch subsidiaries that expire in varying amounts from 2020 to 2027. As of December 31, 2019 and 2018 , we had $56.5 million and $61.0 million , respectively, of net operating loss carryforwards in our Jamaica subsidiaries. Jamaican NOLs do not expire, however, the utilization is limited to 50% of taxable income before the net operating loss deduction annually for our legacy Jamaican entity. This 50% cap does not apply to our Jamaican entities formed in 2018 because of the exception that it does not apply during the five years of assessment following the first year of operation of a new trade, profession, or business. As of December 31, 2019 and 2018 , we had $28.5 million and $20.5 million , respectively, of net operating loss carryforwards in our U.S. subsidiary. These carryforwards generated pre-2018 expire in various amounts from 2034 to 2037, while net operating losses generated in 2018 and forward do not expire. As of December 31, 2019 and 2018 , we had no net operating loss carryforwards in our Dominican Republic subsidiary. The ability to utilize the tax net operating losses in any single year ultimately depends upon our ability to generate sufficient taxable income. We have made no provision for foreign or domestic income taxes on the cumulative unremitted earnings of our subsidiaries. We asserted to permanently reinvest the foreign earnings and has no intention to repatriate foreign earnings to the U.S. within the foreseeable future. The change in the valuation allowance established against our deferred tax assets for the years ended December 31, 2019 , 2018 and 2017 is summarized in the following table ($ in thousands) : Balance at January 1 Additions Deductions Balance at December 31 December 31, 2019 $ (94,575 ) $ (7,008 ) $ 21,795 $ (79,788 ) December 31, 2018 $ (98,755 ) $ (23,789 ) $ 27,969 $ (94,575 ) December 31, 2017 $ (81,738 ) $ (19,469 ) $ 2,452 $ (98,755 ) The valuation allowance for each period is used to reduce the deferred tax asset to a more likely than not realizable value. As of December 31, 2019 , our valuation allowance relates primarily to net operating loss carryforwards, which we do not expect to utilize, most notably in Netherlands, and certain legal entities in Mexico and Jamaica. We are subject to income taxes in a variety of jurisdictions worldwide. For our significant jurisdictions, the earliest years that remain subject to examination are 2008 for Mexico, 2017 for Netherlands, 2014 for Jamaica and 2016 for the Dominican Republic and the United States. We consider the potential outcome of current and future examinations in our assessment of our reserve for uncertain tax positions. We had no uncertain tax positions as of December 31, 2019 , 2018 and 2017 . |
Related party transactions
Related party transactions | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Related party transactions | Related party transactions Relationship with Hyatt In connection with the Pace Business Combination, all outstanding Preferred Shares of our Predecessor owned by HI Holdings Playa were purchased at a purchase price of $8.40 per share for $196.0 million in face value and $93.6 million of associated PIK dividends. Subsequent to the Pace Business Combination, Hyatt continued to be a related party due to its ownership of our ordinary shares and representation on our Board of Directors. We pay Hyatt fees associated with the franchise agreements of our resorts operating under the all-ages Hyatt Ziva and adults-only Hyatt Zilara brands and receive reimbursements for guests that pay for their stay using the World of Hyatt ® guest loyalty program. Relationship with Real Shareholder In connection with the Pace Business Combination, all outstanding Preferred Shares of our Predecessor owned by the selling shareholder of Real Resorts (“Real Shareholder”) were purchased at a purchase price of $8.40 per share for $43.5 million in face value and $20.8 million of associated PIK dividends. Upon the consummation of the Pace Business Combination, the Real Shareholder was no longer considered a related party because the Preferred Shares were extinguished in connection with the Pace Business Combination. The Real Shareholder was one of the lenders of our term loan associated with the Senior Secured Credit Facility, as defined in Note 15. Additionally, one of our previous offices in Cancún, Mexico was owned by an affiliate of the Real Shareholder, and we subleased the space from a third party also affiliated with the Real Shareholder. We terminated this lease agreement effective July 1, 2017. Lease payments related to this space were less than $0.1 million for the year ended December 31, 2017 . Relationship with Sagicor In connection with the acquisition of the Sagicor Assets, we issued 20,000,000 of our ordinary shares to affiliates of Sagicor Group Jamaica Limited (Sagicor”). Sagicor is considered a related party due to the ownership of our ordinary shares by its affiliated entities and representation on our Board of Directors. We pay Sagicor for insurance coverage for some of our Jamaica employees and properties. As of December 31, 2018 , we were also owed $4.8 million from Sagicor related to advance deposits and credit card collections which were paid to Sagicor, rather than us, following the acquisition. As of December 31, 2019 , substantially all of this amount has been received. Sagicor is also a part owner of the Jewel Grande Montego Bay Resort & Spa and compensates us as manager of the property. Relationship with Sabre We have a service agreement with Sabre Hospitality Solutions (“Sabre”), a division of Sabre GLBL Inc., for use of a central reservation and direct booking system. Sabre also provides call center services. Sabre is considered a related party as a member of our Board of Directors currently serves on the board of Sabre Corporation, the parent company of Sabre GLBL Inc. Lease with our Chief Executive Officer One of our offices is owned by our Chief Executive Officer and we sublease the space at that location from a third party. Transactions with related parties Transactions between us and related parties during the years ended December 31, 2019 , 2018 and 2017 were as follows ( $ in thousands ): Year Ended December 31, Related Party Transaction 2019 2018 2017 Hyatt Hyatt franchise fees (1) $ 17,423 $ 16,688 $ 14,105 Sagicor Insurance premiums (1) $ 1,659 $ 1,765 $ — Sagicor Cost reimbursements $ 5,142 $ — $ — Sabre Booking and call center services (2) $ 989 $ — $ — Chief Executive Officer Lease expense (2) $ 745 $ 989 $ 1,032 Hyatt and Real Shareholder Dividends on the Preferred Shares (3) $ — $ — $ 7,922 Real Shareholder Deferred consideration accretion (4) $ — $ — $ 36 Real Shareholder Interest expense on related party debt (4) $ — $ — $ 372 ________ (1) Included in direct expense in the Consolidated Statements of Operations with the exception of certain immaterial fees associated with the Hyatt franchise agreements, which are included in selling, general, and administrative expense. (2) Included in selling, general, and administrative expense in the Consolidated Statements of Operations . (3) Included in dividends of cumulative redeemable preferred shares in the Consolidated Statements of Operations . (4) Included in interest expense in the Consolidated Statements of Operations . |
Commitments and contingencies
Commitments and contingencies | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and contingencies | Commitments and contingencies Litigation, claims and assessments We are involved in various claims and lawsuits arising in the normal course of business, including proceedings involving tort and other general liability claims, and workers' compensation and other employee claims. Most occurrences involving liability and claims of negligence are covered by insurance with solvent insurance carriers. We recognize a liability when we believe the loss is probable and reasonably estimable. We currently believe that the ultimate outcome of such lawsuits and proceedings will not, individually or in the aggregate, have a material effect on our Consolidated Financial Statements . The Dutch corporate income tax act provides the option of a fiscal unity, which is a consolidated tax regime wherein the profits and losses of group companies can be offset against each other. Our Dutch companies file as a fiscal unity, with the exception of Playa Romana B.V., Playa Romana Mar B.V. and Playa Hotels & Resorts N.V. Playa Resorts Holding B.V. is the head of our Dutch fiscal unity and is jointly and severally liable for the tax liabilities of the fiscal unity as a whole. During the third quarter of 2015 , we identified and recorded a potential Dutch operating tax contingency resulting from allocations to be made of certain corporate expenses from 2014 and 2015. We provided all requested documentation to the Dutch tax authorities and, in the fourth quarter of 2018, they reached their final determination resulting in a gain of $1.2 million reported in other (expense) income for the year ended December 31, 2018 . As of December 31, 2018 and 2019 , there was no |
Leases
Leases | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Leases | Leases On January 1, 2019, we adopted ASU No. 2016-02, Leases (Topic 842) (“ASU 2016-02”), as described in Note 2, using the transition method outlined in ASU No. 2018-11, Leases (Topic 842): Targeted Improvements . The adoption of ASU 2016-02 resulted in no cumulative adjustment to accumulated deficit as our lease portfolio consists solely of operating leases. The comparative periods presented in our Consolidated Financial Statements are presented in accordance with ASC 840, Leases and do not reflect the impact of ASU 2016-02. On the date of adoption, January 1, 2019, we recorded right-of-use assets of $5.0 million and lease liabilities of $5.3 million related to our portfolio of operating leases (see Note 19 for balances as of December 31, 2019 ). We elected the following practical expedients, as provided under the applicable transition guidance: • Package of practical expedients, which, among other things, allows us to carry forward our prior lease classifications under ASC 840, Leases; and • Recognized lease payments on a straight-line basis over the lease term for all leases with a term of 12 months or less and were not classified on the balance sheet. Our administrative offices, located in Virginia, Florida and Cancún, are leased under various lease agreements that extend for varying periods through 2025, with the option to extend our Cancún and Florida office leases through 2026 and 2030, respectively. The extension options are reasonably certain to be exercised and included in the amounts recorded. Our administrative offices contain lease components (e.g., fixed rent payments) and non-lease components (e.g., common-area maintenance, shared service costs and insurance costs), which we account for separately. The lease components and non-lease components associated with our administrative offices represent the majority of our lease expense and variable lease expense, respectively. Our minimum future lease payments under non-cancelable operating leases with third parties and related parties and lease liability as of December 31, 2019 were as follows ($ in thousands) : As of December 31, 2019 Minimum future lease payments 2020 $ 991 2021 1,036 2022 1,074 2023 786 2024 652 2025 686 Thereafter 2,243 Total minimum future lease payments 7,468 Less: imputed interest (1,260 ) Total lease liability $ 6,208 Our minimum future lease payments at December 31, 2018 payable under non-cancelable operating leases with third parties and related parties were as follows ( $ in thousands ): As of December 31, 2018 2019 $ 1,199 2020 1,031 2021 1,016 2022 1,044 2023 745 Thereafter 3,394 Total minimum future lease payments $ 8,429 The following table presents the components of lease expense and supplemental cash flow information for the year ended December 31, 2019 ($ in thousands) : Year Ended December 31, 2019 Lease expense (1)(2) $ 2,563 Cash paid for amounts included in the measurement of lease liabilities Operating cash outflows for operating leases $ 643 ________ (1) Includes variable lease and short term lease expenses, which are considered individually immaterial. Our lease expense is reported in direct expense and selling, general and administrative expense in the Consolidated Statements of Operations depending on the nature of the lease. (2) Lease expense under ASC 840, Leases, related to our non-cancelable operating leases, including variable lease cost, was $2.4 million and $2.0 million for the years ended December 31, 2018 and 2017 , respectively. The following table presents other relevant information related to our leases as of December 31, 2019 : Weighted-average remaining lease term 7.95 years Weighted-average discount rate (1) 4.54 % ________ (1) The discount rates applied to each lease reflects our estimated incremental borrowing rate which was determined based on lending rates specific to the type of leased real estate. We rent certain real estate to third parties for office and retail space within our hotels. Our lessor contracts are considered operating leases and generally have a contractual term of one to three years . The following table presents our rental income for the year ended December 31, 2019 ($ in thousands) : Leases Financial Statement Classification Year Ended December 31, 2019 Operating lease income (1) Non-package revenue $ 5,105 ________ (1) |
Ordinary shares
Ordinary shares | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Ordinary shares | Ordinary shares As of December 31, 2016 , the number of ordinary shares presented as outstanding totaled 50,481,822 . On March 12, 2017 , 52,982,364 ordinary shares were issued as part of the recapitalization in the Pace Business Combination (see Note 4). On May 22, 2017 , we commenced an offer to exchange 0.1 ordinary shares for each outstanding warrant issued to former shareholders of Pace, former holders of certain privately placed warrants of Pace and our Predecessor's former ordinary shareholders. On June 23, 2017 , a total of 65,933,459 warrants were tendered, resulting in the issuance of 6,593,321 ordinary shares. On July 17, 2017 , 1,066,541 warrants were exchanged for 95,988 ordinary shares. On December 28, 2017 , a member of our Board of Directors waived his previously granted share-based compensation for his services as a member of our Board, and transferred 7,367 ordinary shares back to us for no consideration. The shares are recorded as treasury shares on the Consolidated Balance Sheet as of December 31, 2019 . On June 1, 2018, 20,000,000 ordinary shares were issued as part of the business combination with the Sagicor Parties (see Note 4). On December 14, 2018 , our Board of Directors authorized the repurchase of up to $100.0 million of our outstanding ordinary shares as market conditions and our liquidity warrant. The repurchase program is subject to certain limitations under Dutch law, including existing repurchase authorization granted by our shareholders. Repurchases may be made from time to time in the open market, in privately negotiated transactions or by other means (including Rule 10b5-1 trading plans). Depending on market conditions and other factors, these repurchases may be commenced or suspended from time to time without prior notice. During the three months and year ended December 31, 2019 , we purchased 442,303 and 1,791,487 ordinary shares, respectively, under the repurchase program. The shares repurchased are recorded as treasury shares on the Consolidated Balance Sheet as of December 31, 2019 . As of December 31, 2019 , our ordinary share capital consisted of 129,121,576 ordinary shares outstanding, which have a par value of €0.10 per share. In addition, 3,050,376 restricted shares and 20,367 share units were outstanding under the 2017 Plan (as defined in Note 12). The holders of restricted shares are entitled to vote, but not dispose of, such shares until they vest. The holders of share units are neither entitled to vote nor dispose of such shares until they vest. We previously issued 3,000,000 warrants (the “Earnout Warrants”) which entitle the holders to acquire one ordinary share for each Earnout Warrant for an exercise price of € 0.10 per ordinary share in the event that the price per share underlying the Earnout Warrants on the NASDAQ is greater than $ 13.00 for a period of more than 20 days out of 30 consecutive trading days within the five years after March 11, 2017. The Earnout Warrants expire on March 11, 2022 or earlier upon redemption or liquidation in accordance with their term. On August 8, 2018 , we repurchased 12,230 of the outstanding Earnout Warrants for less than $0.1 million . The Earnout Warrant repurchase resulted in a reduction to paid-in capital and had no impact on our Consolidated Statements of Operations for the year ended December 31, 2018 . As of December 31, 2019 , there were 2,987,770 Earnout Warrants outstanding. |
Warrants
Warrants | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Warrants | Ordinary shares As of December 31, 2016 , the number of ordinary shares presented as outstanding totaled 50,481,822 . On March 12, 2017 , 52,982,364 ordinary shares were issued as part of the recapitalization in the Pace Business Combination (see Note 4). On May 22, 2017 , we commenced an offer to exchange 0.1 ordinary shares for each outstanding warrant issued to former shareholders of Pace, former holders of certain privately placed warrants of Pace and our Predecessor's former ordinary shareholders. On June 23, 2017 , a total of 65,933,459 warrants were tendered, resulting in the issuance of 6,593,321 ordinary shares. On July 17, 2017 , 1,066,541 warrants were exchanged for 95,988 ordinary shares. On December 28, 2017 , a member of our Board of Directors waived his previously granted share-based compensation for his services as a member of our Board, and transferred 7,367 ordinary shares back to us for no consideration. The shares are recorded as treasury shares on the Consolidated Balance Sheet as of December 31, 2019 . On June 1, 2018, 20,000,000 ordinary shares were issued as part of the business combination with the Sagicor Parties (see Note 4). On December 14, 2018 , our Board of Directors authorized the repurchase of up to $100.0 million of our outstanding ordinary shares as market conditions and our liquidity warrant. The repurchase program is subject to certain limitations under Dutch law, including existing repurchase authorization granted by our shareholders. Repurchases may be made from time to time in the open market, in privately negotiated transactions or by other means (including Rule 10b5-1 trading plans). Depending on market conditions and other factors, these repurchases may be commenced or suspended from time to time without prior notice. During the three months and year ended December 31, 2019 , we purchased 442,303 and 1,791,487 ordinary shares, respectively, under the repurchase program. The shares repurchased are recorded as treasury shares on the Consolidated Balance Sheet as of December 31, 2019 . As of December 31, 2019 , our ordinary share capital consisted of 129,121,576 ordinary shares outstanding, which have a par value of €0.10 per share. In addition, 3,050,376 restricted shares and 20,367 share units were outstanding under the 2017 Plan (as defined in Note 12). The holders of restricted shares are entitled to vote, but not dispose of, such shares until they vest. The holders of share units are neither entitled to vote nor dispose of such shares until they vest. We previously issued 3,000,000 warrants (the “Earnout Warrants”) which entitle the holders to acquire one ordinary share for each Earnout Warrant for an exercise price of € 0.10 per ordinary share in the event that the price per share underlying the Earnout Warrants on the NASDAQ is greater than $ 13.00 for a period of more than 20 days out of 30 consecutive trading days within the five years after March 11, 2017. The Earnout Warrants expire on March 11, 2022 or earlier upon redemption or liquidation in accordance with their term. On August 8, 2018 , we repurchased 12,230 of the outstanding Earnout Warrants for less than $0.1 million . The Earnout Warrant repurchase resulted in a reduction to paid-in capital and had no impact on our Consolidated Statements of Operations for the year ended December 31, 2018 . As of December 31, 2019 , there were 2,987,770 Earnout Warrants outstanding. |
Share-based compensation
Share-based compensation | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Share-based compensation | Share-based compensation We adopted our 2017 Omnibus Incentive Plan (the “2017 Plan”) to attract and retain independent directors, executive officers and other key employees and service providers. The 2017 Plan was approved by our Board of Directors and shareholders on March 10, 2017 and was amended on May 16, 2019 to increase the number of ordinary shares authorized and available for grant from 4,000,000 shares to 12,000,000 shares. The Compensation Committee of our Board of Directors may award share options, share appreciation rights, restricted shares, share units, unrestricted shares, dividend equivalent rights, performance shares and other performance-based awards, other equity-based awards and cash bonus awards under the 2017 Plan. As of December 31, 2019 , there were 7,665,750 shares available for future grants under the 2017 Plan. Compensation expense related to the 2017 Plan is recorded within selling, general and administrative expenses in the Consolidated Statements of Operations . Restricted share awards Restricted share awards consist of restricted shares and restricted share units that are granted to eligible employees, executives, and board members and consist of ordinary shares (or the right to receive ordinary shares) subject to restrictions and a risk of forfeiture. Restricted shares issued to employees and executives generally vest over a period of three or five years . Restricted share units generally vest over a period of three years . For restricted share awards with a three -year vesting period, one-third of the award vests on each of the first three anniversaries of the grant date of the award. For restricted share awards with a five -year vesting period, 25% of the award vests on the third anniversary of the grant date of the award, 25% vests on the fourth anniversary of the grant date of the award and 50% vests on the fifth anniversary of the grant date of the award. Restricted share awards issued to our directors for their services as directors generally vest immediately on the grant date of the award. The vesting of restricted share awards is subject to the holder’s continued employment through the applicable vesting date. Unvested restricted share awards will be forfeited if the employee’s or the executive’s employment terminates during the vesting period, provided that unvested restricted share awards will accelerate upon certain terminations of employment as set forth in the applicable award agreements. The holders of restricted shares have the right to vote the restricted shares and receive all dividends declared and paid on such shares, provided that dividends paid on unvested restricted shares will be subject to the same conditions and restrictions applicable to the underlying restricted shares. The holders of restricted share units have no right to vote the underlying shares and may be entitled to be credited with dividend equivalents in respect of each cash dividend declared and paid by us, in an amount per share unit equal to the per-share dividend paid on our ordinary shares, which dividend equivalents will be deemed to have been reinvested in additional restricted share units that are subject to the same terms and conditions applicable to the underlying restricted share units to which they relate. Compensation expense for restricted share awards is measured based upon the fair market value of our ordinary shares at the date of grant and recognized on a straight-line basis over the vesting period. A summary of our restricted share awards from January 1, 2019 to December 31, 2019 is as follows: Number of Shares Weighted-Average Grant Date Fair Value Unvested balance at January 1, 2019 1,718,684 $ 10.19 Granted 1,000,184 7.25 Vested (472,937 ) 9.46 Forfeited (88,595 ) 9.30 Unvested balance at December 31, 2019 2,157,336 $ 9.03 The following table provides additional information on our restricted share awards for the years ended December 31, 2019 , 2018 and 2017 ($ in thousands, except per share data) : Year Ended December 31, 2019 2018 2017 Weighted-average grant date fair value $ 7.25 $ 10.25 $ 10.19 Fair value of vested restricted share awards $ 3,600 $ 1,963 $ 1,545 Share-based compensation expense $ 8,065 $ 5,072 $ 3,587 As of December 31, 2019 , the unrecognized compensation cost related to restricted share awards was $10.8 million and is expected to be recognized over a weighted-average period of 1.9 years . Performance share awards Performance share awards consist of ordinary shares that may become earned and vested based on the achievement of performance targets adopted by our Compensation Committee. The actual number of ordinary shares that ultimately vest will range from 0% to 150% of the target award and will be determined at the end of the three -year performance period based on two performance criteria as defined in the applicable award agreements for the period of performance. Any ordinary shares that ultimately vest based on the achievement of the applicable performance criteria will be deemed to be vested on the date on which our Compensation Committee certifies the level of achievement of such performance criteria. Except in connection with certain qualifying terminations of employment, as set forth in the applicable award agreements, t he awards require continued service through the certification date. The holders of these awards have voting rights equivalent to the target level of ordinary shares granted to the holder and any dividends declared on such shares will be accumulated and paid within 30 days after and to the extent the target ordinary shares vest. The grant date fair value of the portion of the award based on the compounded annual growth rate of our total shareholder return was estimated using a Monte-Carlo model. The table below summarizes the key inputs used in the Monte-Carlo simulation ($ in thousands) : Performance Award Grant Date Percentage of Total Award Grant Date Fair Value by Component Volatility (1) Interest Rate (2) Dividend Yield May 26, 2017 Total Shareholder Return 50 % $ 770 27.02 % 1.39 % — % Adjusted EBITDA Comparison 50 % $ 1,350 — % — % — % January 2, 2018 Total Shareholder Return 50 % $ 860 26.13 % 2.00 % — % Adjusted EBITDA Comparison 50 % $ 1,475 — % — % — % January 2, 2019 Total Shareholder Return 50 % $ 537 27.78 % 2.46 % — % Adjusted EBITDA Comparison 50 % $ 900 — % — % — % September 19, 2019 Total Shareholder Return 50 % $ 287 25.86 % 1.72 % — % Adjusted EBITDA Comparison 50 % $ 448 — % — % — % ________ (1) Expected volatility was determined based on the historical share prices in our industry. (2) The risk-free rate was based on U.S. Treasury zero coupon issues with a remaining term equal to the remaining term of the measurement period. In the table above, the total shareholder return component is a market condition as defined by ASC 718, Compensation—Stock Compensation , and compensation expense related to this component is recognized on a straight-line basis over the vesting period. The grant date fair value of the portion of the awards based on the compounded annual growth rate of our Adjusted EBITDA (as defined in Note 20) was based on the closing stock price of our ordinary shares on such date. The Adjusted EBITDA component is a performance condition as defined by ASC 718, and, therefore, compensation expense related to this component is reassessed at each reporting date based on our estimate of the probable level of achievement, and the accrual of compensation expense is adjusted as appropriate. A summary of our performance share awards from January 1, 2019 to December 31, 2019 is as follows: Number of Shares Weighted-Average Grant Date Fair Value Unvested balance at January 1, 2019 523,545 $ 8.26 Granted 389,862 5.83 Unvested balance at December 31, 2019 913,407 $ 7.22 The following table provides additional information on our performance share awards for the years ended December 31, 2019 , 2018 and 2017 ($ in thousands, except per share data) : Year Ended December 31, 2019 2018 2017 Weighted-average grant date fair value $ 5.83 $ 8.53 $ 7.99 Share-based compensation expense $ 780 $ 1,045 $ 178 As of December 31, 2019 , the unrecognized compensation cost related to performance share awards was $0.9 million and is expected to be recognized over a weighted-average period of 1.7 years . |
Preferred Shares
Preferred Shares | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Preferred Shares | Preferred Shares Prior to the Pace Business Combination, all of our Predecessor's Preferred Shares were purchased at a purchase price of $8.40 per share for an aggregate amount of $353.9 million , which consisted of $239.5 million in face value and $114.4 million of associated PIK dividends. The Preferred Shares issued by our Predecessor were eliminated and extinguished in 2017 as part of the reverse merger in the Pace Business Combination. The extinguishment is reflected as a non-cash financing activity in the Consolidated Statements of Cash Flows . |
Earnings per share
Earnings per share | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Earnings per share | Earnings per share Prior to the Pace Business Combination, our Preferred Shares and their related accumulated non-cash PIK dividends were participating securities. If a dividend was declared or paid on our Predecessor’s ordinary shares, holders of our Predecessor’s ordinary shares and Preferred Shares were entitled to proportionate shares of such dividend, with the holders of our Predecessor's Preferred Shares participating on an as-if converted basis. Under the two-class method, basic (losses) earnings per share (“EPS”) attributable to ordinary shareholders is computed by dividing the net (loss) income attributable to ordinary shareholders by the weighted-average number of ordinary shares outstanding during the period. Net (loss) income attributable to ordinary shareholders is determined by allocating undistributed earnings between ordinary and preferred shareholders. For periods in which there are undistributed losses, there is no allocation of undistributed earnings to preferred shareholders. Diluted EPS attributable to ordinary shareholders is computed by using the more dilutive result of the two-class method, the if-converted method or the treasury stock method. Under the two-class method, the number of shares used in the computation of diluted losses per share is the same as that used for the computation of basic earnings per share for participating securities, as the result would be anti-dilutive. The net income attributable to ordinary shareholders is not allocated to the Preferred Shares until all other reserves have been exhausted or such loss cannot be covered in any other way. Under the if-converted method, the weighted-average number of ordinary shares outstanding includes potentially dilutive ordinary shares and assumes the conversion of the outstanding Preferred Shares of our Predecessor as of the first day of the reporting period. The dilutive effect of awards under our 2017 Plan is reflected in diluted EPS by application of the treasury stock method. Basic and diluted EPS were as follows ( $ in thousands, except share data ): Year Ended December 31, 2019 2018 2017 Numerator Net (loss) income $ (4,357 ) $ 18,977 $ (241 ) Non-cash dividend to warrant holders — — (879 ) Convertible Preferred Share dividends — — (7,922 ) Allocation of undistributed earnings to preferred shareholders (1) — — — Numerator for basic EPS - net (loss) income available to ordinary shareholders (4,357 ) 18,977 (9,042 ) Add back convertible Preferred Share dividends (1) — — — Add back of undistributed earnings to preferred shareholders (1) — — — Numerator for diluted EPS - net (loss) income available to ordinary shareholders after assumed conversions $ (4,357 ) $ 18,977 $ (9,042 ) Denominator Denominator for basic EPS - weighted-average shares 130,023,463 122,150,851 96,896,498 Effect of dilutive securities Unvested restricted share awards — 267,649 — Denominator for diluted EPS - adjusted weighted-average shares 130,023,463 122,418,500 96,896,498 EPS - Basic $ (0.03 ) $ 0.16 $ (0.09 ) EPS - Diluted $ (0.03 ) $ 0.16 $ (0.09 ) _______ (1) For the year ended December 31, 2017, no undistributed earnings were allocated to the preferred shareholders of our Predecessor as we had undistributed losses after deducting Preferred Share dividends of our Predecessor from net income. For the year ended December 31, 2017 , Preferred Share dividends of our Predecessor of $7.9 million were not added back for purposes of calculating diluted EPS because the effect of treating our Predecessor's Preferred Shares as if they had been converted to their 7,898,432 ordinary share equivalents as of January 1, 2017 , was anti-dilutive. For the years ended December 31, 2019 , 2018 and 2017 ; 2,157,336 ; 9,482 and 1,265,830 of unvested restricted share awards, respectively, were not included in the computation of diluted EPS as their effect would have been anti-dilutive. For the years ended December 31, 2019 , 2018 and 2017 ; 913,407 ; 523,545 and 265,222 of unvested performance-based equity awards, respectively, were not included in the computation of diluted EPS after assumed conversions as the performance criteria were not met as of the end of the respective reporting period. For the years ended December 31, 2019 , 2018 and 2017 , outstanding Earnout Warrants to acquire a total of 2,987,770 ; 2,987,770 and 3,000,000 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Debt | Debt Our debt consists of the following ($ in thousands) : As of December 31, 2019 2018 Debt obligations Term Loan (1) $ 986,448 $ 996,548 Revolving Credit Facility (2)(3) 60,000 — Total debt obligations 1,046,448 996,548 Unamortized discount and debt issuance costs Discount on Term Loan (2,168 ) (2,681 ) Unamortized debt issuance costs on Term Loan (3,622 ) (4,480 ) Total unamortized discount and debt issuance costs (5,790 ) (7,161 ) Total debt $ 1,040,658 $ 989,387 ________ (1) Borrowings under the Term Loan bear interest at floating rates equal to one-month London Interbank Offered Rate (“LIBOR”) plus 2.75% (where the applicable LIBOR rate has a 1.0% floor). The interest rate was 4.55% and 5.27% as of December 31, 2019 and 2018 , respectively. Effective March 29, 2018 , we entered into two interest rate swaps to fix LIBOR at 2.85% on $800.0 million of our Term Loan (see Note 16). (2) The commitment fee on the undrawn balance of our Revolving Credit Facility may range from 0.5% to 0.25% depending on certain leverage ratios. The commitment fee was 0.5% on the $40.0 million and $100.0 million undrawn balance as of December 31, 2019 and 2018 , respectively. (3) Draws under the Revolving Credit Facility bear interest at one-month LIBOR plus 3.0% . The weighted-average interest rate on the outstanding balance of our Revolving Credit Facility was 4.72% as of December 31, 2019 . Aggregate debt maturities for future annual periods are as follows ($ in thousands) : As of December 31, 2019 2020 (1) $ 70,100 2021 10,100 2022 10,100 2023 10,100 2024 946,048 Thereafter — Total debt maturities $ 1,046,448 ________ (1) We are not contractually obligated to repay the outstanding balance on our Revolving Credit Facility until 2022; however, we plan to repay the outstanding balance as of December 31, 2019 in 2020. Senior Secured Credit Facility Playa Resorts Holding B.V., a subsidiary of ours, holds a senior secured credit facility (“Senior Secured Credit Facility”), which consisted of a term loan facility which was originally scheduled to mature on August 9, 2018 and a revolving credit facility which was scheduled to mature on August 9, 2018. On April 27, 2017, we entered into the First Amendment to Amended & Restated Credit Agreement (the “First Amendment”), which amended and restated our Senior Secured Credit Facility, consisting of a $530.0 million term loan (the “First Term Loan”) and a revolving credit facility (the “Revolving Credit Facility”) with a maximum aggregate borrowing capacity of $100.0 million which were scheduled to mature on April 27, 2024 and April 27, 2022, respectively. The proceeds received from the First Term Loan were used to repay our existing term loan, $115.0 million of our Senior Notes due 2020 and for other general corporate purposes. On December 6, 2017, we amended our Senior Secured Credit Facility and exercised our option to request an incremental term loan of $380.0 million (the “Second Term Loan”). The interest rate on our First and Second Term Loans was subsequently set to LIBOR plus 3.25% where the applicable LIBOR rate has a 1.0% floor. The proceeds received from the Second Term Loan were used to repay our Senior Notes due 2020. The Second Term Loan, repayment of our existing term loan and repayment of our Senior Notes due 2020 were accounted for as a partial modification and partial extinguishment of debt, which resulted in a loss on extinguishment of debt of $25.1 million for the year ended December 31, 2017 . On June 7, 2018, we entered into the Second Amendment to Amended & Restated Credit Agreement (the “Second Amendment”), which amended the First Amendment to, among other things (i) effect an incremental term loan facility of $100.0 million (the “Incremental Term Loan” and, together with the existing terms loans that were in effect prior to the Second Amendment, the “Term Loan”) pursuant to our option to request incremental loans under the Existing Credit Agreement and (ii) decrease the interest rate applicable to the Term Loan by 0.50% to, at our option, either a base rate plus a margin of 1.75% or LIBOR plus a margin of 2.75% . The other terms to the Senior Secured Credit Facility were not affected by the Second Amendment. The obligations under the Senior Secured Credit Facility are guaranteed by (a) substantially all of our material subsidiaries, subject to certain exceptions and (b) the Company on a limited recourse basis, with such guaranty being collateralized by a lien on the our ordinary shares. The obligations are further collateralized by, among other things, a lien on (i) all hotels located in Mexico, (ii) certain personal property associated with such hotel properties and (iii) pledges of equity interests in certain of our subsidiaries that directly or indirectly own equity interests in any hotel property or certain management companies. Financial maintenance covenants Our Senior Secured Credit Facility requires us to meet a springing leverage ratio financial maintenance covenant, but only if the aggregate amount outstanding on our Revolving Credit Facility exceeds 35% of the aggregate revolving credit commitments as defined in our Senior Secured Credit Facility. On March 19, 2019 , we entered into the Third Amendment to Amended & Restated Credit Agreement (the “Third Amendment”) to exclude the lesser of $50.0 million and the aggregate amount of revolving credit commitments borrowed in connection with the Hyatt Ziva and Hyatt Zilara Cap Cana development project from the calculation of the springing leverage ratio for the period July 1, 2019 through June 30, 2020 . On July 1, 2020 , the springing leverage ratio will be calculated based on the provisions in the Senior Secured Credit Facility as if the Third Amendment had not taken place. We were in compliance with all applicable covenants as of December 31, 2019 |
Derivative financial instrument
Derivative financial instruments | 12 Months Ended |
Dec. 31, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative financial instruments | Derivative financial instruments Interest rate swaps Effective March 29, 2018, we entered into two interest rate swaps to mitigate the interest rate risk inherent to our floating rate debt, including the Revolving Credit Facility and Term Loan. The interest rate swaps are not for trading purposes and have fixed notional values of $200.0 million and $600.0 million . The fixed rate paid by us is 2.85% and the variable rate received resets monthly to the one-month LIBOR rate, which results in us fixing LIBOR at 2.85% on $800.0 million of our Term Loan. The interest rate swaps mature on March 31, 2023 . As of March 20, 2019 , we elected to adopt hedge accounting and designate our interest rate swaps as cash flow hedges. Prior to our adoption of hedge accounting, the change in fair value of our interest rate swaps was recognized through interest expense in the Consolidated Statements of Operations . Following the adoption, the change in the fair value of our interest rate swaps that qualifies as effective cash flow hedges is recorded through other comprehensive loss (“OCI”) in the Consolidated Statements of Comprehensive (Loss) Income . Unrealized gains and losses in accumulated other comprehensive loss (“AOCI”) are reclassified to interest expense as interest payments are made on our variable rate debt. The following tables present the effect of our interest rate swaps, net of tax, in the Consolidated Statements of Comprehensive (Loss) Income and Consolidated Statements of Operations for the years ended December 31, 2019 , 2018 and 2017 ($ in thousands) : Derivative Liabilities Designated as Hedging Instruments 2019 2018 2017 AOCI from our cash flow hedges as of January 1 $ — $ — $ — Change in fair value 5,834 — — Reclassification from AOCI to interest expense 24 — — OCI related to our cash flow hedges for the three months ended March 31 5,858 — — Change in fair value 14,648 — — Reclassification from AOCI to interest expense 136 — — OCI related to our cash flow hedges for the three months ended June 30 14,784 — — Change in fair value 4,912 — — Reclassification from AOCI to interest expense (324 ) — — OCI related to our cash flow hedges for the three months ended September 30 4,588 — — Change in fair value (3,907 ) — — Reclassification from AOCI to interest expense (1,159 ) — — AOCI from our cash flow hedges as of December 31 (1) $ 20,164 $ — $ — ________ (1) As of December 31, 2019 , the total amount expected to be reclassified from AOCI to interest expense during the next twelve months is $6.2 million . Derivative Liabilities Not Designated as Hedging Instruments Financial Statement Classification Year Ended December 31, 2019 2018 2017 Interest rate swaps (1) Interest expense $ 2,715 $ 17,093 $ — ________ (1) Includes the change in fair value of our interest rate swaps and the cash interest paid for the monthly settlements of the derivative prior to our hedge designation date of March 20, 2019 . The following tables present the effect of our interest rate swaps in the Consolidated Balance Sheet as of December 31, 2019 and December 31, 2018 ($ in thousands) : Derivative Liabilities Designated as Hedging Instruments Financial Statement Classification As of December 31, 2019 2018 Interest rate swaps Derivative financial instruments $ 31,932 $ — Derivative Liabilities Not Designated as Hedging Instruments Financial Statement Classification As of December 31, 2019 2018 Interest rate swaps Derivative financial instruments $ — $ 12,476 |
Fair value of financial instrum
Fair value of financial instruments | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair value of financial instruments | Fair value of financial instruments The objective of a fair value measurement is to estimate the price at which an orderly transaction to sell the asset or to transfer the liability would take place between market participants at the measurement date under current market conditions. U.S. GAAP establishes a hierarchical disclosure framework, which prioritizes and ranks the level of observability of inputs used in measuring fair value as follows: • Level 1: Unadjusted quoted prices in active markets for identical assets or liabilities. • Level 2: Unadjusted quoted prices for similar assets or liabilities in active markets, or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are observable for the asset or liability. • Level 3: Inputs are unobservable and reflect our judgments about assumptions that market participants would use in pricing an asset or liability. We believe the carrying value of our financial instruments, excluding our debt, approximate their fair values as of December 31, 2019 and 2018 . We did not have any Level 3 instruments during any of the periods presented in our Consolidated Financial Statements. The following table presents our fair value hierarchy for our financial liabilities measured at fair value on a recurring basis as of December 31, 2019 and 2018 ($ in thousands) : December 31, 2019 Level 1 Level 2 Level 3 Fair value measurements on a recurring basis Interest rate swap $ 31,932 $ — $ 31,932 $ — December 31, 2018 Level 1 Level 2 Level 3 Fair value measurements on a recurring basis Interest rate swap $ 12,476 $ — $ 12,476 $ — The following tables present our fair value hierarchy for our financial liabilities not measured at fair value as of December 31, 2019 and 2018 ($ in thousands) : Carrying Value Fair Value As of December 31, 2019 Level 1 Level 2 Level 3 Financial liabilities not recorded at fair value Term Loan $ 980,658 $ — $ — $ 983,214 Revolving Credit Facility 60,000 — — 60,000 Total liabilities $ 1,040,658 $ — $ — $ 1,043,214 Carrying Value Fair Value As of December 31, 2018 Level 1 Level 2 Level 3 Financial liabilities not recorded at fair value Term Loan $ 989,387 $ — $ — $ 927,025 Revolving Credit Facility — — — — Total liabilities $ 989,387 $ — $ — $ 927,025 The following table summarizes the valuation techniques used to estimate the fair value of our financial instruments measured at fair value on a recurring basis and our financial instruments not measured at fair value: Valuation Technique Financial instruments recorded at fair value Interest rate swaps The fair value of the interest rate swaps is estimated based on the expected future cash flows by incorporating the notional amount of the swaps, the contractual period to maturity, and observable market-based inputs, including interest rate curves. The fair value also incorporates credit valuation adjustments to appropriately reflect nonperformance risk. Financial instruments not recorded at fair value Term Loan The fair value of our Term Loan is estimated using cash flow projections over the remaining contractual period by applying market forward rates and discounting back at the appropriate discount rate. Revolving Credit Facility The valuation technique of our Revolving Credit Facility is consistent with our Term Loan. The fair value of the Revolving Credit Facility generally approximates its carrying value as the expected term is significantly shorter in duration. |
Employee benefit plan
Employee benefit plan | 12 Months Ended |
Dec. 31, 2019 | |
Retirement Benefits [Abstract] | |
Employee benefit plan | Employee benefit plan In accordance with labor law regulations in Mexico, certain employees are legally entitled to receive severance that is commensurate with the tenure they had with us at the time of termination. Our pension obligation is a Level 3 financial instrument that is recorded at fair value and calculated using actuarial valuations by applying the “projected unit credit method.” The fair value as of December 31, 2019 and 2018 was determined based on the EMSSAH-09 and EMSSAM-09 mortality tables and the application of certain assumptions including a discount rate, a salary increase and estimated personnel turnover and disability. Liabilities are recognized as other liabilities in the Consolidated Balance Sheets. Actuarial gains and losses are recognized in the Consolidated Statements of Operations . The following table sets forth our pension obligation, funded status and accumulated pension obligation ( $ in thousands ): As of December 31, 2019 2018 Change in pension obligation Balance at beginning of period $ 5,123 $ 4,456 Service cost 795 674 Interest cost 492 364 Actuarial loss (gain) 881 (187 ) Effect of foreign exchange rates 384 (12 ) Curtailment (171 ) (17 ) Benefits paid (783 ) (155 ) Acquisitions 43 — Balance at end of period $ 6,764 $ 5,123 Underfunded status (6,764 ) (5,123 ) Accumulated pension obligation $ (4,709 ) $ (3,752 ) There were no plan assets as of December 31, 2019 or 2018 as contributions are made only to the extent benefits are paid. The underfunded status of the plan is recorded in other liabilities in the Consolidated Balance Sheets. The following table presents the components of net periodic pension cost ( $ in thousands ): Year Ended December 31, 2019 2018 2017 Service cost $ 795 $ 674 $ 713 Interest cost 492 364 316 Effect of foreign exchange rates 384 (12 ) 149 Amortization of prior service cost 1 25 77 Amortization of gain (20 ) (18 ) (29 ) Compensation-non-retirement post-employment benefits (1 ) (34 ) (53 ) Settlement gain (40 ) — (194 ) Curtailment gain (171 ) (17 ) (34 ) Total net periodic pension cost $ 1,440 $ 982 $ 945 The service cost component of net periodic pension cost is recorded within direct expense in the Consolidated Statements of Operations . All components of net periodic pension cost other than the service cost component are recorded within other (expense) income for all periods presented. The weighted-average assumptions used to determine the pension obligation as of December 31, 2019 and 2018 and the net periodic pension cost for the years ended December 31, 2019 , 2018 and 2017 were as follows: As of December 31, 2019 2018 2017 Discount rate 7.50 % 9.55 % 7.75 % Rate of compensation increase 4.79 % 4.79 % 4.79 % The discount rate reflects the current rate at which our pension obligations could be effectively settled on the measurement date. The discount rate was determined by our actuary based on a yield curve constructed from a portfolio of zero-coupon government bonds for which the timing and amount of cash flows approximate the estimated benefit payments of the plan. The plan’s expected cash flows are then discounted using the applicable spot rate from the yield curve to determine a single effective discount rate. The following table represents our expected plan payments for the next five years and thereafter ( $ in thousands ): As of December 31, 2019 2020 $ 707 2021 551 2022 613 2023 693 2024 742 Thereafter 4,706 Total expected plan payments $ 8,012 |
Other balance sheet items
Other balance sheet items | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Other balance sheet items | Other balance sheet items Trade and other receivables, net The following summarizes the balances of trade and other receivables, net as of December 31, 2019 and 2018 ($ in thousands): As of December 31, 2019 2018 Gross trade and other receivables (1)(2) $ 73,015 $ 65,363 Allowance for doubtful accounts (3) (1,765 ) (593 ) Total trade and other receivables, net $ 71,250 $ 64,770 ________ (1) The opening balance as of January 1, 2018 was $52.3 million . (2) Includes $2.0 million in receivables related to property damage insurance claims as of December 31, 2018 . There were no such receivables as of December 31, 2019 . (3) Recognized an additional $0.8 million in bad debt expense during the year ended December 31, 2019 as a result of the bankruptcy of Thomas Cook, one of our travel partners. Financial instruments that are subject to credit risk consist primarily of trade accounts receivable. Trade accounts receivable are generated from sales of services to customers in the United States, Canada, Europe, Latin America and Asia. Our policy is to mitigate this risk by granting a credit limit to each client depending on the client’s volume and credit quality. In order to increase the initially established credit limit, approval is required from the credit manager. Each hotel periodically reviews the age of the clients’ balances and the balances which may be of doubtful recoverability. We do not require collateral or other security in support of accounts receivable. Allowances are provided for individual accounts receivable when we become aware of a customer’s inability to meet its financial obligations, such as in the case of bankruptcy, deterioration in the customer’s operating results, or change in financial position. If circumstances related to customers change, estimates of the recoverability of receivables would be further adjusted. We also consider broader factors in evaluating the sufficiency of our allowances for doubtful accounts, including the length of time receivables are past due, significant one-time events and historical experience. The gross carrying amount of the trade and other receivables balance is reduced by an allowance for doubtful accounts that reflects our estimate of amounts that will not be collected. The allowance is based on historical loss experience, specific risks identified in collection matters and analysis of past due balances identified in the aging detail. We have not experienced any significant write-offs to our accounts receivable. The change in the allowance for doubtful accounts for the years ended December 31, 2019 , 2018 and 2017 is summarized in the following table ($ in thousands) : Balance at January 1 Additions Deductions Balance at December 31 December 31, 2019 $ (593 ) $ (1,402 ) $ 230 $ (1,765 ) December 31, 2018 $ (785 ) $ (338 ) $ 530 $ (593 ) December 31, 2017 $ (1,061 ) $ (295 ) $ 571 $ (785 ) Prepayments and other assets The following summarizes the balances of prepayments and other assets as of December 31, 2019 and 2018 ($ in thousands) : As of December 31, 2019 2018 Advances to suppliers $ 7,865 $ 9,447 Prepaid income taxes 12,412 7,538 Prepaid other taxes (1) 11,156 10,240 Right of use assets (2) 5,673 — Contract deposit (3) 2,700 2,700 Other assets 4,885 2,692 Total prepayments and other assets $ 44,691 $ 32,617 ________ (1) Includes recoverable value-added tax and general consumption tax accumulated by our Mexico and Jamaica entities, respectively. (2) Represents right of use assets recognized in connection with our adoption of ASU 2016-02 on January 1, 2019 (see Note 9). (3) Represents a cash deposit related to the Sanctuary Cap Cana management contract. The deposit will be used towards a purchase of a partial interest in Sanctuary Cap Cana if we are able to agree on terms. If the purchase is not completed, this amount, together with an additional $0.8 million due, will be treated as key money. Goodwill The gross carrying values and accumulated impairment losses of goodwill by reportable segment (refer to discussion of our reportable segments in Note 20) as of December 31, 2019 and 2018 were as follows ($ in thousands) : Yucatán Peninsula Pacific Coast Dominican Republic Jamaica Total Balance at December 31, 2018 Gross carrying value $ 51,731 $ — $ — $ 31,925 $ 83,656 Accumulated impairment losses — — — — — Net carrying value 51,731 — — 31,925 83,656 Activity during the year Adjustments (1) — — — 851 851 Impairment losses (6,168 ) — — — (6,168 ) Balance at December 31, 2019 Gross carrying value 51,731 — — 32,776 84,507 Accumulated impairment losses (6,168 ) — — — (6,168 ) Net carrying value $ 45,563 $ — $ — $ 32,776 $ 78,339 ________ (1) Represents adjustments to our goodwill from the business combination with the Sagicor Parties during the measurement period (see Note 4). Subsequent to our annual impairment test, the operating performance of our Panama Jack Playa del Carmen reporting unit declined relative to our original expectations and plan. This reporting unit was particularly affected by unfavorable market conditions in the Yucatán Peninsula region and its financial performance did not recover during the fourth quarter of 2019 consistent with our other reporting units in the region. The decline in the reporting unit's current and forecasted cash flows was considered a triggering event for quantitative impairment testing during the fourth quarter of 2019. As a result of our quantitative impairment analysis, we determined that the carrying value of our Panama Jack Playa del Carmen reporting unit exceeded its fair value and we recognized an impairment loss of $6.2 million for the year ended December 31, 2019. The impairment loss was equivalent to the total amount of goodwill allocated to this reporting unit. Other intangible assets Other intangible assets as of December 31, 2019 and 2018 consisted of the following ( $ in thousands ): As of December 31, 2019 2018 Gross carrying value Casino and other licenses (1) $ 875 $ 858 Management contract (2) 1,900 1,900 Enterprise resource planning system (3) 5,187 2,246 Other 3,346 3,027 Total gross carrying value 11,308 8,031 Accumulated amortization Management contract (2) (143 ) (48 ) Enterprise resource planning system (3) (437 ) (67 ) Other (2,320 ) (1,813 ) Total accumulated amortization (2,900 ) (1,928 ) Net carrying value Casino and other licenses (1) 875 858 Management contract (2) 1,757 1,852 Enterprise resource planning system (3) 4,750 2,179 Other 1,026 1,214 Total net carrying value $ 8,408 $ 6,103 ________ (1) Our casino licenses have indefinite lives. Accordingly, there is no associated amortization expense or accumulated amortization. (2) Represents the fair value of a management contract acquired in the business combination with the Sagicor Parties (see Note 4). (3) Represents software development costs incurred to develop and implement SAP as our integrated enterprise resource planning (“ERP”) system, of which $2.6 million and $1.1 million was placed into service in 2019 and 2018 , respectively, and are being amortized over a weighted-average amortization period of 7 years . Amortization expense on our intangible assets was $1.1 million , $1.0 million and $0.9 million for the years ended December 31, 2019 , 2018 and 2017 , respectively. Amortization expense relating to intangible assets with finite lives for the years ended December 31, 2020 to 2024 is expected to be as follows ( $ in thousands ): As of December 31, 2019 2020 $ 1,259 2021 1,101 2022 1,066 2023 919 2024 850 Thereafter 2,338 Total future amortization expense $ 7,533 Trade and other payables The following summarizes the balances of trade and other payables as of December 31, 2019 and 2018 ($ in thousands) : As of December 31, 2019 2018 Trade payables $ 45,299 $ 24,452 Advance deposits (1) 53,769 57,339 Withholding and other taxes payable 46,983 45,274 Interest payable 125 147 Payroll and related accruals 14,547 14,251 Accrued expenses and other payables 20,880 18,137 Total trade and other payables $ 181,603 $ 159,600 ________ (1) The opening balance as of January 1, 2018 was $43.9 million . Other liabilities The following summarizes the balances of other liabilities as of December 31, 2019 and 2018 ($ in thousands) : As of December 31, 2019 2018 Pension obligation $ 6,764 $ 5,123 Cap Cana land purchase obligation — 10,625 Lease liabilities (1) 6,208 — Unfavorable ground lease liability (2) 2,187 2,294 Key money (3) 8,225 1,994 Other 923 1,566 Total other liabilities $ 24,307 $ 21,602 ________ (1) Represents lease liabilities recognized in connection with our adoption of ASU 2016-02 on January 1, 2019 (see Note 9). (2) Represents the unamortized balance of the unfavorable ground lease intangible acquired in the business combination with the Sagicor Parties (see Note 4). (3) Represents the unamortized balance of key money received, which is recorded as a reduction to franchise fees within direct expenses in the Consolidated Statements of Operations . We received $6.5 million and $2.0 million in 2019 and 2018 , respectively. |
Segment information
Segment information | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Segment information | Segment information We consider each one of our owned resorts to be an operating segment, none of which meets the threshold for a reportable segment. We also allocate resources and assess operating performance based on individual resorts. Our operating segments meet the aggregation criteria and thus, we report four separate reportable segments by geography: (i) Yucatán Peninsula, (ii) Pacific Coast, (iii) Dominican Republic, and (iv) Jamaica. For the years ended December 31, 2019 , 2018 and 2017 , we have excluded the immaterial amounts of management fees, cost reimbursements and other from our segment reporting. 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, Chief Financial Officer and Chief Operating Officer, all of whom represent our chief operating decision maker (“CODM”). Financial information for each reportable segment is reviewed by the CODM to assess performance and make decisions regarding the allocation of resources. The performance of our business is evaluated primarily on adjusted earnings before interest expense , income tax benefit (provision) , and depreciation and amortization expense (“ Adjusted EBITDA ”), which should not be considered an alternative to net income (loss) or other measures of financial performance or liquidity derived in accordance with U.S. GAAP. The performance of our segments is evaluated on Adjusted EBITDA before corporate expenses and management fees (“ Owned Resort EBITDA ”). We define Adjusted EBITDA as net (loss) income , determined in accordance with U.S. GAAP, for the period presented, before interest expense , income tax benefit (provision) , and depreciation and amortization expense, further adjusted to exclude the following items: (a) other (expense) income ; (b) pre-opening expense; (c) share-based compensation; (d) other tax expense; (e) transaction expense; (f) severance expense; (g) Jamaica delayed opening accrual reversal; (i) property damage insurance gain; (j) loss on extinguishment of debt; (k) impairment loss; and (l) repairs from hurricanes and tropical storms. There are limitations to using financial measures such as Adjusted EBITDA and Owned Resort EBITDA . For example, other companies in our industry may define Adjusted EBITDA differently than we do. As a result, it may be difficult to use Adjusted EBITDA or similarly named financial measures that other companies publish to compare the performance of those companies to our performance. Because of these limitations, Adjusted EBITDA should not be considered as a measure of the income or loss generated by our business or discretionary cash available for investment in our business and investors should carefully consider our U.S. GAAP results presented in our Consolidated Financial Statements . The following table presents segment Owned Net Revenue, defined as total revenue less compulsory tips paid to employees, cost reimbursements, management fees and other miscellaneous revenue not derived from segment operations, and a reconciliation to total revenue for the years ended December 31, 2019 , 2018 and 2017 ( $ in thousands ): Year Ended December 31, 2019 2018 2017 Owned Net Revenue Yucatán Peninsula $ 235,788 $ 259,393 $ 269,043 Pacific Coast 85,219 86,317 87,519 Dominican Republic 90,783 125,137 124,125 Jamaica 193,558 126,702 65,381 Segment Owned Net Revenue 605,348 597,549 546,068 Other 23 305 3 Management fees 1,820 755 140 Cost reimbursements 6,412 978 — Compulsory tips 22,874 17,426 13,334 Total revenue $ 636,477 $ 617,013 $ 559,545 The following table presents segment Owned Resort EBITDA , Adjusted EBITDA and a reconciliation to net income (loss) for the years ended December 31, 2019 , 2018 and 2017 ( $ in thousands ): Year Ended December 31, 2019 2018 2017 Owned Resort EBITDA Yucatán Peninsula $ 82,534 $ 107,884 $ 113,754 Pacific Coast 31,618 31,038 34,246 Dominican Republic 16,596 41,228 37,506 Jamaica 55,175 32,912 15,976 Segment Owned Resort EBITDA 185,923 213,062 201,482 Other corporate (37,049 ) (34,786 ) (30,757 ) Management fees 1,820 755 140 Total adjusted EBITDA 150,694 179,031 170,865 Interest expense (44,087 ) (62,243 ) (53,661 ) Depreciation and amortization (101,897 ) (73,278 ) (53,131 ) Impairment loss (6,168 ) — — Other (expense) income (3,200 ) 2,822 (1,078 ) Pre-opening expense (1,452 ) (321 ) — Share-based compensation (8,845 ) (6,116 ) (3,765 ) Other tax expense (577 ) (1,633 ) (1,778 ) Transaction expense (6,175 ) (9,615 ) (21,708 ) Severance expense (515 ) (333 ) (442 ) Jamaica delayed opening accrual reversal — 342 203 Property damage insurance gain — 2,212 — Loss on extinguishment of debt — — (25,120 ) Repairs from hurricanes and tropical storms — — (1,807 ) Non-service cost components of net periodic pension cost (1) 645 308 232 Net income before tax (21,577 ) 31,176 8,810 Income tax benefit (provision) 17,220 (12,199 ) (9,051 ) Net (loss) income $ (4,357 ) $ 18,977 $ (241 ) ________ (1) Represents the non-service cost components of net periodic pension cost recorded within other (expense) income in the Consolidated Statements of Operations . We include these costs in calculating Adjusted EBITDA as they are considered part of our ongoing resort operations. The following table presents segment property and equipment, gross and a reconciliation to total property and equipment, net as of December 31, 2019 and 2018 ( $ in thousands ): As of December 31, 2019 2018 Segment property and equipment, gross Yucatán Peninsula $ 865,900 $ 861,380 Pacific Coast 288,358 285,936 Dominican Republic 667,120 501,624 Jamaica 499,569 500,550 Total segment property and equipment, gross 2,320,947 2,149,490 Other corporate 7,320 9,189 Accumulated depreciation (398,353 ) (350,267 ) Total property and equipment, net $ 1,929,914 $ 1,808,412 The following table presents segment capital expenditures and a reconciliation to total capital expenditures for the years ended December 31, 2019 , 2018 and 2017 ( $ in thousands ): Year Ended December 31, 2019 2018 2017 Segment capital expenditures Yucatán Peninsula $ 28,495 $ 16,684 $ 25,438 Pacific Coast 3,144 3,181 4,484 Dominican Republic 178,599 79,543 73,618 Jamaica 5,178 6,262 12,691 Total segment capital expenditures (1) 215,416 105,670 116,231 Other corporate 14,512 5,665 2,604 Total capital expenditures (1) $ 229,928 $ 111,335 $ 118,835 ________ (1) Includes capital expenditures incurred, but not yet paid. |
Quarterly financial information
Quarterly financial information (unaudited) | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly financial information (unaudited) | Quarterly financial information (unaudited) The information for each historical period has been prepared on the same basis as the audited consolidated financial statements and, in our opinion, reflects all adjustments necessary to present fairly our financial results. Operating results for previous periods do not necessarily indicate results that may be achieved in any future period. The following tables set forth the historical unaudited quarterly financial data for the periods indicated ( $ in thousands, except share data ): Three months ended December 31, 2019 September 30, 2019 June 30, 2019 March 31, 2019 Total revenues $ 143,833 $ 132,825 $ 164,023 $ 195,796 Operating (loss) income (15,403 ) (16,458 ) 10,334 47,237 Net (loss) income (17,924 ) (30,461 ) 1,040 42,988 Net (loss) income available to ordinary shareholders $ (17,924 ) $ (30,461 ) $ 1,040 $ 42,988 (Losses) earnings per share - basic $ (0.14 ) $ (0.23 ) $ 0.01 $ 0.33 (Losses) earnings per share - diluted $ (0.14 ) $ (0.23 ) $ 0.01 $ 0.33 Three months ended December 31, 2018 September 30, 2018 June 30, 2018 March 31, 2018 Total revenues $ 151,782 $ 142,812 $ 145,572 $ 176,847 Operating income 13,788 2,984 18,719 55,106 Net (loss) income (14,239 ) (5,422 ) 16,821 21,817 Net (loss) income available to ordinary shareholders $ (14,239 ) $ (5,422 ) $ 16,821 $ 21,817 (Losses) earnings per share - basic $ (0.11 ) $ (0.04 ) $ 0.14 $ 0.20 (Losses) earnings per share - diluted $ (0.11 ) $ (0.04 ) $ 0.14 $ 0.20 |
Subsequent events
Subsequent events | 12 Months Ended |
Dec. 31, 2019 | |
Subsequent Events [Abstract] | |
Subsequent events | Subsequent events For our Consolidated Financial Statements as of December 31, 2019 , we evaluated subsequent events through February 27, 2020 , which is the date the Consolidated Financial Statements were issued. On February 12, 2020 we received $8.5 million in key money in connection with our franchise agreements. On February 18, 2020 and February 25, 2020, we repaid $10.0 million and $5.0 million , respectively, of the outstanding balance on our Revolving Credit Facility. During the period from January 1, 2020 through February 27, 2020, we purchased 340,109 ordinary shares at an average price of $7.35 |
Schedule I - Condensed Financia
Schedule I - Condensed Financial Information of Registrant | 12 Months Ended |
Dec. 31, 2019 | |
Condensed Financial Information Disclosure [Abstract] | |
Schedule I - Condensed Financial Information of Registrant | SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF REGISTRANT Playa Hotels & Resorts N.V. (Parent Company) Balance Sheet ($ in thousands) As of December 31, 2019 2018 ASSETS Cash and cash equivalents $ 327 $ 9,565 Intercompany receivables from subsidiaries 125 236 Prepayments and other assets 119 226 Investment in subsidiaries 809,338 831,542 Total assets $ 809,909 $ 841,569 LIABILITIES AND SHAREHOLDERS' EQUITY Trade and other payables $ 258 $ 1,715 Intercompany payables to subsidiaries — 13 Total liabilities 258 1,728 Total shareholders’ equity 809,651 839,841 Total liabilities and shareholders' equity $ 809,909 $ 841,569 The accompanying notes are an integral part of these Condensed Financial Statements . SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF REGISTRANT Playa Hotels & Resorts N.V. (Parent Company) Statement of Operations ($ in thousands) Year Ended December 31, 2019 2018 2017 Revenue $ — $ — $ — Selling, general and administrative expenses (11,429 ) (8,355 ) (4,988 ) Operating loss (11,429 ) (8,355 ) (4,988 ) Other (expense) income (17 ) 1,382 77 Interest income 29 — 1 Interest expense — (197 ) (4,117 ) Net loss before equity in net income of subsidiaries (11,417 ) (7,170 ) (9,027 ) Equity in net income of subsidiaries 7,060 26,147 8,786 Net (loss) income (4,357 ) 18,977 (241 ) Dividends of cumulative redeemable preferred shares — — (7,922 ) Non-cash dividend to warrant holders — — (879 ) Net (loss) income available to ordinary shareholders $ (4,357 ) $ 18,977 $ (9,042 ) The accompanying notes are an integral part of these Condensed Financial Statements . SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF REGISTRANT Playa Hotels & Resorts N.V. (Parent Company) Statement of Cash Flows ($ in thousands) For the Year Ended December 31, 2019 2018 2017 OPERATING ACTIVITIES Net cash provided by (used in) operating activities $ 4,456 $ (493 ) $ 66,631 INVESTING ACTIVITIES Investment in subsidiaries — (7,000 ) (78,709 ) Return of investment in subsidiaries — 6,784 — Net cash used in investing activities — (216 ) (78,709 ) FINANCING ACTIVITIES Repayment of intercompany loans — (7,500 ) (49,447 ) Repurchase of ordinary shares (13,694 ) (314 ) — Repurchase of Earnout Warrants — (55 ) — Recapitalization transaction — — 79,658 Net cash (used in) provided by financing activities (13,694 ) (7,869 ) 30,211 (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS (9,238 ) (8,578 ) 18,133 CASH AND CASH EQUIVALENTS, BEGINNING OF THE PERIOD $ 9,565 $ 18,143 $ 10 CASH AND CASH EQUIVALENTS, END OF THE PERIOD $ 327 $ 9,565 $ 18,143 SUPPLEMENTAL DISCLOSURES OF NON-CASH INVESTING AND FINANCING ACTIVITIES Non-cash paid-in-kind dividends $ — $ — $ 7,922 Purchase of cumulative redeemable preferred shares $ — $ — $ (239,492 ) Settlement of accrued dividends of cumulative redeemable preferred shares $ — $ — $ (114,381 ) Non-cash transfer of treasury shares $ — $ — $ (80 ) Non-cash investment in subsidiaries $ — $ 225,000 $ — Non-cash return of investment in subsidiaries $ — $ (9,600 ) $ — Par value of vested restricted share awards $ 54 $ 22 $ 17 Par value of ordinary shares issued in exchange for warrants $ — $ — $ 747 Non-cash dividend to warrant holders $ — $ — $ 879 The accompanying notes are an integral part of these Condensed Financial Statements . Playa Hotels & Resorts N.V. (“Playa,” “we,” “us,” or the “Company”) was incorporated as a public limited liability company in the Netherlands concurrent with the Pace Business Combination (as defined in Note 4 of the Consolidated Financial Statements included elsewhere in this filing). Playa became the parent company (holding) of the Company’s portfolio through its wholly-owned subsidiary Playa Resorts Holding B.V. When presenting parent company financial statements (our “Condensed Financial Statements”), the Company accounts for its investment in subsidiaries using the equity method of accounting. The legal entity has guaranteed liabilities of certain consolidated group companies, as meant in article 2:403 of the Netherlands Civil Code. The legal entity is therefore jointly and severally liable for the liabilities arising from the legal acts of those group companies. The Company and its subsidiaries are involved in certain litigation and claims, including claims and assessments with taxing authorities, which are incidental to the conduct of its business. The Dutch corporate income tax act provides the option of a fiscal unity, which is a consolidated tax regime wherein the profits and losses of group companies can be offset against each other. Our Dutch companies file as a fiscal unity, with the exception of Playa Romana B.V., Playa Romana Mar B.V. and Playa Hotels & Resorts N.V. Playa Resorts Holding B.V. is the head of our Dutch fiscal unity and is jointly and severally liable for the tax liabilities of the fiscal unity as a whole. During the third quarter of 2015 , we identified and recorded a potential Dutch operating tax contingency resulting from allocations to be made of certain corporate expenses from 2014 and 2015. We provided all requested documentation to the Dutch tax authorities and, in the fourth quarter of 2018, they reached their final determination resulting in a gain of $1.2 million reported in other income for the year ended December 31, 2018. As of December 31, 2018 and 2019, there was no operating tax contingency outstanding. We received $8.3 million , $0 million and $75.1 million in cash dividends for the years ended December 31, 2019 , 2018 and 2017 |
Significant accounting polici_2
Significant accounting policies (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Basis of preparation, presentation and measurement | Basis of preparation, presentation and measurement Our Consolidated Financial Statements |
Principles of consolidation | Principles of consolidation Our Consolidated Financial Statements include the accounts of Playa and our subsidiaries, all of which we wholly own and control. All intercompany transactions and balances have been eliminated in the consolidation process. |
Use of estimates | Use of estimates The preparation of our Consolidated Financial Statements in conformity with U.S. GAAP 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 revenues and expenses during the reporting periods. Actual results could differ materially from those estimates. We evaluate our estimates and assumptions periodically. Estimates are based on historical experience and on other factors that are considered to be reasonable under the circumstances. Significant accounting policies that require us to exercise judgment or make significant estimates include the fair value of assets and liabilities acquired in business combinations, useful lives of property and equipment, income taxes (including the valuation allowance), commitments and contingencies, long-lived asset and goodwill impairment testing, fair value of restricted share awards with market and performance conditions and fair value of financial instruments. |
Financial instruments | Financial instruments The Consolidated Balance Sheet contains various financial instruments, including, but not limited to, cash and cash equivalents, restricted cash, trade and other receivables, accounts receivable from related parties, certain prepayments and other assets, trade and other payables, payables to related parties, derivative financial instruments, other liabilities including our pension obligation and debt. |
Foreign currency | Foreign currency Our reporting currency is the U.S. dollar. We have determined that the U.S. dollar is the functional currency of all of our international operations. Foreign currency denominated monetary asset and liability amounts are remeasured into U.S. dollars at end-of-period exchange rates. Foreign currency denominated non-monetary assets, such as inventories, prepaid expenses, fixed assets and intangible assets, are recorded in U.S. dollars at historical exchange rates. Foreign currency denominated income and expense items are recorded in U.S. dollars at the applicable daily exchange rates in effect during the relevant period. For purposes of calculating our tax liability in certain foreign jurisdictions, we index our depreciable tax bases in certain assets for the effects of inflation based upon statutory inflation factors. The effects of these indexation adjustments are reflected in income tax benefit (provision) in the Consolidated Statements of Operations . The remeasurement gains and losses related to deferred tax assets and liabilities are reported in the income tax benefit (provision) . Foreign exchange gains and losses are presented in the Consolidated Statements of Operations within other (expense) income |
Business combinations | Business combinations For acquisitions meeting the definition of a business combination, the acquisition method of accounting is used. The acquisition date is the date on which we obtain operating control over the acquired business. The consideration transferred is determined on the acquisition date and is the sum of the fair values of the assets transferred by us, the liabilities assumed by us and equity interests issued by us. Acquisition-related costs, such as professional fees, are excluded from the consideration transferred and are expensed as incurred. Goodwill is measured as the excess of the consideration transferred over the fair value of the net identifiable assets acquired and liabilities assumed. If the consideration transferred is less than the fair value of the net assets acquired and liabilities assumed, the difference is recorded as a bargain purchase gain in profit or loss. |
Property and equipment, net | Property and equipment, net Property and equipment are stated at historical cost less accumulated depreciation. The costs of improvements that extend the life of property and equipment, such as structural improvements, equipment and fixtures, are capitalized. In addition, we capitalize soft costs such as interest, insurance, construction administration and other costs that clearly relate to projects under development or construction. Start-up costs, ongoing repairs and maintenance are expensed as incurred. Buildings that are being developed or closed for substantial redevelopment are carried at cost and no depreciation is recorded on these assets until they are put into or back into service. The useful life of buildings under re-development is re-evaluated upon completion of the projects. Land is not depreciated. Depreciation on other assets is calculated using the straight-line method to allocate their cost to their residual values (if any) over their estimated useful lives, as follows: Buildings 5 to 50 years Fixtures and machinery 7 to 18 years Furniture and other fixed assets 4 to 12 years The assets’ estimated useful lives and residual values are reviewed at the end of each reporting period, with the effect of any changes in estimates accounted for on a prospective basis. |
Income taxes | Income taxes We account for income taxes using the asset and liability method, under which we recognize deferred income taxes for the tax consequences attributable to differences between the financial statement carrying amounts and the tax bases of existing assets and liabilities, as well as for tax loss carryforwards. For purposes of these Consolidated Financial Statements , our income tax benefit (provision) was calculated on a return basis as though we had filed our tax returns in the applicable jurisdictions in which we operate. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in earnings in the period when the new rate is enacted. We provide a valuation allowance against deferred tax assets if it is more likely than not that a portion will not be realized. In assessing whether it is more likely than not that deferred tax assets will be realized, we consider all available evidence, both positive and negative, including our recent cumulative earnings experience and expectations of future available taxable income of the appropriate character by taxing jurisdiction, tax attribute carryback and carry forward periods available to us for tax reporting purposes, and prudent and feasible tax planning strategies. We have only recorded financial statement benefits and liabilities for tax positions which we believe are more likely than not to be sustained upon settlement with a taxing authority. We have established income tax accruals in accordance with this guidance where necessary, such that a benefit is recognized only for those positions which satisfy the more likely than not threshold. Judgment is required in assessing the future tax consequences of events that have been recognized in our Consolidated Financial Statements or tax returns, including the application of the more likely than not criteria. We recognize interest and penalties associated with our uncertain tax benefits as a component of the income tax benefit (provision) . |
Commitments and contingencies | Commitments and contingencies We are subject to various legal proceedings, regulatory proceedings and claims, the outcomes of which are subject to uncertainty. We record an estimated loss from a loss contingency, with a corresponding charge to income, if it is probable that an asset has been impaired or a liability has been incurred and the amount of the loss can be reasonably estimated. Where there is a reasonable possibility that a loss has been incurred we provide disclosure of such contingencies (see Note 8). |
Ordinary shares and paid-in capital and Dividends | Ordinary shares and paid-in capital Ordinary shares are classified as equity. Shares are classified as equity when there is no obligation to transfer cash or other assets to the respective holder. Incremental costs directly attributable to the issuance of ordinary shares are recognized as a reduction of equity, net of any tax effects. Dividends We must comply with the provisions of Dutch law, our Articles of Association and the covenants in our Senior Secured Credit Facility (as defined in Note 15 ) if we want to pay cash dividends. We currently intend to retain any earnings for future operations and expansion. Any future determination to pay dividends will be at the discretion of our shareholders at our general meeting of shareholders (the “General Meeting”), subject to a proposal from our board of directors, and will depend on our actual and projected financial condition, liquidity and results of operations, capital requirements, prohibitions and other restrictions contained in current or future financing instruments and applicable law, and such other factors as our board of directors deems relevant. |
Preferred Shares | Preferred Shares We previously issued cumulative redeemable preferred shares (“Preferred Shares”) that could be converted to ordinary shares at the option of the holder or redeemed by such holder or us under certain conditions. Preferred Shares were reported as a temporary equity instrument (see Note 13 |
Debt | Debt Debt is carried at amortized cost. Any difference between the proceeds (net of debt issuance costs) and the redemption value is recognized as an adjustment to interest expense over the term of the debt using the effective interest rate method. Debt issuance costs are recorded in the Consolidated Balance Sheet as a direct deduction from the carrying amount and amortized over the term of the debt utilizing the effective interest rate method. Capitalized interest directly attributable to the acquisition, construction or production of qualifying assets, which are assets that take a substantial period of time to get ready for their intended use, is recognized as part of the cost of such assets until the time the assets are substantially ready for their intended use. Capitalized interest is subsequently recognized as depreciation expense in the Consolidated Statements of Operations once the assets are placed into service. |
Goodwill | Goodwill Goodwill arises in connection with business combinations and is generally allocated to our reporting units, which are also our operating segments, based on their relative fair values. Goodwill is reviewed for impairment annually or more frequently if events or changes in circumstances indicate a potential impairment. We completed our most recent annual impairment assessment for our goodwill associated with the reporting units within our Yucatán Peninsula and Jamaica reportable segments as of July 1, 2019 and October 1, 2019 , respectively, and concluded that goodwill was no t impaired as of the testing date. Subsequent to the initial testing date, we recognized an impairment loss of $6.2 million at our Panama Jack Playa del Carmen reporting unit (see Note 19). When evaluating goodwill for potential impairment, we are permitted to first assess qualitative factors to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying amount. If we cannot determine qualitatively that the fair value is in excess of the carrying value, or if we decide to bypass the qualitative assessment for any reporting unit in any period, we perform a quantitative analysis. The quantitative test is used to identify both the existence of impairment and the amount of the impairment loss by comparing the estimated fair value of the reporting unit to its carrying value, including goodwill. We generally estimate the fair value of a reporting unit using a combination of the discounted cash flow approach and the market multiple or market transaction approach. If the carrying amount of a reporting unit exceeds its fair value, an impairment loss is recognized in an amount equal to the excess, limited to the total amount of goodwill allocated to the reporting unit. |
Other intangible assets | Other intangible assets |
Revenue recognition | Revenue recognition Revenue is recognized on an accrual basis when the rooms are occupied and services have been rendered. We primarily derive our revenue from the following sources: • Package revenue: Revenues derived from all-inclusive packages purchased by our guests, which include room accommodations, food and beverage services and entertainment activities, are included in the package revenue line item of the Consolidated Statements of Operations and are considered one performance obligation. Contract liabilities consist of advanced deposits received from customers which are deferred until the rooms are occupied and the services have been rendered. Advance deposits are included in trade and other payables in the Consolidated Balance Sheet. Revenue is measured at the fair value of the consideration received or receivable, stated net of estimated discounts, rebates and value added taxes and recognized when our performance obligation of all-inclusive services is considered transferred to the customer. • Non-package revenue: Revenue associated with upgrades, premium services and amenities that are not included in the all-inclusive package. This includes, but is not limited to, premium rooms, dining experiences, wines and spirits and spa packages which are included in the non-package revenue line item of the Consolidated Statements of Operations . Revenue is recognized based on the agreed upon price after the completion of the sale when the product or service is transferred to the customer. Food and beverage revenue not included in a guest’s all-inclusive package is recognized when the goods are consumed. • Management fees: Management fees are derived from resorts that we manage, typically under long-term contracts with the property owner. Management fees are typically composed of a base fee, which is computed as a percentage of resort revenue, and an incentive fee, which is computed as a percentage of resort profitability. We recognize revenue over the term of the service period as the third-party owners benefit from our management services. Revenue from management contracts is included in the management fees line item of the Consolidated Statements of Operations . • Cost reimbursements: Cost reimbursements are derived from the reimbursement of certain costs incurred by Playa on behalf of resorts managed by Playa and owned by third parties. These revenues are fully offset by reimbursed costs and have no impact on net income. Cost reimbursements are recognized when agreed upon reimbursable costs are incurred from managing hotels owned by third-parties and included in the cost reimbursements line item of the Consolidated Statements of Operations |
Cash and cash equivalents | Cash and cash equivalents Cash and cash equivalents are comprised of cash balances and highly liquid cash deposits with maturities at the date of the acquisition of three months or less, which are readily convertible to known amounts of cash and are subject to an insignificant risk of changes in value. We classify these cash instruments as Level 1. Financial instruments that potentially subject us to a concentration of credit risk consist of cash on deposit at financial institutions where the deposits are either uninsured or in excess of insured limits and money market fund balances. Substantially all of our cash is held by financial institutions that we believe are of high-credit quality. |
Restricted cash | Restricted cash Restricted cash consists of cash balances restricted in use by contractual obligations with third-parties. |
Trade and other receivables, net | Trade and other receivables, net Trade and other receivables include amounts due from guests and vendors for merchandise sold or services performed in the ordinary course of business as well as other miscellaneous receivables, such as insurance. Collection of these amounts is expected in one year or less. When necessary, the carrying amount of our receivables is reduced by an allowance for doubtful accounts that reflects our estimate of amounts that will not be collected. When a trade receivable is considered uncollectible, it is written off against the allowance for doubtful accounts. Subsequent recoveries of amounts previously written off are credited against the allowance accounts. Changes in the carrying amount of the allowance for doubtful accounts are recognized as bad debt expense within selling, general and administrative expenses in the Consolidated Statements of Operations . |
Inventories | Inventories Inventories consist of food, beverages and other items related to consumption and are valued at the lower of cost or net realizable value. Cost is determined using the weighted-average cost method, not to exceed the market value. |
Advertising costs | Advertising costs |
Share-based compensation | Share-based compensation We have an equity incentive plan that provides for the grant of share options, share appreciation rights, restricted shares, share units, unrestricted shares, dividend equivalent rights, performance shares and other performance-based awards, other equity-based awards, and cash bonus awards. We recognized share based compensation based on the following scenarios: • Awards vesting with the passage of time: Share-based compensation is measured at the fair value of the award on the date of grant and recognized as an expense on a straight-line basis over the vesting period. • Awards vesting with market conditions: The conditions are incorporated into the fair value measurement and recognized as an expense on a straight-line basis over the vesting period. The compensation expense is not adjusted if the conditions are not met. The determination of fair value on the date of grant is subjective and involves significant estimates and assumptions including expected volatility of our shares, expected dividend yield, expected term and assumptions of whether these awards will achieve performance thresholds. • Awards vesting with performance conditions: Compensation expense is recognized when it becomes probable that the performance criteria specified in the awards will be achieved and, accordingly, the compensation value is adjusted following the changes in the estimates of shares likely to vest based on the performance criteria. The effects of forfeitures are recognized in compensation expense when they occur. |
Derivative financial instruments | Derivative financial instruments Derivative financial instruments are initially recorded at fair value on the date on which a derivative contract is entered into and are subsequently remeasured to fair value at period end. As of March 20, 2019, we elected to adopt hedge accounting and designate our existing interest rate swaps as cash flow hedges. Changes in the fair value of a derivative contract that is qualified, designated and highly effective as a cash flow hedge are recorded in total other comprehensive (loss) income in our Consolidated Statements of Comprehensive (Loss) Income and reclassified into interest expense in our Consolidated Statements of Operations in the same period or periods during which the hedged transaction affects earnings. If a derivative contract does not meet this criteria, then the change in fair value is recognized in earnings. |
Accounting standards | Accounting standards The following table provides a brief description of recent accounting pronouncements (Accounting Standards Update or “ASU”) issued by the Financial Accounting Standards Board (“FASB”) that could have a material effect on our financial statements: Standards adopted Standard Description Date of Adoption Effect on the Financial Statements or Other Significant Matters ASU No. 2016-02, Leases (Topic 842) This standard introduces a lessee model that brings most leases on the balance sheet. This will increase a lessee’s reported assets and liabilities—in some cases very significantly. Lessor accounting remains substantially similar to current U.S. GAAP. January 2019 We adopted ASU No. 2016-02 using the transition method outlined in ASU No. 2018-11, Leases (Topic 842): Targeted Improvements , resulting in no cumulative adjustment to accumulated deficit as our lease portfolio consists solely of operating leases. Refer to Note 9 for further discussion. ASU No. 2018-02, Income Statement-Reporting Comprehensive Income (Topic 220) This standard provides guidance regarding the treatment of stranded income tax effects in accumulated other comprehensive income resulting from the Tax Cuts and Jobs Act of 2017. Entities can make an election to reclassify these stranded income tax effects from accumulated other comprehensive income to retained earnings. January 2019 We adopted ASU No. 2018-02 and concluded that the effect on our Consolidated Financial Statements was immaterial. The tax effects presented in accumulated other comprehensive loss relate to our employee benefit plan and have been historically immaterial. Standards not yet adopted Standard Description Date of Adoption Effect on the Financial Statements or Other Significant Matters ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement (as amended by ASU No. 2018-19) This standard amends FASB’s guidance on the impairment of financial instruments by adding an impairment model (known as the current expected credit loss (CECL) model) that is based on expected losses rather than incurred losses. Under the new guidance, an entity recognizes as an allowance its estimate of expected credit losses. January 2020 The adoption of ASU No. 2016-13 is not expected to have a material effect on our Consolidated Financial Statements. Our financial instruments that are subject to credit risk primarily include trade accounts receivable, which are short term in nature. Further, we evaluated our historical credit losses of trade accounts receivables for the years 2014 through 2019, noting that they were immaterial. Upon adoption of ASU No. 2016-13, our credit losses will be determined by applying an expected loss rate to the outstanding balance of accounts receivable for each of our reportable segments (refer to Note 20) and our corporate entities. The expected loss rates for our reportable segments and corporate entities were determined primarily using historical credit losses, which are not expected to significantly differ from what is currently expected over the life of our trade receivables. ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement The standard modifies the disclosure requirements of ASC 820 by eliminating and modifying certain disclosures related to the fair value hierarchy and adding new disclosures related to Level 3 fair value measurements. January 2020 We do not expect the adoption of ASU No. 2018-13 to have a material impact on our disclosures as we do not have any recurring or nonrecurring Level 3 fair value measurements as of December 31, 2019. ASU No. 2018-14, Compensation-Retirement Benefits-Defined Benefit Plans-General (Subtopic 715-20): Disclosure Framework—Changes to the Disclosure Requirements for Defined Benefit Plans The standard adds requirements for an entity to disclose (i) the weighted-average interest crediting rates used in cash balance pension plans, (ii) a description of the reasons for significant gains and losses affecting the benefit obligation and (iii) an explanation of any other significant changes in the benefit obligation or plan assets. It also removes certain disclosures for defined benefit plans. January 2020 We do not expect the adoption of ASU No. 2018-14 to have a material impact on our disclosures. We do not have a cash balance pension plan and do not expect gains or losses on our pension obligation to be material to the Consolidated Financial Statements based on our resort portfolio as of December 31, 2019. ASU No. 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract The standard aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. January 2020 We do not expect the adoption of ASU No. 2018-15 to have a material impact on our Consolidated Financial Statements as implementation costs for our hosting arrangements that are service contracts have historically been immaterial. ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes The standard simplifies the accounting for income taxes, eliminates certain exceptions within ASC 740, Income Taxes , and clarifies certain aspects of the current guidance to promote consistency among reporting entities. January 2021 We are in the process of evaluating the impact of ASU No. 2019-12. We expect the adoption of this standard to result in changes to deferred tax liabilities and deferred income tax expense for our resorts located in the Dominican Republic, which are subject to hybrid tax regimes. |
Significant accounting polici_3
Significant accounting policies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Schedule of Property and Equipment, Estimated Useful Lives | Land is not depreciated. Depreciation on other assets is calculated using the straight-line method to allocate their cost to their residual values (if any) over their estimated useful lives, as follows: Buildings 5 to 50 years Fixtures and machinery 7 to 18 years Furniture and other fixed assets 4 to 12 years The balance of property and equipment is as follows ($ in thousands ): As of December 31, 2019 2018 Property and equipment, gross Land, buildings and improvements $ 1,976,214 $ 1,787,727 Fixtures and machinery 81,437 69,396 Furniture and other fixed assets 228,533 195,036 Construction in progress 42,083 106,520 Total property and equipment, gross 2,328,267 2,158,679 Accumulated depreciation (398,353 ) (350,267 ) Total property and equipment, net $ 1,929,914 $ 1,808,412 |
Schedule of New Accounting Pronouncements and Changes in Accounting Principles | The following table provides a brief description of recent accounting pronouncements (Accounting Standards Update or “ASU”) issued by the Financial Accounting Standards Board (“FASB”) that could have a material effect on our financial statements: Standards adopted Standard Description Date of Adoption Effect on the Financial Statements or Other Significant Matters ASU No. 2016-02, Leases (Topic 842) This standard introduces a lessee model that brings most leases on the balance sheet. This will increase a lessee’s reported assets and liabilities—in some cases very significantly. Lessor accounting remains substantially similar to current U.S. GAAP. January 2019 We adopted ASU No. 2016-02 using the transition method outlined in ASU No. 2018-11, Leases (Topic 842): Targeted Improvements , resulting in no cumulative adjustment to accumulated deficit as our lease portfolio consists solely of operating leases. Refer to Note 9 for further discussion. ASU No. 2018-02, Income Statement-Reporting Comprehensive Income (Topic 220) This standard provides guidance regarding the treatment of stranded income tax effects in accumulated other comprehensive income resulting from the Tax Cuts and Jobs Act of 2017. Entities can make an election to reclassify these stranded income tax effects from accumulated other comprehensive income to retained earnings. January 2019 We adopted ASU No. 2018-02 and concluded that the effect on our Consolidated Financial Statements was immaterial. The tax effects presented in accumulated other comprehensive loss relate to our employee benefit plan and have been historically immaterial. Standards not yet adopted Standard Description Date of Adoption Effect on the Financial Statements or Other Significant Matters ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement (as amended by ASU No. 2018-19) This standard amends FASB’s guidance on the impairment of financial instruments by adding an impairment model (known as the current expected credit loss (CECL) model) that is based on expected losses rather than incurred losses. Under the new guidance, an entity recognizes as an allowance its estimate of expected credit losses. January 2020 The adoption of ASU No. 2016-13 is not expected to have a material effect on our Consolidated Financial Statements. Our financial instruments that are subject to credit risk primarily include trade accounts receivable, which are short term in nature. Further, we evaluated our historical credit losses of trade accounts receivables for the years 2014 through 2019, noting that they were immaterial. Upon adoption of ASU No. 2016-13, our credit losses will be determined by applying an expected loss rate to the outstanding balance of accounts receivable for each of our reportable segments (refer to Note 20) and our corporate entities. The expected loss rates for our reportable segments and corporate entities were determined primarily using historical credit losses, which are not expected to significantly differ from what is currently expected over the life of our trade receivables. ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement The standard modifies the disclosure requirements of ASC 820 by eliminating and modifying certain disclosures related to the fair value hierarchy and adding new disclosures related to Level 3 fair value measurements. January 2020 We do not expect the adoption of ASU No. 2018-13 to have a material impact on our disclosures as we do not have any recurring or nonrecurring Level 3 fair value measurements as of December 31, 2019. ASU No. 2018-14, Compensation-Retirement Benefits-Defined Benefit Plans-General (Subtopic 715-20): Disclosure Framework—Changes to the Disclosure Requirements for Defined Benefit Plans The standard adds requirements for an entity to disclose (i) the weighted-average interest crediting rates used in cash balance pension plans, (ii) a description of the reasons for significant gains and losses affecting the benefit obligation and (iii) an explanation of any other significant changes in the benefit obligation or plan assets. It also removes certain disclosures for defined benefit plans. January 2020 We do not expect the adoption of ASU No. 2018-14 to have a material impact on our disclosures. We do not have a cash balance pension plan and do not expect gains or losses on our pension obligation to be material to the Consolidated Financial Statements based on our resort portfolio as of December 31, 2019. ASU No. 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract The standard aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. January 2020 We do not expect the adoption of ASU No. 2018-15 to have a material impact on our Consolidated Financial Statements as implementation costs for our hosting arrangements that are service contracts have historically been immaterial. ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes The standard simplifies the accounting for income taxes, eliminates certain exceptions within ASC 740, Income Taxes , and clarifies certain aspects of the current guidance to promote consistency among reporting entities. January 2021 We are in the process of evaluating the impact of ASU No. 2019-12. We expect the adoption of this standard to result in changes to deferred tax liabilities and deferred income tax expense for our resorts located in the Dominican Republic, which are subject to hybrid tax regimes. |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following tables present our revenues disaggregated by geographic segment (refer to discussion of our reportable segments in Note 20 ) ( $ in thousands) : Year Ended December 31, 2019 Yucatán Peninsula Pacific Coast Dominican Jamaica Other Total Package revenue $ 212,794 $ 76,056 $ 75,874 $ 173,364 $ — $ 538,088 Non-package revenue 31,282 12,620 15,067 31,164 24 90,157 Management fees — — — — 1,820 1,820 Cost reimbursements — — — 4,678 1,734 6,412 Total revenue $ 244,076 $ 88,676 $ 90,941 $ 209,206 $ 3,578 $ 636,477 Year Ended December 31, 2018 Yucatán Peninsula Pacific Coast Dominican Republic Jamaica Other Total Package revenue $ 236,815 $ 75,506 $ 104,858 $ 114,569 $ 342 $ 532,090 Non-package revenue 30,141 13,866 20,279 18,941 (37 ) 83,190 Management fees — — — — 755 755 Cost reimbursements — — — — 978 978 Total revenue $ 266,956 $ 89,372 $ 125,137 $ 133,510 $ 2,038 $ 617,013 Year Ended December 31, 2017 Yucatán Peninsula Pacific Coast Dominican Republic Jamaica Other Total Package revenue $ 242,296 $ 76,170 $ 104,167 $ 58,542 $ — $ 481,175 Non-package revenue 34,440 14,775 19,958 9,054 3 78,230 Management fees — — — — 140 140 Total revenue $ 276,736 $ 90,945 $ 124,125 $ 67,596 $ 143 $ 559,545 |
Business combinations (Tables)
Business combinations (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
Schedule of Consideration Transferred | The following table summarizes the fair value of each class of consideration transferred to the Sagicor Parties on the Acquisition Date ( $ in thousands, except share data ): Cash consideration, net of cash acquired of $0.1 million $ 93,128 Ordinary shares (20,000,000 shares at the Acquisition Date closing price of $10.77 per share, €0.10 par value) 215,400 Total purchase consideration $ 308,528 The consideration received as a result of the Pace Business Combination is summarized as follows ($ in thousands) : Purchase of all of our Predecessor's cumulative redeemable preferred shares (1) $ 353,873 Net cash transferred from Pace 78,859 Playa employee offering (2) 799 Total consideration transferred $ 433,531 ________ (1) Balance consisted of the face value of our Predecessor's cumulative redeemable preferred shares (“Preferred Shares”) and their associated paid-in-kind (“PIK”) dividends as of March 10, 2017, per the terms of the Pace Business Combination. (2) In connection with the Pace Business Combination, we entered into subscription agreements (the “Subscription Agreements”) with Playa employees, their family members and persons with business relationships with Playa, pursuant to which those persons agreed to purchase 82,751 ordinary shares for an aggregate purchase price of $0.8 million . |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table presents our estimates of fair values of the assets that we acquired and the liabilities that we assumed on the Acquisition Date as previously disclosed in our Annual Report on Form 10-K for the year ended December 31, 2018 filed with the SEC on February 28, 2019 and as finalized during the three months ended June 30, 2019 ($ in thousands) : June 1, 2018 (as previously reported) Adjustments (1) June 1, 2018 (as finalized) Total purchase consideration $ 308,528 $ — $ 308,528 Net assets acquired Working capital (1,665 ) — (1,665 ) Property and equipment 304,299 (5,950 ) 298,349 Identifiable intangible assets and liabilities (449 ) — (449 ) Deferred income taxes (25,582 ) 5,099 (20,483 ) Goodwill 31,925 851 32,776 Total net assets acquired $ 308,528 $ — $ 308,528 ________ (1) In addition to the adjustments recorded during the measurement period, we recognized adjustments to deferred income taxes and goodwill representing an immaterial correction of an error for acquired property and equipment in the third quarter of 2019. The adjustments made in the third quarter of 2019 were not significant to our previously reported Consolidated Financial Statements. |
Schedule of Identified Intangible Assets Acquired and Related Useful Lives | The following table presents our estimates of the fair values of the identified intangible asset and liability and their related estimated useful lives ($ in thousands) : Balance Sheet Classification Estimated Fair Value Weighted-Average Amortization Period (in years) Management contract Other intangible assets $ 1,900 20 Unfavorable ground lease liability Other liabilities (2,349 ) 22 Total identifiable intangibles acquired $ (449 ) |
Schedule of Unaudited Pro Forma Results of Operations | The following unaudited pro forma results of operations were prepared as though the business combination was completed on January 1, 2017 . This unaudited pro forma financial information does not necessarily reflect the results of operations of Playa that actually would have resulted had the acquisition of the Sagicor Assets occurred at the date indicated, nor does it project the results of operations of Playa for any future date or period ($ in thousands, except per share amounts) : Year Ended December 31, 2018 2017 Pro forma revenue $ 666,778 $ 662,669 Pro forma net income $ 31,511 $ 3,497 |
Schedule of Sagicor Hotel Properties' Results of Operations | The following table presents the results of the Sagicor Assets' operations, which are recorded within our Jamaica reportable segment, included in our Consolidated Statements of Operations for the period from the Acquisition Date through December 31, 2018 ($ in thousands) : June 2, 2018 - December 31, 2018 Revenue $ 55,598 Net income $ 898 |
Property and equipment (Tables)
Property and equipment (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Land is not depreciated. Depreciation on other assets is calculated using the straight-line method to allocate their cost to their residual values (if any) over their estimated useful lives, as follows: Buildings 5 to 50 years Fixtures and machinery 7 to 18 years Furniture and other fixed assets 4 to 12 years The balance of property and equipment is as follows ($ in thousands ): As of December 31, 2019 2018 Property and equipment, gross Land, buildings and improvements $ 1,976,214 $ 1,787,727 Fixtures and machinery 81,437 69,396 Furniture and other fixed assets 228,533 195,036 Construction in progress 42,083 106,520 Total property and equipment, gross 2,328,267 2,158,679 Accumulated depreciation (398,353 ) (350,267 ) Total property and equipment, net $ 1,929,914 $ 1,808,412 |
Income taxes (Tables)
Income taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of Net Income (Loss) Before Tax | Net (loss) income before tax is summarized below ($ in thousands) : Year Ended December 31, 2019 2018 2017 Domestic $ (7,030 ) $ (5,168 ) $ (6,066 ) Foreign (14,547 ) 36,344 14,876 Net (loss) income before tax $ (21,577 ) $ 31,176 $ 8,810 |
Components of Income Tax Benefit (Provision) | The components of our income tax benefit (provision) for the years ended December 31, 2019 , 2018 and 2017 were as follows ($ in thousands) : Year Ended December 31, 2019 2018 2017 Current Domestic $ (8 ) $ (1 ) $ (67 ) Foreign (5,592 ) (9,183 ) (7,967 ) Total current income tax provision (5,600 ) (9,184 ) (8,034 ) Deferred Domestic 7,684 — — Foreign 15,136 (3,015 ) (1,017 ) Total deferred income tax benefit (provision) 22,820 (3,015 ) (1,017 ) Income tax benefit (provision) $ 17,220 $ (12,199 ) $ (9,051 ) |
Reconciliation of Netherlands Statutory Federal Income Tax Rate to Our Effective Income Tax Rate | A reconciliation of The Netherlands statutory income tax rate to our effective income tax rate from continuing operations is as follows ($ in thousands) : Year Ended December 31, 2019 2018 2017 Income tax benefit (provision) at statutory rate $ 5,394 25.0 % $ (7,794 ) 25.0 % $ (2,203 ) 25.0 % Differences between statutory rate and foreign rate 18,836 87.3 % 21,629 (69.4 )% 16,277 (184.8 )% Inflation adjustments 4,276 19.8 % 4,848 (15.6 )% 5,009 (56.9 )% Nondeductible interest and expenses (12,043 ) (55.8 )% (7,963 ) 25.5 % (6,975 ) 79.2 % Debt extinguishment and other — — % — — % 536 (6.1 )% Business interruption proceeds — — % — — % (164 ) 1.9 % Goodwill impairment (1,542 ) (7.1 )% — — % — — % Other (60 ) (0.3 )% (193 ) 0.7 % 229 (2.6 )% Foreign exchange rate differences (6,038 ) (28.0 )% (3,561 ) 11.4 % (3,183 ) 36.1 % Dominican Republic tax classification (6,109 ) (28.3 )% (5,145 ) 16.5 % 3,994 (45.3 )% Dutch and U.S. rate change 3,952 18.3 % (13,721 ) 44.0 % (2,590 ) 29.4 % Change in valuation allowance 10,554 48.9 % (299 ) 1.0 % (19,981 ) 226.8 % Income tax benefit (provision) $ 17,220 79.8 % $ (12,199 ) 39.1 % $ (9,051 ) 102.7 % |
Schedule of Deferred Tax Assets and Liabilities | The tax effect of each type of temporary difference and carry-forward that gives rise to a significant portion of our deferred tax assets and liabilities as of December 31, 2019 and 2018 were as follows ($ in thousands) : As of December 31, 2019 2018 Deferred tax assets Advance customer deposits $ 5,074 $ 6,098 Trade payables and other accruals 8,381 5,210 Labor liability accrual 1,020 757 Property and equipment 788 766 Lease obligation 1,123 — Other assets 2,564 — Net operating losses 110,135 98,874 Total deferred tax asset 129,085 111,705 Valuation allowance (79,788 ) (94,575 ) Net deferred tax asset 49,297 17,130 Deferred tax liabilities Accounts receivable and prepayments to vendors 613 1,113 Property and equipment 124,121 119,800 Other liabilities 1,123 823 Total deferred tax liability 125,857 121,736 Net deferred tax liability $ (76,560 ) $ (104,606 ) |
Schedule of Change in Valuation Allowance | The change in the valuation allowance established against our deferred tax assets for the years ended December 31, 2019 , 2018 and 2017 is summarized in the following table ($ in thousands) : Balance at January 1 Additions Deductions Balance at December 31 December 31, 2019 $ (94,575 ) $ (7,008 ) $ 21,795 $ (79,788 ) December 31, 2018 $ (98,755 ) $ (23,789 ) $ 27,969 $ (94,575 ) December 31, 2017 $ (81,738 ) $ (19,469 ) $ 2,452 $ (98,755 ) |
Related party transactions (Tab
Related party transactions (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | Transactions between us and related parties during the years ended December 31, 2019 , 2018 and 2017 were as follows ( $ in thousands ): Year Ended December 31, Related Party Transaction 2019 2018 2017 Hyatt Hyatt franchise fees (1) $ 17,423 $ 16,688 $ 14,105 Sagicor Insurance premiums (1) $ 1,659 $ 1,765 $ — Sagicor Cost reimbursements $ 5,142 $ — $ — Sabre Booking and call center services (2) $ 989 $ — $ — Chief Executive Officer Lease expense (2) $ 745 $ 989 $ 1,032 Hyatt and Real Shareholder Dividends on the Preferred Shares (3) $ — $ — $ 7,922 Real Shareholder Deferred consideration accretion (4) $ — $ — $ 36 Real Shareholder Interest expense on related party debt (4) $ — $ — $ 372 ________ (1) Included in direct expense in the Consolidated Statements of Operations with the exception of certain immaterial fees associated with the Hyatt franchise agreements, which are included in selling, general, and administrative expense. (2) Included in selling, general, and administrative expense in the Consolidated Statements of Operations . (3) Included in dividends of cumulative redeemable preferred shares in the Consolidated Statements of Operations . (4) Included in interest expense in the Consolidated Statements of Operations . |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Schedule of Minimum Future Lease Payments Under Non-Cancelable Operating Leases and Lease Liability - Topic 842 | Our minimum future lease payments under non-cancelable operating leases with third parties and related parties and lease liability as of December 31, 2019 were as follows ($ in thousands) : As of December 31, 2019 Minimum future lease payments 2020 $ 991 2021 1,036 2022 1,074 2023 786 2024 652 2025 686 Thereafter 2,243 Total minimum future lease payments 7,468 Less: imputed interest (1,260 ) Total lease liability $ 6,208 |
Future Minimum Lease Payments Under Non-cancelable Operating Leases - Topic 840 | Our minimum future lease payments at December 31, 2018 payable under non-cancelable operating leases with third parties and related parties were as follows ( $ in thousands ): As of December 31, 2018 2019 $ 1,199 2020 1,031 2021 1,016 2022 1,044 2023 745 Thereafter 3,394 Total minimum future lease payments $ 8,429 |
Components of Lease Expense and Supplemental Information | The following table presents the components of lease expense and supplemental cash flow information for the year ended December 31, 2019 ($ in thousands) : Year Ended December 31, 2019 Lease expense (1)(2) $ 2,563 Cash paid for amounts included in the measurement of lease liabilities Operating cash outflows for operating leases $ 643 ________ (1) Includes variable lease and short term lease expenses, which are considered individually immaterial. Our lease expense is reported in direct expense and selling, general and administrative expense in the Consolidated Statements of Operations depending on the nature of the lease. (2) Lease expense under ASC 840, Leases, related to our non-cancelable operating leases, including variable lease cost, was $2.4 million and $2.0 million for the years ended December 31, 2018 and 2017 , respectively. The following table presents other relevant information related to our leases as of December 31, 2019 : Weighted-average remaining lease term 7.95 years Weighted-average discount rate (1) 4.54 % ________ (1) The discount rates applied to each lease reflects our estimated incremental borrowing rate which was determined based on lending rates specific to the type of leased real estate. |
Schedule of Rental Income | The following table presents our rental income for the year ended December 31, 2019 ($ in thousands) : Leases Financial Statement Classification Year Ended December 31, 2019 Operating lease income (1) Non-package revenue $ 5,105 ________ (1) Includes variable lease revenue, which is typically calculated as a percentage of our tenant's net sales. |
Share-based compensation (Table
Share-based compensation (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Summary of Restricted Share Awards | A summary of our restricted share awards from January 1, 2019 to December 31, 2019 is as follows: Number of Shares Weighted-Average Grant Date Fair Value Unvested balance at January 1, 2019 1,718,684 $ 10.19 Granted 1,000,184 7.25 Vested (472,937 ) 9.46 Forfeited (88,595 ) 9.30 Unvested balance at December 31, 2019 2,157,336 $ 9.03 |
Summary of Key Inputs Used in Monte-Carlo Simulation | The table below summarizes the key inputs used in the Monte-Carlo simulation ($ in thousands) : Performance Award Grant Date Percentage of Total Award Grant Date Fair Value by Component Volatility (1) Interest Rate (2) Dividend Yield May 26, 2017 Total Shareholder Return 50 % $ 770 27.02 % 1.39 % — % Adjusted EBITDA Comparison 50 % $ 1,350 — % — % — % January 2, 2018 Total Shareholder Return 50 % $ 860 26.13 % 2.00 % — % Adjusted EBITDA Comparison 50 % $ 1,475 — % — % — % January 2, 2019 Total Shareholder Return 50 % $ 537 27.78 % 2.46 % — % Adjusted EBITDA Comparison 50 % $ 900 — % — % — % September 19, 2019 Total Shareholder Return 50 % $ 287 25.86 % 1.72 % — % Adjusted EBITDA Comparison 50 % $ 448 — % — % — % ________ (1) Expected volatility was determined based on the historical share prices in our industry. (2) The risk-free rate was based on U.S. Treasury zero coupon issues with a remaining term equal to the remaining term of the measurement period. |
Summary of Performance Share Awards | A summary of our performance share awards from January 1, 2019 to December 31, 2019 is as follows: Number of Shares Weighted-Average Grant Date Fair Value Unvested balance at January 1, 2019 523,545 $ 8.26 Granted 389,862 5.83 Unvested balance at December 31, 2019 913,407 $ 7.22 |
Summary of Additional Information on Restricted Share Awards and Performance Share Awards | The following table provides additional information on our performance share awards for the years ended December 31, 2019 , 2018 and 2017 ($ in thousands, except per share data) : Year Ended December 31, 2019 2018 2017 Weighted-average grant date fair value $ 5.83 $ 8.53 $ 7.99 Share-based compensation expense $ 780 $ 1,045 $ 178 The following table provides additional information on our restricted share awards for the years ended December 31, 2019 , 2018 and 2017 ($ in thousands, except per share data) : Year Ended December 31, 2019 2018 2017 Weighted-average grant date fair value $ 7.25 $ 10.25 $ 10.19 Fair value of vested restricted share awards $ 3,600 $ 1,963 $ 1,545 Share-based compensation expense $ 8,065 $ 5,072 $ 3,587 |
Earnings per share (Tables)
Earnings per share (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of Calculation of Basic and Diluted EPS | Basic and diluted EPS were as follows ( $ in thousands, except share data ): Year Ended December 31, 2019 2018 2017 Numerator Net (loss) income $ (4,357 ) $ 18,977 $ (241 ) Non-cash dividend to warrant holders — — (879 ) Convertible Preferred Share dividends — — (7,922 ) Allocation of undistributed earnings to preferred shareholders (1) — — — Numerator for basic EPS - net (loss) income available to ordinary shareholders (4,357 ) 18,977 (9,042 ) Add back convertible Preferred Share dividends (1) — — — Add back of undistributed earnings to preferred shareholders (1) — — — Numerator for diluted EPS - net (loss) income available to ordinary shareholders after assumed conversions $ (4,357 ) $ 18,977 $ (9,042 ) Denominator Denominator for basic EPS - weighted-average shares 130,023,463 122,150,851 96,896,498 Effect of dilutive securities Unvested restricted share awards — 267,649 — Denominator for diluted EPS - adjusted weighted-average shares 130,023,463 122,418,500 96,896,498 EPS - Basic $ (0.03 ) $ 0.16 $ (0.09 ) EPS - Diluted $ (0.03 ) $ 0.16 $ (0.09 ) _______ (1) For the year ended December 31, 2017, no undistributed earnings were allocated to the preferred shareholders of our Predecessor as we had undistributed losses after deducting Preferred Share dividends of our Predecessor from net income. For the year ended December 31, 2017 , Preferred Share dividends of our Predecessor of $7.9 million were not added back for purposes of calculating diluted EPS because the effect of treating our Predecessor's Preferred Shares as if they had been converted to their 7,898,432 ordinary share equivalents as of January 1, 2017 , was anti-dilutive. |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Debt Components | Our debt consists of the following ($ in thousands) : As of December 31, 2019 2018 Debt obligations Term Loan (1) $ 986,448 $ 996,548 Revolving Credit Facility (2)(3) 60,000 — Total debt obligations 1,046,448 996,548 Unamortized discount and debt issuance costs Discount on Term Loan (2,168 ) (2,681 ) Unamortized debt issuance costs on Term Loan (3,622 ) (4,480 ) Total unamortized discount and debt issuance costs (5,790 ) (7,161 ) Total debt $ 1,040,658 $ 989,387 ________ (1) Borrowings under the Term Loan bear interest at floating rates equal to one-month London Interbank Offered Rate (“LIBOR”) plus 2.75% (where the applicable LIBOR rate has a 1.0% floor). The interest rate was 4.55% and 5.27% as of December 31, 2019 and 2018 , respectively. Effective March 29, 2018 , we entered into two interest rate swaps to fix LIBOR at 2.85% on $800.0 million of our Term Loan (see Note 16). (2) The commitment fee on the undrawn balance of our Revolving Credit Facility may range from 0.5% to 0.25% depending on certain leverage ratios. The commitment fee was 0.5% on the $40.0 million and $100.0 million undrawn balance as of December 31, 2019 and 2018 , respectively. (3) Draws under the Revolving Credit Facility bear interest at one-month LIBOR plus 3.0% . The weighted-average interest rate on the outstanding balance of our Revolving Credit Facility was 4.72% as of December 31, 2019 . |
Schedule of Aggregate Debt Maturities | Aggregate debt maturities for future annual periods are as follows ($ in thousands) : As of December 31, 2019 2020 (1) $ 70,100 2021 10,100 2022 10,100 2023 10,100 2024 946,048 Thereafter — Total debt maturities $ 1,046,448 ________ (1) We are not contractually obligated to repay the outstanding balance on our Revolving Credit Facility until 2022; however, we plan to repay the outstanding balance as of December 31, 2019 in 2020. |
Derivative financial instrume_2
Derivative financial instruments (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Effects of Derivative Instruments on Consolidated Statements of Comprehensive (Loss) Income and Consolidated Statements of Operations | The following tables present the effect of our interest rate swaps, net of tax, in the Consolidated Statements of Comprehensive (Loss) Income and Consolidated Statements of Operations for the years ended December 31, 2019 , 2018 and 2017 ($ in thousands) : Derivative Liabilities Designated as Hedging Instruments 2019 2018 2017 AOCI from our cash flow hedges as of January 1 $ — $ — $ — Change in fair value 5,834 — — Reclassification from AOCI to interest expense 24 — — OCI related to our cash flow hedges for the three months ended March 31 5,858 — — Change in fair value 14,648 — — Reclassification from AOCI to interest expense 136 — — OCI related to our cash flow hedges for the three months ended June 30 14,784 — — Change in fair value 4,912 — — Reclassification from AOCI to interest expense (324 ) — — OCI related to our cash flow hedges for the three months ended September 30 4,588 — — Change in fair value (3,907 ) — — Reclassification from AOCI to interest expense (1,159 ) — — AOCI from our cash flow hedges as of December 31 (1) $ 20,164 $ — $ — ________ (1) As of December 31, 2019 , the total amount expected to be reclassified from AOCI to interest expense during the next twelve months is $6.2 million . Derivative Liabilities Not Designated as Hedging Instruments Financial Statement Classification Year Ended December 31, 2019 2018 2017 Interest rate swaps (1) Interest expense $ 2,715 $ 17,093 $ — ________ (1) Includes the change in fair value of our interest rate swaps and the cash interest paid for the monthly settlements of the derivative prior to our hedge designation date of March 20, 2019 . |
Schedule of Location and Fair Value of Derivative Instruments in Consolidated Balance Sheet | The following tables present the effect of our interest rate swaps in the Consolidated Balance Sheet as of December 31, 2019 and December 31, 2018 ($ in thousands) : Derivative Liabilities Designated as Hedging Instruments Financial Statement Classification As of December 31, 2019 2018 Interest rate swaps Derivative financial instruments $ 31,932 $ — Derivative Liabilities Not Designated as Hedging Instruments Financial Statement Classification As of December 31, 2019 2018 Interest rate swaps Derivative financial instruments $ — $ 12,476 |
Fair value of financial instr_2
Fair value of financial instruments (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Liabilities Measured at Fair Value on a Recurring Basis | The following table presents our fair value hierarchy for our financial liabilities measured at fair value on a recurring basis as of December 31, 2019 and 2018 ($ in thousands) : December 31, 2019 Level 1 Level 2 Level 3 Fair value measurements on a recurring basis Interest rate swap $ 31,932 $ — $ 31,932 $ — December 31, 2018 Level 1 Level 2 Level 3 Fair value measurements on a recurring basis Interest rate swap $ 12,476 $ — $ 12,476 $ — |
Schedule of Financial Liabilities Not Measured at Fair Value | The following tables present our fair value hierarchy for our financial liabilities not measured at fair value as of December 31, 2019 and 2018 ($ in thousands) : Carrying Value Fair Value As of December 31, 2019 Level 1 Level 2 Level 3 Financial liabilities not recorded at fair value Term Loan $ 980,658 $ — $ — $ 983,214 Revolving Credit Facility 60,000 — — 60,000 Total liabilities $ 1,040,658 $ — $ — $ 1,043,214 Carrying Value Fair Value As of December 31, 2018 Level 1 Level 2 Level 3 Financial liabilities not recorded at fair value Term Loan $ 989,387 $ — $ — $ 927,025 Revolving Credit Facility — — — — Total liabilities $ 989,387 $ — $ — $ 927,025 |
Summary of Valuation Techniques | The following table summarizes the valuation techniques used to estimate the fair value of our financial instruments measured at fair value on a recurring basis and our financial instruments not measured at fair value: Valuation Technique Financial instruments recorded at fair value Interest rate swaps The fair value of the interest rate swaps is estimated based on the expected future cash flows by incorporating the notional amount of the swaps, the contractual period to maturity, and observable market-based inputs, including interest rate curves. The fair value also incorporates credit valuation adjustments to appropriately reflect nonperformance risk. Financial instruments not recorded at fair value Term Loan The fair value of our Term Loan is estimated using cash flow projections over the remaining contractual period by applying market forward rates and discounting back at the appropriate discount rate. Revolving Credit Facility The valuation technique of our Revolving Credit Facility is consistent with our Term Loan. The fair value of the Revolving Credit Facility generally approximates its carrying value as the expected term is significantly shorter in duration. |
Employee benefit plan (Tables)
Employee benefit plan (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Retirement Benefits [Abstract] | |
Schedule of Pension Obligation, Funded Status and Accumulated Pension Obligation | The following table sets forth our pension obligation, funded status and accumulated pension obligation ( $ in thousands ): As of December 31, 2019 2018 Change in pension obligation Balance at beginning of period $ 5,123 $ 4,456 Service cost 795 674 Interest cost 492 364 Actuarial loss (gain) 881 (187 ) Effect of foreign exchange rates 384 (12 ) Curtailment (171 ) (17 ) Benefits paid (783 ) (155 ) Acquisitions 43 — Balance at end of period $ 6,764 $ 5,123 Underfunded status (6,764 ) (5,123 ) Accumulated pension obligation $ (4,709 ) $ (3,752 ) |
Schedule of Net Periodic Pension Cost | The following table presents the components of net periodic pension cost ( $ in thousands ): Year Ended December 31, 2019 2018 2017 Service cost $ 795 $ 674 $ 713 Interest cost 492 364 316 Effect of foreign exchange rates 384 (12 ) 149 Amortization of prior service cost 1 25 77 Amortization of gain (20 ) (18 ) (29 ) Compensation-non-retirement post-employment benefits (1 ) (34 ) (53 ) Settlement gain (40 ) — (194 ) Curtailment gain (171 ) (17 ) (34 ) Total net periodic pension cost $ 1,440 $ 982 $ 945 |
Schedule of Weighted-Average Assumptions Used to Determine Pension Obligation | The weighted-average assumptions used to determine the pension obligation as of December 31, 2019 and 2018 and the net periodic pension cost for the years ended December 31, 2019 , 2018 and 2017 were as follows: As of December 31, 2019 2018 2017 Discount rate 7.50 % 9.55 % 7.75 % Rate of compensation increase 4.79 % 4.79 % 4.79 % |
Schedule of Expected Plan Payments | The following table represents our expected plan payments for the next five years and thereafter ( $ in thousands ): As of December 31, 2019 2020 $ 707 2021 551 2022 613 2023 693 2024 742 Thereafter 4,706 Total expected plan payments $ 8,012 |
Other balance sheet items (Tabl
Other balance sheet items (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Trade and Other Receivables, Net and Change in Allowance for Doubtful Accounts | The change in the allowance for doubtful accounts for the years ended December 31, 2019 , 2018 and 2017 is summarized in the following table ($ in thousands) : Balance at January 1 Additions Deductions Balance at December 31 December 31, 2019 $ (593 ) $ (1,402 ) $ 230 $ (1,765 ) December 31, 2018 $ (785 ) $ (338 ) $ 530 $ (593 ) December 31, 2017 $ (1,061 ) $ (295 ) $ 571 $ (785 ) The following summarizes the balances of trade and other receivables, net as of December 31, 2019 and 2018 ($ in thousands): As of December 31, 2019 2018 Gross trade and other receivables (1)(2) $ 73,015 $ 65,363 Allowance for doubtful accounts (3) (1,765 ) (593 ) Total trade and other receivables, net $ 71,250 $ 64,770 ________ (1) The opening balance as of January 1, 2018 was $52.3 million . (2) Includes $2.0 million in receivables related to property damage insurance claims as of December 31, 2018 . There were no such receivables as of December 31, 2019 . (3) Recognized an additional $0.8 million in bad debt expense during the year ended December 31, 2019 as a result of the bankruptcy of Thomas Cook, one of our travel partners. |
Schedule of Prepayments and Other Assets | The following summarizes the balances of prepayments and other assets as of December 31, 2019 and 2018 ($ in thousands) : As of December 31, 2019 2018 Advances to suppliers $ 7,865 $ 9,447 Prepaid income taxes 12,412 7,538 Prepaid other taxes (1) 11,156 10,240 Right of use assets (2) 5,673 — Contract deposit (3) 2,700 2,700 Other assets 4,885 2,692 Total prepayments and other assets $ 44,691 $ 32,617 ________ (1) Includes recoverable value-added tax and general consumption tax accumulated by our Mexico and Jamaica entities, respectively. (2) Represents right of use assets recognized in connection with our adoption of ASU 2016-02 on January 1, 2019 (see Note 9). (3) Represents a cash deposit related to the Sanctuary Cap Cana management contract. The deposit will be used towards a purchase of a partial interest in Sanctuary Cap Cana if we are able to agree on terms. If the purchase is not completed, this amount, together with an additional $0.8 million due, will be treated as key money. |
Schedule of Goodwill | The gross carrying values and accumulated impairment losses of goodwill by reportable segment (refer to discussion of our reportable segments in Note 20) as of December 31, 2019 and 2018 were as follows ($ in thousands) : Yucatán Peninsula Pacific Coast Dominican Republic Jamaica Total Balance at December 31, 2018 Gross carrying value $ 51,731 $ — $ — $ 31,925 $ 83,656 Accumulated impairment losses — — — — — Net carrying value 51,731 — — 31,925 83,656 Activity during the year Adjustments (1) — — — 851 851 Impairment losses (6,168 ) — — — (6,168 ) Balance at December 31, 2019 Gross carrying value 51,731 — — 32,776 84,507 Accumulated impairment losses (6,168 ) — — — (6,168 ) Net carrying value $ 45,563 $ — $ — $ 32,776 $ 78,339 ________ (1) Represents adjustments to our goodwill from the business combination with the Sagicor Parties during the measurement period (see Note 4). |
Schedule of Other Intangible Assets, Finite-Lived | Other intangible assets as of December 31, 2019 and 2018 consisted of the following ( $ in thousands ): As of December 31, 2019 2018 Gross carrying value Casino and other licenses (1) $ 875 $ 858 Management contract (2) 1,900 1,900 Enterprise resource planning system (3) 5,187 2,246 Other 3,346 3,027 Total gross carrying value 11,308 8,031 Accumulated amortization Management contract (2) (143 ) (48 ) Enterprise resource planning system (3) (437 ) (67 ) Other (2,320 ) (1,813 ) Total accumulated amortization (2,900 ) (1,928 ) Net carrying value Casino and other licenses (1) 875 858 Management contract (2) 1,757 1,852 Enterprise resource planning system (3) 4,750 2,179 Other 1,026 1,214 Total net carrying value $ 8,408 $ 6,103 ________ (1) Our casino licenses have indefinite lives. Accordingly, there is no associated amortization expense or accumulated amortization. (2) Represents the fair value of a management contract acquired in the business combination with the Sagicor Parties (see Note 4). (3) Represents software development costs incurred to develop and implement SAP as our integrated enterprise resource planning (“ERP”) system, of which $2.6 million and $1.1 million was placed into service in 2019 and 2018 , respectively, and are being amortized over a weighted-average amortization period of 7 years . |
Schedule of Other Intangible Assets, Indefinite-Lived | Other intangible assets as of December 31, 2019 and 2018 consisted of the following ( $ in thousands ): As of December 31, 2019 2018 Gross carrying value Casino and other licenses (1) $ 875 $ 858 Management contract (2) 1,900 1,900 Enterprise resource planning system (3) 5,187 2,246 Other 3,346 3,027 Total gross carrying value 11,308 8,031 Accumulated amortization Management contract (2) (143 ) (48 ) Enterprise resource planning system (3) (437 ) (67 ) Other (2,320 ) (1,813 ) Total accumulated amortization (2,900 ) (1,928 ) Net carrying value Casino and other licenses (1) 875 858 Management contract (2) 1,757 1,852 Enterprise resource planning system (3) 4,750 2,179 Other 1,026 1,214 Total net carrying value $ 8,408 $ 6,103 ________ (1) Our casino licenses have indefinite lives. Accordingly, there is no associated amortization expense or accumulated amortization. (2) Represents the fair value of a management contract acquired in the business combination with the Sagicor Parties (see Note 4). (3) Represents software development costs incurred to develop and implement SAP as our integrated enterprise resource planning (“ERP”) system, of which $2.6 million and $1.1 million was placed into service in 2019 and 2018 , respectively, and are being amortized over a weighted-average amortization period of 7 years . |
Schedule of Amortization Expense Relating to Intangible Assets with Finite Lives | Amortization expense relating to intangible assets with finite lives for the years ended December 31, 2020 to 2024 is expected to be as follows ( $ in thousands ): As of December 31, 2019 2020 $ 1,259 2021 1,101 2022 1,066 2023 919 2024 850 Thereafter 2,338 Total future amortization expense $ 7,533 |
Schedule of Trade and Other Payables | The following summarizes the balances of trade and other payables as of December 31, 2019 and 2018 ($ in thousands) : As of December 31, 2019 2018 Trade payables $ 45,299 $ 24,452 Advance deposits (1) 53,769 57,339 Withholding and other taxes payable 46,983 45,274 Interest payable 125 147 Payroll and related accruals 14,547 14,251 Accrued expenses and other payables 20,880 18,137 Total trade and other payables $ 181,603 $ 159,600 ________ (1) The opening balance as of January 1, 2018 was $43.9 million . |
Schedule of Other Liabilities | The following summarizes the balances of other liabilities as of December 31, 2019 and 2018 ($ in thousands) : As of December 31, 2019 2018 Pension obligation $ 6,764 $ 5,123 Cap Cana land purchase obligation — 10,625 Lease liabilities (1) 6,208 — Unfavorable ground lease liability (2) 2,187 2,294 Key money (3) 8,225 1,994 Other 923 1,566 Total other liabilities $ 24,307 $ 21,602 ________ (1) Represents lease liabilities recognized in connection with our adoption of ASU 2016-02 on January 1, 2019 (see Note 9). (2) Represents the unamortized balance of the unfavorable ground lease intangible acquired in the business combination with the Sagicor Parties (see Note 4). (3) Represents the unamortized balance of key money received, which is recorded as a reduction to franchise fees within direct expenses in the Consolidated Statements of Operations . We received $6.5 million and $2.0 million in 2019 and 2018 , respectively. |
Segment information (Tables)
Segment information (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information | The following table presents segment Owned Net Revenue, defined as total revenue less compulsory tips paid to employees, cost reimbursements, management fees and other miscellaneous revenue not derived from segment operations, and a reconciliation to total revenue for the years ended December 31, 2019 , 2018 and 2017 ( $ in thousands ): Year Ended December 31, 2019 2018 2017 Owned Net Revenue Yucatán Peninsula $ 235,788 $ 259,393 $ 269,043 Pacific Coast 85,219 86,317 87,519 Dominican Republic 90,783 125,137 124,125 Jamaica 193,558 126,702 65,381 Segment Owned Net Revenue 605,348 597,549 546,068 Other 23 305 3 Management fees 1,820 755 140 Cost reimbursements 6,412 978 — Compulsory tips 22,874 17,426 13,334 Total revenue $ 636,477 $ 617,013 $ 559,545 The following table presents segment Owned Resort EBITDA , Adjusted EBITDA and a reconciliation to net income (loss) for the years ended December 31, 2019 , 2018 and 2017 ( $ in thousands ): Year Ended December 31, 2019 2018 2017 Owned Resort EBITDA Yucatán Peninsula $ 82,534 $ 107,884 $ 113,754 Pacific Coast 31,618 31,038 34,246 Dominican Republic 16,596 41,228 37,506 Jamaica 55,175 32,912 15,976 Segment Owned Resort EBITDA 185,923 213,062 201,482 Other corporate (37,049 ) (34,786 ) (30,757 ) Management fees 1,820 755 140 Total adjusted EBITDA 150,694 179,031 170,865 Interest expense (44,087 ) (62,243 ) (53,661 ) Depreciation and amortization (101,897 ) (73,278 ) (53,131 ) Impairment loss (6,168 ) — — Other (expense) income (3,200 ) 2,822 (1,078 ) Pre-opening expense (1,452 ) (321 ) — Share-based compensation (8,845 ) (6,116 ) (3,765 ) Other tax expense (577 ) (1,633 ) (1,778 ) Transaction expense (6,175 ) (9,615 ) (21,708 ) Severance expense (515 ) (333 ) (442 ) Jamaica delayed opening accrual reversal — 342 203 Property damage insurance gain — 2,212 — Loss on extinguishment of debt — — (25,120 ) Repairs from hurricanes and tropical storms — — (1,807 ) Non-service cost components of net periodic pension cost (1) 645 308 232 Net income before tax (21,577 ) 31,176 8,810 Income tax benefit (provision) 17,220 (12,199 ) (9,051 ) Net (loss) income $ (4,357 ) $ 18,977 $ (241 ) ________ (1) Represents the non-service cost components of net periodic pension cost recorded within other (expense) income in the Consolidated Statements of Operations . We include these costs in calculating Adjusted EBITDA as they are considered part of our ongoing resort operations. The following table presents segment property and equipment, gross and a reconciliation to total property and equipment, net as of December 31, 2019 and 2018 ( $ in thousands ): As of December 31, 2019 2018 Segment property and equipment, gross Yucatán Peninsula $ 865,900 $ 861,380 Pacific Coast 288,358 285,936 Dominican Republic 667,120 501,624 Jamaica 499,569 500,550 Total segment property and equipment, gross 2,320,947 2,149,490 Other corporate 7,320 9,189 Accumulated depreciation (398,353 ) (350,267 ) Total property and equipment, net $ 1,929,914 $ 1,808,412 The following table presents segment capital expenditures and a reconciliation to total capital expenditures for the years ended December 31, 2019 , 2018 and 2017 ( $ in thousands ): Year Ended December 31, 2019 2018 2017 Segment capital expenditures Yucatán Peninsula $ 28,495 $ 16,684 $ 25,438 Pacific Coast 3,144 3,181 4,484 Dominican Republic 178,599 79,543 73,618 Jamaica 5,178 6,262 12,691 Total segment capital expenditures (1) 215,416 105,670 116,231 Other corporate 14,512 5,665 2,604 Total capital expenditures (1) $ 229,928 $ 111,335 $ 118,835 ________ (1) Includes capital expenditures incurred, but not yet paid. |
Quarterly financial informati_2
Quarterly financial information (unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Historical Unaudited Quarterly Financial Data | The following tables set forth the historical unaudited quarterly financial data for the periods indicated ( $ in thousands, except share data ): Three months ended December 31, 2019 September 30, 2019 June 30, 2019 March 31, 2019 Total revenues $ 143,833 $ 132,825 $ 164,023 $ 195,796 Operating (loss) income (15,403 ) (16,458 ) 10,334 47,237 Net (loss) income (17,924 ) (30,461 ) 1,040 42,988 Net (loss) income available to ordinary shareholders $ (17,924 ) $ (30,461 ) $ 1,040 $ 42,988 (Losses) earnings per share - basic $ (0.14 ) $ (0.23 ) $ 0.01 $ 0.33 (Losses) earnings per share - diluted $ (0.14 ) $ (0.23 ) $ 0.01 $ 0.33 Three months ended December 31, 2018 September 30, 2018 June 30, 2018 March 31, 2018 Total revenues $ 151,782 $ 142,812 $ 145,572 $ 176,847 Operating income 13,788 2,984 18,719 55,106 Net (loss) income (14,239 ) (5,422 ) 16,821 21,817 Net (loss) income available to ordinary shareholders $ (14,239 ) $ (5,422 ) $ 16,821 $ 21,817 (Losses) earnings per share - basic $ (0.11 ) $ (0.04 ) $ 0.14 $ 0.20 (Losses) earnings per share - diluted $ (0.11 ) $ (0.04 ) $ 0.14 $ 0.20 |
Organization, operations and _2
Organization, operations and basis of presentation - Narrative (Details) | 12 Months Ended |
Dec. 31, 2019resort | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of resorts in portfolio | 23 |
Significant accounting polici_4
Significant accounting policies - Narrative (Details) - USD ($) | Oct. 01, 2019 | Jul. 01, 2019 | Dec. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Jan. 01, 2019 | Dec. 31, 2016 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Foreign currency gain (loss) recognized | $ (2,100,000) | $ (700,000) | $ (700,000) | |||||
Impairment recognized | $ 0 | $ 0 | $ 0 | |||||
Preferred shares, outstanding (in shares) | 0 | 0 | 0 | 0 | 28,510,994 | |||
Impairment of goodwill | $ 6,168,000 | |||||||
Impairment of definite-lived and indefinite-lived intangible assets | 0 | $ 0 | $ 0 | |||||
Advertising costs | 26,600,000 | 27,300,000 | 27,500,000 | |||||
Accounting Standards Update 2016-02 | Accumulated Deficit | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Cumulative adjustment from comparative periods | $ 0 | |||||||
Dominican Republic | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Statutory withholding | 3,800,000 | $ 5,000,000 | $ 5,200,000 | |||||
Yucatán Peninsula | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Impairment of goodwill | $ 0 | $ 6,200,000 | 6,168,000 | |||||
Jamaica | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Impairment of goodwill | $ 0 | $ 0 |
Significant accounting polici_5
Significant accounting policies - Schedule of Property, Plant and Equipment, Estimated Useful Lives (Details) | 12 Months Ended |
Dec. 31, 2019 | |
Buildings | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 5 years |
Buildings | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 50 years |
Fixtures and machinery | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 7 years |
Fixtures and machinery | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 18 years |
Furniture and other fixed assets | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 4 years |
Furniture and other fixed assets | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 12 years |
Revenue - Disaggregation of Rev
Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | $ 143,833 | $ 132,825 | $ 164,023 | $ 195,796 | $ 151,782 | $ 142,812 | $ 145,572 | $ 176,847 | $ 636,477 | $ 617,013 | $ 559,545 |
Package revenue | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | 538,088 | 532,090 | 481,175 | ||||||||
Non-package revenue | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | 90,157 | 83,190 | 78,230 | ||||||||
Management fees | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | 1,820 | 755 | 140 | ||||||||
Cost reimbursements | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | 6,412 | 978 | 0 | ||||||||
Other | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | 3,578 | 2,038 | 143 | ||||||||
Other | Package revenue | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | 0 | 342 | 0 | ||||||||
Other | Non-package revenue | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | 24 | (37) | 3 | ||||||||
Other | Management fees | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | 1,820 | 755 | 140 | ||||||||
Other | Cost reimbursements | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | 1,734 | 978 | |||||||||
Yucatán Peninsula | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | 244,076 | 266,956 | 276,736 | ||||||||
Yucatán Peninsula | Package revenue | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | 212,794 | 236,815 | 242,296 | ||||||||
Yucatán Peninsula | Non-package revenue | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | 31,282 | 30,141 | 34,440 | ||||||||
Yucatán Peninsula | Management fees | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | 0 | 0 | 0 | ||||||||
Yucatán Peninsula | Cost reimbursements | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | 0 | 0 | |||||||||
Pacific Coast | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | 88,676 | 89,372 | 90,945 | ||||||||
Pacific Coast | Package revenue | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | 76,056 | 75,506 | 76,170 | ||||||||
Pacific Coast | Non-package revenue | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | 12,620 | 13,866 | 14,775 | ||||||||
Pacific Coast | Management fees | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | 0 | 0 | 0 | ||||||||
Pacific Coast | Cost reimbursements | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | 0 | 0 | |||||||||
Dominican Republic | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | 90,941 | 125,137 | 124,125 | ||||||||
Dominican Republic | Package revenue | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | 75,874 | 104,858 | 104,167 | ||||||||
Dominican Republic | Non-package revenue | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | 15,067 | 20,279 | 19,958 | ||||||||
Dominican Republic | Management fees | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | 0 | 0 | 0 | ||||||||
Dominican Republic | Cost reimbursements | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | 0 | 0 | |||||||||
Jamaica | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | 209,206 | 133,510 | 67,596 | ||||||||
Jamaica | Package revenue | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | 173,364 | 114,569 | 58,542 | ||||||||
Jamaica | Non-package revenue | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | 31,164 | 18,941 | 9,054 | ||||||||
Jamaica | Management fees | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | 0 | 0 | $ 0 | ||||||||
Jamaica | Cost reimbursements | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Total revenue | $ 4,678 | $ 0 |
Business combinations - Narrat
Business combinations - Narrative (Details) | Jun. 01, 2018USD ($)unit | Dec. 31, 2018USD ($)shares | Dec. 31, 2019USD ($)shares | Jun. 07, 2018USD ($) | Dec. 31, 2017shares | Dec. 31, 2016shares | Dec. 31, 2015shares |
Ordinary Shares | |||||||
Business Acquisition [Line Items] | |||||||
Shares outstanding (in shares) | shares | 130,440,126 | 129,121,576 | 110,297,697 | 50,481,822 | 50,481,822 | ||
Term Loan | |||||||
Business Acquisition [Line Items] | |||||||
Transaction costs related to issuance of debt | $ 4,480,000 | $ 3,622,000 | |||||
Term Loan | Second Amendment | |||||||
Business Acquisition [Line Items] | |||||||
Face amount | 100,000,000 | $ 100,000,000 | |||||
Transaction costs related to issuance of debt | 1,300,000 | ||||||
Sagicor | |||||||
Business Acquisition [Line Items] | |||||||
Total purchase consideration | $ 308,528,000 | ||||||
Deferred tax assets, valuation allowance | 700,000 | ||||||
Deferred tax liabilities | 200,000 | ||||||
Acquisition liability | $ 20,700,000 | ||||||
Transition costs related to the business combination | $ 2,900,000 | ||||||
Sagicor | Jewel Grande Montego Bay Resort & Spa, One of the Towers in Multi-Tower Condominium and Spa | |||||||
Business Acquisition [Line Items] | |||||||
Number of units acquired | unit | 88 |
Business combinations - Schedul
Business combinations - Schedule of Purchase Consideration, Sagicor Hotel Properties (Details) $ / shares in Units, $ in Thousands | Jun. 01, 2018USD ($)$ / sharesshares | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2019€ / shares | Dec. 31, 2018€ / shares | Jun. 01, 2018€ / shares |
Business Acquisition [Line Items] | |||||||
Cash consideration, net of cash acquired of $0.1 million | $ 0 | $ 93,128 | $ 0 | ||||
Ordinary shares (20,000,000 shares at the Acquisition Date closing price of $10.77 per share, €0.10 par value) | $ 0 | $ 215,400 | $ 0 | ||||
Ordinary shares, par value (in Euros per share) | € / shares | € 0.10 | € 0.10 | |||||
Sagicor | |||||||
Business Acquisition [Line Items] | |||||||
Cash consideration, net of cash acquired of $0.1 million | $ 93,128 | ||||||
Cash acquired | 100 | ||||||
Ordinary shares (20,000,000 shares at the Acquisition Date closing price of $10.77 per share, €0.10 par value) | 215,400 | ||||||
Total purchase consideration | $ 308,528 | ||||||
Sagicor | Ordinary Shares | |||||||
Business Acquisition [Line Items] | |||||||
Shares issued as part of purchase consideration (in shares) | shares | 20,000,000 | ||||||
Closing share price (in dollars per share) | $ / shares | $ 10.77 | ||||||
Ordinary shares, par value (in Euros per share) | € / shares | € 0.10 |
Business combinations - Sched_2
Business combinations - Schedule of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Jun. 01, 2018 | Dec. 31, 2019 | Dec. 31, 2018 |
Net assets acquired | |||
Goodwill, net | $ 78,339 | $ 83,656 | |
Sagicor | |||
Business Acquisition [Line Items] | |||
Total purchase consideration | $ 308,528 | ||
Net assets acquired | |||
Working capital | (1,665) | ||
Property and equipment | 298,349 | ||
Identifiable intangible assets and liabilities | (449) | ||
Deferred income taxes | (20,483) | ||
Goodwill, net | 32,776 | ||
Total net assets acquired | 308,528 | ||
As Previously Reported | Sagicor | |||
Business Acquisition [Line Items] | |||
Total purchase consideration | 308,528 | ||
Net assets acquired | |||
Working capital | (1,665) | ||
Property and equipment | 304,299 | ||
Identifiable intangible assets and liabilities | (449) | ||
Deferred income taxes | (25,582) | ||
Goodwill, net | 31,925 | ||
Total net assets acquired | 308,528 | ||
Adjustments | Sagicor | |||
Business Acquisition [Line Items] | |||
Total purchase consideration | 0 | ||
Net assets acquired | |||
Working capital | 0 | ||
Property and equipment | (5,950) | ||
Identifiable intangible assets and liabilities | 0 | ||
Deferred income taxes | 5,099 | ||
Goodwill, net | 851 | ||
Total net assets acquired | $ 0 |
Business combinations - Sched_3
Business combinations - Schedule of Identifiable Intangible Assets Acquired (Details) - Sagicor $ in Thousands | Jun. 01, 2018USD ($) |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Estimated Fair Value, unfavorable ground lease liability | $ (2,349) |
Weighted-Average Amortization Period, unfavorable ground lease liability | 22 years |
Total identifiable intangibles acquired | $ (449) |
Management contract | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Estimated Fair Value, intangible assets | $ 1,900 |
Weighted-Average Amortization Period, intangible assets | 20 years |
Business combinations - Sched_4
Business combinations - Schedule of Unaudited Pro Forma Results of Operations (Details) - Sagicor - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Business Acquisition [Line Items] | ||
Pro forma revenue | $ 666,778 | $ 662,669 |
Pro forma net income | $ 31,511 | $ 3,497 |
Business combinations - Sched_5
Business combinations - Schedule of Sagicor Hotel Properties' Results of Operations (Details) - Sagicor $ in Thousands | 7 Months Ended |
Dec. 31, 2018USD ($) | |
Business Acquisition [Line Items] | |
Revenue | $ 55,598 |
Net income | $ 898 |
Business combinations - Sched_6
Business combinations - Schedule of Consideration Transferred, Recapitalization Transaction (Details) - USD ($) $ in Thousands | Mar. 12, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Business Acquisition [Line Items] | ||||
Playa employee offering | $ 0 | $ 215,400 | $ 0 | |
Recapitalization Transaction | ||||
Business Acquisition [Line Items] | ||||
Purchase of all of our Predecessor's cumulative redeemable preferred shares | $ 353,873 | |||
Net cash transferred from Pace | 78,859 | |||
Playa employee offering | 799 | |||
Total consideration transferred | $ 433,531 | |||
Number of shares agreed to purchase in subscription agreements (in shares) | 82,751 |
Property and equipment - Schedu
Property and equipment - Schedule of Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, gross | $ 2,328,267 | $ 2,158,679 |
Accumulated depreciation | (398,353) | (350,267) |
Total property and equipment, net | 1,929,914 | 1,808,412 |
Land, buildings and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, gross | 1,976,214 | 1,787,727 |
Fixtures and machinery | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, gross | 81,437 | 69,396 |
Furniture and other fixed assets | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, gross | 228,533 | 195,036 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, gross | $ 42,083 | $ 106,520 |
Property and equipment - Narra
Property and equipment - Narrative (Details) - USD ($) $ in Thousands | Jul. 12, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Property, Plant and Equipment [Abstract] | ||||
Depreciation expense | $ 100,800 | $ 72,300 | $ 52,200 | |
Interest expense capitalized on qualifying assets | 13,100 | 5,200 | 1,600 | |
Property, Plant and Equipment [Line Items] | ||||
Total consideration | 229,928 | 111,335 | 118,835 | |
Consideration paid upon closing | 208,970 | 110,851 | 106,230 | |
Remaining balance due upon opening of resort | $ 20,958 | $ 484 | $ 12,605 | |
Land | ||||
Property, Plant and Equipment [Line Items] | ||||
Total consideration | $ 56,200 | |||
Consideration paid upon closing | 45,600 | |||
Remaining balance due upon opening of resort | $ 10,600 | |||
Period post beginning of construction of resorts that payment may be due | 2 years |
Income taxes - Schedule of Net
Income taxes - Schedule of Net Income (Loss) Before Tax (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ (7,030) | $ (5,168) | $ (6,066) |
Foreign | (14,547) | 36,344 | 14,876 |
Net (loss) income before tax | $ (21,577) | $ 31,176 | $ 8,810 |
Income taxes - Components of In
Income taxes - Components of Income Tax Benefit (Provision) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Current | |||
Domestic | $ (8) | $ (1) | $ (67) |
Foreign | (5,592) | (9,183) | (7,967) |
Total current income tax provision | (5,600) | (9,184) | (8,034) |
Deferred | |||
Domestic | 7,684 | 0 | 0 |
Foreign | 15,136 | (3,015) | (1,017) |
Total deferred income tax benefit (provision) | 22,820 | (3,015) | (1,017) |
Income tax benefit (provision) | $ 17,220 | $ (12,199) | $ (9,051) |
Income taxes - Reconciliation o
Income taxes - Reconciliation of Netherlands Statutory Federal Income Tax Rate to Our Effective Income Tax Rate (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Effective tax rate, Amount | |||
Income tax benefit (provision) at statutory rate | $ 5,394 | $ (7,794) | $ (2,203) |
Differences between statutory rate and foreign rate | 18,836 | 21,629 | 16,277 |
Inflation adjustments | 4,276 | 4,848 | 5,009 |
Nondeductible interest and expenses | (12,043) | (7,963) | (6,975) |
Debt extinguishment and other | 0 | 0 | 536 |
Business interruption proceeds | 0 | 0 | (164) |
Goodwill impairment | (1,542) | 0 | 0 |
Other | (60) | (193) | 229 |
Foreign exchange rate differences | (6,038) | (3,561) | (3,183) |
Dominican Republic tax classification | (6,109) | (5,145) | 3,994 |
Dutch and U.S. rate change | 3,952 | (13,721) | (2,590) |
Change in valuation allowance | 10,554 | (299) | (19,981) |
Income tax benefit (provision) | $ 17,220 | $ (12,199) | $ (9,051) |
Effective tax rate, Percent | |||
Income tax benefit (provision) at statutory rate | 25.00% | 25.00% | 25.00% |
Differences between statutory rate and foreign rate | 87.30% | (69.40%) | (184.80%) |
Inflation adjustments | 19.80% | (15.60%) | (56.90%) |
Nondeductible interest and expenses | (55.80%) | 25.50% | 79.20% |
Debt extinguishment and other | 0.00% | 0.00% | (6.10%) |
Business interruption proceeds | 0.00% | 0.00% | 1.90% |
Goodwill impairment | (7.10%) | 0.00% | 0.00% |
Other | (0.30%) | 0.70% | (2.60%) |
Foreign exchange rate differences | (28.00%) | 11.40% | 36.10% |
Dominican Republic tax classification | (28.30%) | 16.50% | (45.30%) |
Dutch and U.S. rate change | 18.30% | 44.00% | 29.40% |
Change in valuation allowance | 48.90% | 1.00% | 226.80% |
Income tax benefit (provision) | 79.80% | 39.10% | 102.70% |
Income taxes - Narrative (Deta
Income taxes - Narrative (Details) | 12 Months Ended | ||
Dec. 31, 2019USD ($)entity | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | |
Income Tax Disclosure [Abstract] | |||
Dutch corporate income tax, general tax rate | 25.00% | 25.00% | 25.00% |
Income tax provision (benefit) | $ (17,220,000) | $ 12,199,000 | $ 9,051,000 |
Effective tax rate | 79.80% | 39.10% | 102.70% |
Tax benefit from rate-favorable jurisdictions | $ 18,836,000 | $ 21,629,000 | $ 16,277,000 |
Tax benefit from inflation adjustments | 4,276,000 | 4,848,000 | 5,009,000 |
Tax expense (benefit) on measurement of Dutch deferred tax assets and liabilities pursuant to Dutch tax rate change | (3,952,000) | 13,721,000 | 2,590,000 |
Increase (decrease) in valuation allowance established on deferred tax assets | (10,554,000) | 299,000 | 19,981,000 |
Tax expense on non-deductible interest and expenses. goodwill impairment expense, and other expense | 13,600,000 | 8,000,000 | 7,000,000 |
Expense (benefit) associated with Dominican Republic tax paying entities | 6,109,000 | 5,145,000 | (3,994,000) |
Tax expense associated with foreign exchange rate fluctuations | 6,038,000 | 3,561,000 | 3,183,000 |
Valuation allowance releases | 20,800,000 | ||
Income Tax Contingency [Line Items] | |||
Deferred income tax expense | (22,820,000) | 3,015,000 | 1,017,000 |
Current income tax expense | 5,600,000 | 9,184,000 | 8,034,000 |
Uncertain tax positions | $ 0 | 0 | $ 0 |
Dominican Republic | |||
Income Tax Contingency [Line Items] | |||
Number of entities under tax holiday | entity | 3 | ||
Number of hotel entities with signed APAs | entity | 3 | ||
Deferred income tax expense | $ 5,700,000 | 4,800,000 | |
Current income tax expense | 300,000 | ||
Dominican Republic | Foreign Tax Authority | |||
Income Tax Contingency [Line Items] | |||
Net operating loss carryforwards | $ 0 | 0 | |
Dominican Republic | Playa Romana Mar B.V. | |||
Income Tax Contingency [Line Items] | |||
Period of tax exemption | 15 years | ||
Dominican Republic | Playa Dominican Resorts B.V. | |||
Income Tax Contingency [Line Items] | |||
Period of tax exemption | 15 years | ||
Mexico | Foreign Tax Authority | |||
Income Tax Contingency [Line Items] | |||
Net operating loss carryforwards | $ 35,100,000 | 18,900,000 | |
Netherlands | |||
Income Tax Contingency [Line Items] | |||
Dutch 2019 tax package effect on deferred tax assets, decrease (increase) | 14,400,000 | ||
Dutch 2019 tax package effect on deferred tax asset valuation allowance, increase (decrease) | (14,400,000) | ||
Impact of Dutch tax rate change from deferred tax assets, tax expense (benefit) | 0 | ||
Dutch 2019 tax package effect on deferred tax liabilities, increase (decrease) | (700,000) | ||
Impact of Dutch tax rate change from deferred tax liabilities, tax expense (benefit) | (700,000) | ||
Dutch 2019 tax package effect on deferred tax assets, increase | 4,200,000 | ||
Dutch 2019 tax package effect on deferred tax asset valuation allowance, increase | 4,200,000 | ||
Impact of Dutch tax rate change from deferred tax assets, tax expense (benefit) | 0 | ||
Dutch 2019 tax package effect on deferred tax liabilities, increase | 200,000 | ||
Impact of Dutch tax rate change from deferred tax liabilities, tax expense | 200,000 | ||
Netherlands | Foreign Tax Authority | |||
Income Tax Contingency [Line Items] | |||
Net operating loss carryforwards | 356,300,000 | 349,500,000 | |
Jamaica | Foreign Tax Authority | |||
Income Tax Contingency [Line Items] | |||
Net operating loss carryforwards | 56,500,000 | 61,000,000 | |
U.S. | Domestic Tax Authority | |||
Income Tax Contingency [Line Items] | |||
Net operating loss carryforwards | $ 28,500,000 | $ 20,500,000 |
Income taxes - Schedule of Defe
Income taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Deferred tax assets | ||
Advance customer deposits | $ 5,074 | $ 6,098 |
Trade payables and other accruals | 8,381 | 5,210 |
Labor liability accrual | 1,020 | 757 |
Property and equipment | 788 | 766 |
Lease obligation | 1,123 | |
Other assets | 2,564 | 0 |
Net operating losses | 110,135 | 98,874 |
Total deferred tax asset | 129,085 | 111,705 |
Valuation allowance | (79,788) | (94,575) |
Net deferred tax asset | 49,297 | 17,130 |
Deferred tax liabilities | ||
Accounts receivable and prepayments to vendors | 613 | 1,113 |
Property and equipment | 124,121 | 119,800 |
Other liabilities | 1,123 | 823 |
Total deferred tax liability | 125,857 | 121,736 |
Net deferred tax liability | $ (76,560) | $ (104,606) |
Income taxes - Schedule of Chan
Income taxes - Schedule of Change in Valuation Allowance (Details) - Valuation Allowance of Deferred Tax Assets - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Increase (Decrease) in Valuation Allowance [Roll Forward] | |||
Deferred tax asset valuation allowance, Balance at beginning of period | $ (94,575) | $ (98,755) | $ (81,738) |
Additions | (7,008) | (23,789) | (19,469) |
Deductions | 21,795 | 27,969 | 2,452 |
Deferred tax asset valuation allowance, Balance at end of period | $ (79,788) | $ (94,575) | $ (98,755) |
Related party transactions - Na
Related party transactions - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | Jun. 01, 2018 | Mar. 12, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Related Party Transaction [Line Items] | |||||
Settlement of accrued dividends of cumulative redeemable preferred shares | $ 0 | $ 0 | $ 114,381 | ||
Pace Business Combination | |||||
Related Party Transaction [Line Items] | |||||
Purchase price per share (in dollars per share) | $ 8.40 | ||||
Settlement of accrued dividends of cumulative redeemable preferred shares | $ 114,400 | ||||
Shares issued as part of purchase consideration (in shares) | 82,751 | ||||
Sagicor | Ordinary Shares | |||||
Related Party Transaction [Line Items] | |||||
Shares issued as part of purchase consideration (in shares) | 20,000,000 | ||||
HI Holdings Playa | Pace Business Combination | |||||
Related Party Transaction [Line Items] | |||||
Purchase price per share (in dollars per share) | $ 8.40 | ||||
Face value | $ 196,000 | ||||
Settlement of accrued dividends of cumulative redeemable preferred shares | $ 93,600 | ||||
Affiliated Entity | Real Shareholder | Pace Business Combination | |||||
Related Party Transaction [Line Items] | |||||
Purchase price per share (in dollars per share) | $ 8.40 | ||||
Face value | $ 43,500 | ||||
Settlement of accrued dividends of cumulative redeemable preferred shares | $ 20,800 | ||||
Affiliated Entity | Sagicor | Advance deposits and credit card collections paid to Sagicor following acquisition | |||||
Related Party Transaction [Line Items] | |||||
Amount owed from related party | $ 4,800 | ||||
Affiliate of related party | Lease payments | |||||
Related Party Transaction [Line Items] | |||||
Amount of transaction with related party | $ 100 |
Related party transactions - Tr
Related party transactions - Transactions with Related Parties (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Chief Executive Officer | Lease expense | |||
Related Party Transaction [Line Items] | |||
Total transactions with related parties | $ 745 | $ 989 | $ 1,032 |
Hyatt | Affiliated Entity | Hyatt franchise fees | |||
Related Party Transaction [Line Items] | |||
Total transactions with related parties | 17,423 | 16,688 | 14,105 |
Sagicor | Affiliated Entity | Insurance premiums | |||
Related Party Transaction [Line Items] | |||
Total transactions with related parties | 1,659 | 1,765 | 0 |
Sagicor | Affiliated Entity | Cost reimbursements | |||
Related Party Transaction [Line Items] | |||
Total transactions with related parties | 5,142 | 0 | 0 |
Sabre | Affiliated Entity | Booking and call center services | |||
Related Party Transaction [Line Items] | |||
Total transactions with related parties | 989 | 0 | 0 |
Hyatt and Real Shareholder | Affiliated Entity | Dividends on the Preferred Shares | |||
Related Party Transaction [Line Items] | |||
Total transactions with related parties | 0 | 0 | 7,922 |
Real Shareholder | Affiliated Entity | Deferred consideration accretion | |||
Related Party Transaction [Line Items] | |||
Total transactions with related parties | 0 | 0 | 36 |
Real Shareholder | Affiliated Entity | Interest expense on related party debt | |||
Related Party Transaction [Line Items] | |||
Total transactions with related parties | $ 0 | $ 0 | $ 372 |
Commitments and contingencies
Commitments and contingencies - Narrative (Details) - Foreign Tax Authority - Tax and Customs Administration, Netherlands - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2019 | |
Loss Contingencies [Line Items] | ||
Gain reported in other (expense) income | $ 1,200,000 | |
Operating tax contingency outstanding | $ 0 | $ 0 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
Lessee, Lease, Description [Line Items] | |||
Right-of-use assets for operating leases | $ 5,673 | $ 0 | |
Lease liabilities | $ 6,208 | ||
Accounting Standards Update 2016-02 | |||
Lessee, Lease, Description [Line Items] | |||
Right-of-use assets for operating leases | $ 5,000 | ||
Lease liabilities | $ 5,300 |
Leases - Minimum Future Lease P
Leases - Minimum Future Lease Payments and Lease Liability, Topic 842 (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Minimum future lease payments | |
2020 | $ 991 |
2021 | 1,036 |
2022 | 1,074 |
2023 | 786 |
2024 | 652 |
2025 | 686 |
Thereafter | 2,243 |
Total minimum future lease payments | 7,468 |
Less: imputed interest | (1,260) |
Total lease liability | $ 6,208 |
Leases - Minimum Future Lease_2
Leases - Minimum Future Lease Payments, Topic 840 (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Leases [Abstract] | |
2019 | $ 1,199 |
2020 | 1,031 |
2021 | 1,016 |
2022 | 1,044 |
2023 | 745 |
Thereafter | 3,394 |
Total minimum future lease payments | $ 8,429 |
Leases - Components of Lease Ex
Leases - Components of Lease Expense and Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Leases [Abstract] | |||
Lease expense | $ 2,563 | ||
Cash paid for amounts included in the measurement of lease liabilities | |||
Operating cash outflows for operating leases | $ 643 | ||
Lease expense recognized under ASC 840 | $ 2,400 | $ 2,000 |
Leases - Other Relevant Informa
Leases - Other Relevant Information (Details) | Dec. 31, 2019 |
Leases [Abstract] | |
Weighted-average remaining lease term | 7 years 11 months 12 days |
Weighted-average discount rate | 4.54% |
Leases - Rental Income (Details
Leases - Rental Income (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Lessor, Lease, Description [Line Items] | |
Operating lease income | $ 5,105 |
Minimum | |
Lessor, Lease, Description [Line Items] | |
Contractual term | 1 year |
Maximum | |
Lessor, Lease, Description [Line Items] | |
Contractual term | 3 years |
Ordinary shares - Narrative (D
Ordinary shares - Narrative (Details) | Jun. 01, 2018€ / sharesshares | Dec. 28, 2017$ / sharesshares | Jul. 17, 2017shares | Jun. 23, 2017shares | Mar. 12, 2017shares | Dec. 31, 2019€ / sharesshares | Dec. 31, 2019€ / sharesshares | Dec. 31, 2018€ / sharesshares | Dec. 31, 2017shares | Dec. 14, 2018USD ($) | May 22, 2017shares | Dec. 31, 2016shares |
Class of Stock [Line Items] | ||||||||||||
Ordinary shares, outstanding (in shares) | 129,121,576 | 129,121,576 | 130,440,126 | 50,481,822 | ||||||||
Non-cash transfer of ordinary shares and repurchase of ordinary shares (in shares) | 442,303 | 1,791,487 | ||||||||||
Amount of ordinary shares authorized for repurchase | $ | $ 100,000,000 | |||||||||||
Ordinary shares, par value (in Euros per share) | € / shares | € 0.10 | € 0.10 | € 0.10 | |||||||||
Restricted Shares | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Shares outstanding (in shares) | 3,050,376 | 3,050,376 | ||||||||||
Restricted Share Units | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Shares outstanding (in shares) | 20,367 | 20,367 | ||||||||||
Member of Board of Directors | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Non-cash transfer of ordinary shares and repurchase of ordinary shares (in shares) | 7,367 | |||||||||||
Consideration (in dollars per share) | $ / shares | $ 0 | |||||||||||
Pace Business Combination | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Ordinary shares issued as part of acquisition (in shares) | 82,751 | |||||||||||
Warrants, Ordinary Shares | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Exchange offer, ordinary shares exchanged for each outstanding warrant (in shares) | 0.1 | |||||||||||
Exchange offer, warrants tendered (in shares) | 1,066,541 | 65,933,459 | ||||||||||
Exchange offer, ordinary shares issued (in shares) | 95,988 | 6,593,321 | ||||||||||
Ordinary Shares | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Ordinary shares issued as part of recapitalization transaction (in shares) | 52,982,364 | |||||||||||
Exchange offer, ordinary shares issued (in shares) | 6,689,309 | |||||||||||
Non-cash transfer of ordinary shares and repurchase of ordinary shares (in shares) | 1,791,487 | 47,241 | 7,367 | |||||||||
Ordinary Shares | Pace Business Combination | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Ordinary shares issued as part of recapitalization transaction (in shares) | 52,982,364 | |||||||||||
Ordinary Shares | Sagicor | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Ordinary shares issued as part of acquisition (in shares) | 20,000,000 | |||||||||||
Ordinary shares, par value (in Euros per share) | € / shares | € 0.10 |
Warrants - Narrative (Details)
Warrants - Narrative (Details) $ / shares in Units, $ in Thousands | Aug. 08, 2018USD ($)shares | Dec. 31, 2019USD ($)day$ / sharesshares | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2019€ / sharesshares |
Class of Warrant or Right [Line Items] | |||||
Payments for repurchase of warrants (less than) | $ | $ 0 | $ 55 | $ 0 | ||
Earnout Warrants | |||||
Class of Warrant or Right [Line Items] | |||||
Warrants issued (in shares) | 3,000,000 | ||||
Price per share underlying the warrants (in dollars per share) | $ / shares | $ 13 | ||||
Warrants trading days threshold | day | 20 | ||||
Warrants consecutive trading days threshold | day | 30 | ||||
Warrants expiration term | 5 years | ||||
Warrants repurchased (in shares) | 12,230 | ||||
Payments for repurchase of warrants (less than) | $ | $ 100 | ||||
Warrants outstanding (in shares) | 2,987,770 | ||||
Earnout Warrants | Ordinary Shares | |||||
Class of Warrant or Right [Line Items] | |||||
Number of shares entitled to each warrant (in shares) | 1 | ||||
Exercise price (in Euros per share) | € / shares | € 0.10 |
Share-based compensation - Nar
Share-based compensation - Narrative (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019USD ($)criteriashares | May 16, 2019shares | Mar. 10, 2017shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares authorized for issuance (in shares) | shares | 12,000,000 | 4,000,000 | |
Shares available for future grants under the 2017 Plan (in shares) | shares | 7,665,750 | ||
Restricted Share Awards | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unrecognized compensation cost | $ | $ 10.8 | ||
Period over which unrecognized compensation expense will be recorded | 1 year 10 months 24 days | ||
Restricted Share Awards | Employees and Executives | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 3 years | ||
Restricted Share Awards | Employees and Executives | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 5 years | ||
Restricted Share Awards, Three-Year Vesting | Employees and Executives | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 3 years | ||
Restricted Share Awards, Three-Year Vesting | Employees and Executives | Vesting in First Period | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting percentage | 33.33% | ||
Restricted Share Awards, Three-Year Vesting | Employees and Executives | Vesting in Second Period | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting percentage | 33.33% | ||
Restricted Share Awards, Three-Year Vesting | Employees and Executives | Vesting in Third Period | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting percentage | 33.33% | ||
Restricted Share Units | Employees and Executives | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 3 years | ||
Restricted Share Awards, Five-Year Vesting | Employees and Executives | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 5 years | ||
Restricted Share Awards, Five-Year Vesting | Employees and Executives | Vesting in First Period | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting percentage | 25.00% | ||
Restricted Share Awards, Five-Year Vesting | Employees and Executives | Vesting in Second Period | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting percentage | 25.00% | ||
Restricted Share Awards, Five-Year Vesting | Employees and Executives | Vesting in Third Period | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting percentage | 50.00% | ||
Performance Share Awards | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 3 years | ||
Unrecognized compensation cost | $ | $ 0.9 | ||
Period over which unrecognized compensation expense will be recorded | 1 year 8 months 12 days | ||
Number of performance criteria defined in award agreements | criteria | 2 | ||
Period after target ordinary shares vest that any declared dividends will be paid | 30 days | ||
Performance Share Awards | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting percentage | 0.00% | ||
Performance Share Awards | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting percentage | 150.00% |
Share-based compensation - Sum
Share-based compensation - Summary of Restricted Share Awards and Performance Share Awards (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Restricted Share Awards | |||
Number of Shares | |||
Unvested balance at beginning of period (in shares) | 1,718,684 | ||
Granted (in shares) | 1,000,184 | ||
Vested (in shares) | (472,937) | ||
Forfeited (in shares) | (88,595) | ||
Unvested balance at end of period (in shares) | 2,157,336 | 1,718,684 | |
Weighted-Average Grant Date Fair Value | |||
Unvested balance at beginning of period (in dollars per share) | $ 10.19 | ||
Granted (in dollars per share) | 7.25 | $ 10.25 | $ 10.19 |
Vested (in dollars per share) | 9.46 | ||
Forfeited (in dollars per share) | 9.30 | ||
Unvested balance at end of period (in dollars per share) | $ 9.03 | $ 10.19 | |
Performance Share Awards | |||
Number of Shares | |||
Unvested balance at beginning of period (in shares) | 523,545 | ||
Granted (in shares) | 389,862 | ||
Unvested balance at end of period (in shares) | 913,407 | 523,545 | |
Weighted-Average Grant Date Fair Value | |||
Unvested balance at beginning of period (in dollars per share) | $ 8.26 | ||
Granted (in dollars per share) | 5.83 | $ 8.53 | $ 7.99 |
Unvested balance at end of period (in dollars per share) | $ 7.22 | $ 8.26 |
Share-based compensation - Summ
Share-based compensation - Summary of Additional Information on Restricted and Performance Share Awards (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Restricted Share Awards | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted-average grant date fair value (in dollars per share) | $ 7.25 | $ 10.25 | $ 10.19 |
Fair value of vested restricted share awards | $ 3,600 | $ 1,963 | $ 1,545 |
Share-based compensation expense | $ 8,065 | $ 5,072 | $ 3,587 |
Performance Share Awards | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted-average grant date fair value (in dollars per share) | $ 5.83 | $ 8.53 | $ 7.99 |
Share-based compensation expense | $ 780 | $ 1,045 | $ 178 |
Share-based compensation - Su_2
Share-based compensation - Summary of Key Inputs (Details) - USD ($) $ in Thousands | Sep. 19, 2019 | Jan. 02, 2019 | Jan. 02, 2018 | May 26, 2017 |
Total Shareholder Return | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Percentage of Total Award | 50.00% | 50.00% | 50.00% | 50.00% |
Grant Date Fair Value by Component | $ 287 | $ 537 | $ 860 | $ 770 |
Volatility | 25.86% | 27.78% | 26.13% | 27.02% |
Interest Rate | 1.72% | 2.46% | 2.00% | 1.39% |
Dividend Yield | 0.00% | 0.00% | 0.00% | 0.00% |
Adjusted EBITDA Comparison | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Percentage of Total Award | 50.00% | 50.00% | 50.00% | 50.00% |
Grant Date Fair Value by Component | $ 448 | $ 900 | $ 1,475 | $ 1,350 |
Volatility | 0.00% | 0.00% | 0.00% | 0.00% |
Interest Rate | 0.00% | 0.00% | 0.00% | 0.00% |
Dividend Yield | 0.00% | 0.00% | 0.00% | 0.00% |
Preferred Shares - Narrative (D
Preferred Shares - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | Mar. 12, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Business Acquisition [Line Items] | ||||
Face value | $ 0 | $ 0 | $ 239,492 | |
Associated PIK dividends | $ 0 | $ 0 | $ 114,381 | |
Pace Business Combination | ||||
Business Acquisition [Line Items] | ||||
Purchase price per share (in dollars per share) | $ 8.40 | |||
Purchase of preferred shares | $ 353,873 | |||
Face value | 239,500 | |||
Associated PIK dividends | $ 114,400 |
Earnings per share - Schedule
Earnings per share - Schedule of Calculation of Basic and Diluted EPS (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Numerator | |||||||||||
Net (loss) income | $ (17,924,000) | $ (30,461,000) | $ 1,040,000 | $ 42,988,000 | $ (14,239,000) | $ (5,422,000) | $ 16,821,000 | $ 21,817,000 | $ (4,357,000) | $ 18,977,000 | $ (241,000) |
Non-cash dividend to warrant holders | 0 | 0 | (879,000) | ||||||||
Convertible Preferred Share dividends | 0 | 0 | (7,922,000) | ||||||||
Allocation of undistributed earnings to preferred shareholders | 0 | 0 | 0 | ||||||||
Numerator for basic EPS - net (loss) income available to ordinary shareholders | (4,357,000) | 18,977,000 | (9,042,000) | ||||||||
Add back convertible Preferred Share dividends | 0 | 0 | 0 | ||||||||
Add back of undistributed earnings to preferred shareholders | 0 | 0 | 0 | ||||||||
Numerator for diluted EPS - net (loss) income available to ordinary shareholders after assumed conversions | $ (4,357,000) | $ 18,977,000 | $ (9,042,000) | ||||||||
Denominator | |||||||||||
Denominator for basic EPS - weighted-average shares (in shares) | 130,023,463 | 122,150,851 | 96,896,498 | ||||||||
Effect of dilutive securities | |||||||||||
Unvested restricted share awards (in shares) | 0 | 267,649 | 0 | ||||||||
Denominator for diluted EPS - adjusted weighted-average shares (in shares) | 130,023,463 | 122,418,500 | 96,896,498 | ||||||||
EPS - Basic (in dollars per share) | $ (0.14) | $ (0.23) | $ 0.01 | $ 0.33 | $ (0.11) | $ (0.04) | $ 0.14 | $ 0.20 | $ (0.03) | $ 0.16 | $ (0.09) |
EPS - Diluted (in dollars per share) | $ (0.14) | $ (0.23) | $ 0.01 | $ 0.33 | $ (0.11) | $ (0.04) | $ 0.14 | $ 0.20 | $ (0.03) | $ 0.16 | $ (0.09) |
Earnout Warrants | |||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||||
Shares of common stock acquired by outstanding warrants (in shares) | 2,987,770 | 2,987,770 | 2,987,770 | 2,987,770 | 3,000,000 | ||||||
Convertible Preferred Securities | |||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||||
Anti-dilutive securities excluded from computation of earnings (losses) per share (in shares) | 7,898,432 | ||||||||||
Unvested Restricted Share Awards | |||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||||
Anti-dilutive securities excluded from computation of earnings (losses) per share (in shares) | 2,157,336 | 9,482 | 1,265,830 | ||||||||
Unvested Performance-Based Equity Awards | |||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||||
Anti-dilutive securities excluded from computation of earnings (losses) per share (in shares) | 913,407 | 523,545 | 265,222 |
Debt - Schedule of Debt Compone
Debt - Schedule of Debt Components (Details) | 12 Months Ended | ||
Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Mar. 29, 2018USD ($)contract | |
Debt obligations | |||
Total debt obligations | $ 1,046,448,000 | $ 996,548,000 | |
Unamortized discount and debt issuance costs | |||
Total unamortized discount and debt issuance costs | (5,790,000) | (7,161,000) | |
Total debt | 1,040,658,000 | 989,387,000 | |
Interest rate swaps | |||
Unamortized discount and debt issuance costs | |||
Number of interest rate swap contracts | contract | 2 | ||
Fixed rate | 2.85% | ||
Term Loan | |||
Debt obligations | |||
Total debt obligations | 986,448,000 | 996,548,000 | |
Unamortized discount and debt issuance costs | |||
Discount on Term Loan | (2,168,000) | (2,681,000) | |
Unamortized debt issuance costs on Term Loan | $ (3,622,000) | $ (4,480,000) | |
Effective interest rate | 4.55% | 5.27% | |
Notional amount | $ 800,000,000 | ||
Term Loan | LIBOR | |||
Unamortized discount and debt issuance costs | |||
Basis spread on variable rate | 2.75% | ||
Floor interest rate | 1.00% | ||
Line of Credit | Revolving Credit Facility | |||
Debt obligations | |||
Total debt obligations | $ 60,000,000 | $ 0 | |
Unamortized discount and debt issuance costs | |||
Commitment fee percentage | 0.50% | 0.50% | |
Undrawn balance | $ 40,000,000 | $ 100,000,000 | |
Weighted-average interest rate on outstanding balance | 4.72% | ||
Line of Credit | Revolving Credit Facility | Minimum | |||
Unamortized discount and debt issuance costs | |||
Commitment fee percentage | 0.50% | ||
Line of Credit | Revolving Credit Facility | Maximum | |||
Unamortized discount and debt issuance costs | |||
Commitment fee percentage | 0.25% | ||
Line of Credit | Revolving Credit Facility | LIBOR | |||
Unamortized discount and debt issuance costs | |||
Basis spread on variable rate | 3.00% |
Debt - Schedule of Aggregate De
Debt - Schedule of Aggregate Debt Maturities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Debt Disclosure [Abstract] | ||
2020 | $ 70,100 | |
2021 | 10,100 | |
2022 | 10,100 | |
2023 | 10,100 | |
2024 | 946,048 | |
Thereafter | 0 | |
Total debt maturities | $ 1,046,448 | $ 996,548 |
Debt - Narrative (Details)
Debt - Narrative (Details) - USD ($) | Jun. 07, 2018 | Dec. 06, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Mar. 19, 2019 | Apr. 27, 2017 |
Debt Instrument [Line Items] | |||||||
Loss on extinguishment of debt | $ 0 | $ 0 | $ 25,120,000 | ||||
Term Loan | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 2.75% | ||||||
Floor interest rate | 1.00% | ||||||
Term Loan | First Term Loan | |||||||
Debt Instrument [Line Items] | |||||||
Face amount | $ 530,000,000 | ||||||
Term Loan | First Term Loan | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 3.25% | ||||||
Floor interest rate | 1.00% | ||||||
Term Loan | Second Term Loan | |||||||
Debt Instrument [Line Items] | |||||||
Face amount | $ 380,000,000 | ||||||
Term Loan | Second Term Loan | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 3.25% | ||||||
Floor interest rate | 1.00% | ||||||
Term Loan | Second Term Loan | Senior Notes | |||||||
Debt Instrument [Line Items] | |||||||
Loss on extinguishment of debt | $ 25,100,000 | ||||||
Term Loan | Second Amendment | |||||||
Debt Instrument [Line Items] | |||||||
Face amount | $ 100,000,000 | $ 100,000,000 | |||||
Decrease in applicable interest rate | 0.50% | ||||||
Term Loan | Second Amendment | Base Rate | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 1.75% | ||||||
Term Loan | Second Amendment | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 2.75% | ||||||
Line of Credit | Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | 100,000,000 | ||||||
Line of Credit | Revolving Credit Facility | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 3.00% | ||||||
Line of Credit | Third Amendment | Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Springing leverage ratio financial maintenance covenant requirement threshold, percent of aggregate revolving credit commitments | 35.00% | ||||||
Maximum amount excluded from calculation of springing leverage ratio | $ 50,000,000 | ||||||
Senior Notes | Senior Notes Due 2020 | |||||||
Debt Instrument [Line Items] | |||||||
Repurchased face amount | $ 115,000,000 |
Derivative financial instrume_3
Derivative financial instruments - Narrative (Details) | Mar. 29, 2018USD ($)contract |
Term Loan | |
Derivative [Line Items] | |
Notional amount | $ 800,000,000 |
Interest rate swaps | |
Derivative [Line Items] | |
Number of interest rate swap contracts | contract | 2 |
Fixed rate | 2.85% |
Interest Rate Swap One | |
Derivative [Line Items] | |
Notional amount | $ 200,000,000 |
Interest Rate Swap Two | |
Derivative [Line Items] | |
Notional amount | $ 600,000,000 |
Derivative financial instrume_4
Derivative financial instruments - Effects on Income Statement (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||||||||||||||
Beginning balance | $ 839,841 | $ 599,549 | $ 170,603 | $ 839,841 | $ 599,549 | $ 170,603 | |||||||||
Total other comprehensive (loss) income | (20,984) | 168 | (107) | ||||||||||||
Ending balance | $ 809,651 | $ 839,841 | $ 599,549 | 809,651 | 839,841 | 599,549 | |||||||||
Total amount expected to be reclassified from AOCI to interest expense during next twelve months | 6,200 | ||||||||||||||
Interest rate swaps | Interest expense | |||||||||||||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||||||||||||
Effects on Income Statement | 2,715 | 17,093 | 0 | ||||||||||||
Cash Flow Hedge | |||||||||||||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||||||||||||
Beginning balance | 0 | 0 | |||||||||||||
Change in fair value | (3,907) | $ 4,912 | $ 14,648 | 5,834 | |||||||||||
Reclassification from AOCI to interest expense | (1,159) | (324) | 136 | 24 | |||||||||||
Total other comprehensive (loss) income | $ 4,588 | $ 14,784 | 5,858 | ||||||||||||
Ending balance | $ 20,164 | 0 | 20,164 | 0 | |||||||||||
Cash Flow Hedges | |||||||||||||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||||||||||||
Beginning balance | $ 0 | 0 | 0 | $ 0 | 0 | 0 | |||||||||
Change in fair value | 0 | $ 0 | $ 0 | 0 | 0 | $ 0 | $ 0 | 0 | |||||||
Reclassification from AOCI to interest expense | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | |||||||
Total other comprehensive (loss) income | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | |||||||||
Ending balance | $ 0 | $ 0 | $ 0 | $ 0 |
Derivative financial instrume_5
Derivative financial instruments - Location and Fair Value of Derivatives in Balance Sheet (Details) - Interest rate swaps - Derivative financial instruments - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Designated as Hedging Instrument | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities | $ 31,932 | $ 0 |
Derivatives not Designated as Hedging Instruments | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities | $ 0 | $ 12,476 |
Fair value of financial instr_3
Fair value of financial instruments - Schedule of Financial Liabilities Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Fair value measurements on a recurring basis | ||
Derivative financial instruments | $ 31,932 | $ 12,476 |
Fair Value Measurements on a Recurring Basis | Interest rate swap | ||
Fair value measurements on a recurring basis | ||
Derivative financial instruments | 31,932 | 12,476 |
Fair Value Measurements on a Recurring Basis | Level 1 | Interest rate swap | ||
Fair value measurements on a recurring basis | ||
Derivative financial instruments | 0 | 0 |
Fair Value Measurements on a Recurring Basis | Level 2 | Interest rate swap | ||
Fair value measurements on a recurring basis | ||
Derivative financial instruments | 31,932 | 12,476 |
Fair Value Measurements on a Recurring Basis | Level 3 | Interest rate swap | ||
Fair value measurements on a recurring basis | ||
Derivative financial instruments | $ 0 | $ 0 |
Fair value of financial instr_4
Fair value of financial instruments - Schedule of Financial Liabilities Not Measured at Fair Value (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Carrying Value | ||
Financial liabilities not recorded at fair value | ||
Total liabilities | $ 1,040,658 | $ 989,387 |
Carrying Value | Term Loan | ||
Financial liabilities not recorded at fair value | ||
Total liabilities | 980,658 | 989,387 |
Carrying Value | Revolving Credit Facility | ||
Financial liabilities not recorded at fair value | ||
Total liabilities | 60,000 | 0 |
Fair Value | Level 1 | ||
Financial liabilities not recorded at fair value | ||
Total liabilities | 0 | 0 |
Fair Value | Level 1 | Term Loan | ||
Financial liabilities not recorded at fair value | ||
Total liabilities | 0 | 0 |
Fair Value | Level 1 | Revolving Credit Facility | ||
Financial liabilities not recorded at fair value | ||
Total liabilities | 0 | 0 |
Fair Value | Level 2 | ||
Financial liabilities not recorded at fair value | ||
Total liabilities | 0 | 0 |
Fair Value | Level 2 | Term Loan | ||
Financial liabilities not recorded at fair value | ||
Total liabilities | 0 | 0 |
Fair Value | Level 2 | Revolving Credit Facility | ||
Financial liabilities not recorded at fair value | ||
Total liabilities | 0 | 0 |
Fair Value | Level 3 | ||
Financial liabilities not recorded at fair value | ||
Total liabilities | 1,043,214 | 927,025 |
Fair Value | Level 3 | Term Loan | ||
Financial liabilities not recorded at fair value | ||
Total liabilities | 983,214 | 927,025 |
Fair Value | Level 3 | Revolving Credit Facility | ||
Financial liabilities not recorded at fair value | ||
Total liabilities | $ 60,000 | $ 0 |
Employee benefit plan - Schedul
Employee benefit plan - Schedule of Pension Obligation, Funded Status and Accumulated Pension Obligation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Change in pension obligation | |||
Balance at beginning of period | $ 5,123 | $ 4,456 | |
Service cost | 795 | 674 | $ 713 |
Interest cost | 492 | 364 | 316 |
Actuarial loss (gain) | 881 | (187) | |
Effect of foreign exchange rates | 384 | (12) | |
Curtailment | (171) | (17) | |
Benefits paid | (783) | (155) | |
Acquisitions | 43 | 0 | |
Balance at end of period | 6,764 | 5,123 | $ 4,456 |
Underfunded status | (6,764) | (5,123) | |
Accumulated pension obligation | $ (4,709) | $ (3,752) |
Employee benefit plan - Narrat
Employee benefit plan - Narrative (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Retirement Benefits [Abstract] | ||
Plan assets | $ 0 | $ 0 |
Employee benefit plan - Sched_2
Employee benefit plan - Schedule of Net Periodic Pension Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Retirement Benefits [Abstract] | |||
Service cost | $ 795 | $ 674 | $ 713 |
Interest cost | 492 | 364 | 316 |
Effect of foreign exchange rates | 384 | (12) | 149 |
Amortization of prior service cost | 1 | 25 | 77 |
Amortization of gain | (20) | (18) | (29) |
Compensation-non-retirement post-employment benefits | (1) | (34) | (53) |
Settlement gain | (40) | 0 | (194) |
Curtailment gain | (171) | (17) | (34) |
Total net periodic pension cost | $ 1,440 | $ 982 | $ 945 |
Employee benefit plan - Sched_3
Employee benefit plan - Schedule of Weighted-Average Assumptions Used to Determine Pension Obligation (Details) | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Retirement Benefits [Abstract] | |||
Discount rate | 7.50% | 9.55% | 7.75% |
Rate of compensation increase | 4.79% | 4.79% | 4.79% |
Employee benefit plan - Sched_4
Employee benefit plan - Schedule of Expected Plan Payments (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Retirement Benefits [Abstract] | |
2020 | $ 707 |
2021 | 551 |
2022 | 613 |
2023 | 693 |
2024 | 742 |
Thereafter | 4,706 |
Total expected plan payments | $ 8,012 |
Other balance sheet items - Sch
Other balance sheet items - Schedule of Trade and Other Receivables, Net (Details) - USD ($) | 12 Months Ended | ||||
Dec. 31, 2019 | Dec. 31, 2018 | Jan. 01, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||
Gross trade and other receivables | $ 73,015,000 | $ 65,363,000 | $ 52,300,000 | ||
Allowance for doubtful accounts | (1,765,000) | (593,000) | $ (785,000) | $ (1,061,000) | |
Total trade and other receivables, net | 71,250,000 | 64,770,000 | |||
Property damage insurance receivables | 0 | $ 2,000,000 | |||
Additional bad debt expense recognized | $ 800,000 |
Other balance sheet items - S_2
Other balance sheet items - Schedule of Changes in Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | |||
Balance at beginning of period | $ (593) | $ (785) | $ (1,061) |
Additions | (1,402) | (338) | (295) |
Deductions | 230 | 530 | 571 |
Balance at end of period | $ (1,765) | $ (593) | $ (785) |
Other balance sheet items - S_3
Other balance sheet items - Schedule of Prepayments and Other Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Advances to suppliers | $ 7,865 | $ 9,447 |
Prepaid income taxes | 12,412 | 7,538 |
Prepaid other taxes | 11,156 | 10,240 |
Right of use assets | 5,673 | 0 |
Contract deposit | 2,700 | 2,700 |
Other assets | 4,885 | 2,692 |
Total prepayments and other assets | 44,691 | $ 32,617 |
Additional amount due that will be treated as key money if purchase not completed | $ 800 |
Other balance sheet items - S_4
Other balance sheet items - Schedule of Goodwill (Details) - USD ($) | Oct. 01, 2019 | Jul. 01, 2019 | Dec. 31, 2019 | Dec. 31, 2019 |
Goodwill [Roll Forward] | ||||
Gross carrying value as of beginning of period | $ 83,656,000 | |||
Accumulated impairment losses as of beginning of period | 0 | |||
Net carrying value as of beginning of period | 83,656,000 | |||
Adjustments | 851,000 | |||
Impairment losses | (6,168,000) | |||
Gross carrying value as of end of period | $ 84,507,000 | 84,507,000 | ||
Accumulated impairment losses as of end of period | (6,168,000) | (6,168,000) | ||
Net carrying value as of end of period | 78,339,000 | 78,339,000 | ||
Yucatán Peninsula | ||||
Goodwill [Roll Forward] | ||||
Gross carrying value as of beginning of period | 51,731,000 | |||
Accumulated impairment losses as of beginning of period | 0 | |||
Net carrying value as of beginning of period | 51,731,000 | |||
Adjustments | 0 | |||
Impairment losses | $ 0 | (6,200,000) | (6,168,000) | |
Gross carrying value as of end of period | 51,731,000 | 51,731,000 | ||
Accumulated impairment losses as of end of period | (6,168,000) | (6,168,000) | ||
Net carrying value as of end of period | 45,563,000 | 45,563,000 | ||
Pacific Coast | ||||
Goodwill [Roll Forward] | ||||
Gross carrying value as of beginning of period | 0 | |||
Accumulated impairment losses as of beginning of period | 0 | |||
Net carrying value as of beginning of period | 0 | |||
Adjustments | 0 | |||
Impairment losses | 0 | |||
Gross carrying value as of end of period | 0 | 0 | ||
Accumulated impairment losses as of end of period | 0 | 0 | ||
Net carrying value as of end of period | 0 | 0 | ||
Dominican Republic | ||||
Goodwill [Roll Forward] | ||||
Gross carrying value as of beginning of period | 0 | |||
Accumulated impairment losses as of beginning of period | 0 | |||
Net carrying value as of beginning of period | 0 | |||
Adjustments | 0 | |||
Impairment losses | 0 | |||
Gross carrying value as of end of period | 0 | 0 | ||
Accumulated impairment losses as of end of period | 0 | 0 | ||
Net carrying value as of end of period | 0 | 0 | ||
Jamaica | ||||
Goodwill [Roll Forward] | ||||
Gross carrying value as of beginning of period | 31,925,000 | |||
Accumulated impairment losses as of beginning of period | 0 | |||
Net carrying value as of beginning of period | 31,925,000 | |||
Adjustments | 851,000 | |||
Impairment losses | $ 0 | 0 | ||
Gross carrying value as of end of period | 32,776,000 | 32,776,000 | ||
Accumulated impairment losses as of end of period | 0 | 0 | ||
Net carrying value as of end of period | $ 32,776,000 | $ 32,776,000 |
Other balance sheet items - S_5
Other balance sheet items - Schedule of Other Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Finite-Lived Intangible Assets [Line Items] | |||
Total accumulated amortization | $ (2,900) | $ (1,928) | |
Net carrying value, Finite-lived intangible assets | 7,533 | ||
Indefinite-lived Intangible Assets [Line Items] | |||
Total gross carrying value | 11,308 | 8,031 | |
Total net carrying value | 8,408 | 6,103 | |
Amortization expense for intangibles | 1,100 | 1,000 | $ 900 |
Casino and other Licenses | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Indefinite-Lived Intangible Assets | 875 | 858 | |
Management contract | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross carrying value, Finite-lived intangible assets | 1,900 | 1,900 | |
Total accumulated amortization | (143) | (48) | |
Net carrying value, Finite-lived intangible assets | 1,757 | 1,852 | |
Enterprise resource planning system | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross carrying value, Finite-lived intangible assets | 5,187 | 2,246 | |
Total accumulated amortization | (437) | (67) | |
Net carrying value, Finite-lived intangible assets | 4,750 | 2,179 | |
Finite-lived intangible assets placed into service during period | $ 2,600 | 1,100 | |
Estimated useful life | 7 years | ||
Other | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross carrying value, Finite-lived intangible assets | $ 3,346 | 3,027 | |
Total accumulated amortization | (2,320) | (1,813) | |
Net carrying value, Finite-lived intangible assets | $ 1,026 | $ 1,214 |
Other balance sheet items - S_6
Other balance sheet items - Schedule of Amortization Expense Relating to Intangible Assets with Finite Lives (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
2020 | $ 1,259 |
2021 | 1,101 |
2022 | 1,066 |
2023 | 919 |
2024 | 850 |
Thereafter | 2,338 |
Net carrying value, Finite-lived intangible assets | $ 7,533 |
Other balance sheet items - S_7
Other balance sheet items - Schedule of Trade and Other Payables (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Jan. 01, 2018 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Trade payables | $ 45,299 | $ 24,452 | |
Advance deposits | 53,769 | 57,339 | $ 43,900 |
Withholding and other taxes payable | 46,983 | 45,274 | |
Interest payable | 125 | 147 | |
Payroll and related accruals | 14,547 | 14,251 | |
Accrued expenses and other payables | 20,880 | 18,137 | |
Total trade and other payables | $ 181,603 | $ 159,600 |
Other balance sheet items - S_8
Other balance sheet items - Schedule of Other Liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Pension obligation | $ 6,764 | $ 5,123 | |
Cap Cana land purchase obligation | 0 | 10,625 | |
Lease liabilities | 6,208 | ||
Unfavorable ground lease liability | 2,187 | 2,294 | |
Key money | 8,225 | 1,994 | |
Other | 923 | 1,566 | |
Total other liabilities | 24,307 | 21,602 | |
Receipt of key money | $ 6,500 | $ 2,000 | $ 0 |
Segment information - Schedule
Segment information - Schedule of Net Revenue and Reconciliation to Total Revenue (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019USD ($) | Sep. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2019USD ($)segment | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | |
Segment Reporting [Abstract] | |||||||||||
Number of reportable segments | segment | 4 | ||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | $ 143,833 | $ 132,825 | $ 164,023 | $ 195,796 | $ 151,782 | $ 142,812 | $ 145,572 | $ 176,847 | $ 636,477 | $ 617,013 | $ 559,545 |
Yucatán Peninsula | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 244,076 | 266,956 | 276,736 | ||||||||
Pacific Coast | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 88,676 | 89,372 | 90,945 | ||||||||
Dominican Republic | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 90,941 | 125,137 | 124,125 | ||||||||
Jamaica | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 209,206 | 133,510 | 67,596 | ||||||||
Operating Segments | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 605,348 | 597,549 | 546,068 | ||||||||
Operating Segments | Yucatán Peninsula | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 235,788 | 259,393 | 269,043 | ||||||||
Operating Segments | Pacific Coast | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 85,219 | 86,317 | 87,519 | ||||||||
Operating Segments | Dominican Republic | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 90,783 | 125,137 | 124,125 | ||||||||
Operating Segments | Jamaica | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 193,558 | 126,702 | 65,381 | ||||||||
Other | Segment Reconciling Items | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 23 | 305 | 3 | ||||||||
Management fees | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 1,820 | 755 | 140 | ||||||||
Management fees | Yucatán Peninsula | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 0 | 0 | 0 | ||||||||
Management fees | Pacific Coast | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 0 | 0 | 0 | ||||||||
Management fees | Dominican Republic | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 0 | 0 | 0 | ||||||||
Management fees | Jamaica | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 0 | 0 | 0 | ||||||||
Management fees | Segment Reconciling Items | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 1,820 | 755 | 140 | ||||||||
Cost reimbursements | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 6,412 | 978 | 0 | ||||||||
Cost reimbursements | Yucatán Peninsula | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 0 | 0 | |||||||||
Cost reimbursements | Pacific Coast | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 0 | 0 | |||||||||
Cost reimbursements | Dominican Republic | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 0 | 0 | |||||||||
Cost reimbursements | Jamaica | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 4,678 | 0 | |||||||||
Cost reimbursements | Segment Reconciling Items | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | 6,412 | 978 | 0 | ||||||||
Compulsory tips | Segment Reconciling Items | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenue | $ 22,874 | $ 17,426 | $ 13,334 |
Segment information - Schedul_2
Segment information - Schedule of Adjusted EBITDA and Reconciliation to Net Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Owned Resort EBITDA | |||||||||||
Total adjusted EBITDA | $ 150,694 | $ 179,031 | $ 170,865 | ||||||||
Management fees | $ 143,833 | $ 132,825 | $ 164,023 | $ 195,796 | $ 151,782 | $ 142,812 | $ 145,572 | $ 176,847 | 636,477 | 617,013 | 559,545 |
Interest expense | (44,087) | (62,243) | (53,661) | ||||||||
Depreciation and amortization | (101,897) | (73,278) | (53,131) | ||||||||
Impairment loss | (6,168) | 0 | 0 | ||||||||
Other (expense) income | (3,200) | 2,822 | (1,078) | ||||||||
Pre-opening expense | (1,452) | (321) | 0 | ||||||||
Loss on extinguishment of debt | 0 | 0 | (25,120) | ||||||||
Net (loss) income before tax | (21,577) | 31,176 | 8,810 | ||||||||
Income tax benefit (provision) | 17,220 | (12,199) | (9,051) | ||||||||
Net (loss) income | $ (17,924) | $ (30,461) | $ 1,040 | $ 42,988 | $ (14,239) | $ (5,422) | $ 16,821 | $ 21,817 | (4,357) | 18,977 | (241) |
Management fees | |||||||||||
Owned Resort EBITDA | |||||||||||
Management fees | 1,820 | 755 | 140 | ||||||||
Yucatán Peninsula | |||||||||||
Owned Resort EBITDA | |||||||||||
Management fees | 244,076 | 266,956 | 276,736 | ||||||||
Yucatán Peninsula | Management fees | |||||||||||
Owned Resort EBITDA | |||||||||||
Management fees | 0 | 0 | 0 | ||||||||
Pacific Coast | |||||||||||
Owned Resort EBITDA | |||||||||||
Management fees | 88,676 | 89,372 | 90,945 | ||||||||
Pacific Coast | Management fees | |||||||||||
Owned Resort EBITDA | |||||||||||
Management fees | 0 | 0 | 0 | ||||||||
Dominican Republic | |||||||||||
Owned Resort EBITDA | |||||||||||
Management fees | 90,941 | 125,137 | 124,125 | ||||||||
Dominican Republic | Management fees | |||||||||||
Owned Resort EBITDA | |||||||||||
Management fees | 0 | 0 | 0 | ||||||||
Jamaica | |||||||||||
Owned Resort EBITDA | |||||||||||
Management fees | 209,206 | 133,510 | 67,596 | ||||||||
Jamaica | Management fees | |||||||||||
Owned Resort EBITDA | |||||||||||
Management fees | 0 | 0 | 0 | ||||||||
Operating Segments | |||||||||||
Owned Resort EBITDA | |||||||||||
Total adjusted EBITDA | 185,923 | 213,062 | 201,482 | ||||||||
Management fees | 605,348 | 597,549 | 546,068 | ||||||||
Operating Segments | Yucatán Peninsula | |||||||||||
Owned Resort EBITDA | |||||||||||
Total adjusted EBITDA | 82,534 | 107,884 | 113,754 | ||||||||
Management fees | 235,788 | 259,393 | 269,043 | ||||||||
Operating Segments | Pacific Coast | |||||||||||
Owned Resort EBITDA | |||||||||||
Total adjusted EBITDA | 31,618 | 31,038 | 34,246 | ||||||||
Management fees | 85,219 | 86,317 | 87,519 | ||||||||
Operating Segments | Dominican Republic | |||||||||||
Owned Resort EBITDA | |||||||||||
Total adjusted EBITDA | 16,596 | 41,228 | 37,506 | ||||||||
Management fees | 90,783 | 125,137 | 124,125 | ||||||||
Operating Segments | Jamaica | |||||||||||
Owned Resort EBITDA | |||||||||||
Total adjusted EBITDA | 55,175 | 32,912 | 15,976 | ||||||||
Management fees | 193,558 | 126,702 | 65,381 | ||||||||
Other corporate | |||||||||||
Owned Resort EBITDA | |||||||||||
Total adjusted EBITDA | (37,049) | (34,786) | (30,757) | ||||||||
Segment Reconciling Items | |||||||||||
Owned Resort EBITDA | |||||||||||
Interest expense | (44,087) | (62,243) | (53,661) | ||||||||
Depreciation and amortization | (101,897) | (73,278) | (53,131) | ||||||||
Impairment loss | (6,168) | 0 | 0 | ||||||||
Other (expense) income | (3,200) | 2,822 | (1,078) | ||||||||
Pre-opening expense | (1,452) | (321) | 0 | ||||||||
Share-based compensation | (8,845) | (6,116) | (3,765) | ||||||||
Other tax expense | (577) | (1,633) | (1,778) | ||||||||
Transaction expense | (6,175) | (9,615) | (21,708) | ||||||||
Severance expense | (515) | (333) | (442) | ||||||||
Jamaica delayed opening accrual reversal | 0 | 342 | 203 | ||||||||
Property damage insurance gain | 0 | 2,212 | 0 | ||||||||
Loss on extinguishment of debt | 0 | 0 | (25,120) | ||||||||
Repairs from hurricanes and tropical storms | 0 | 0 | (1,807) | ||||||||
Non-service cost components of net periodic pension cost | 645 | 308 | 232 | ||||||||
Segment Reconciling Items | Management fees | |||||||||||
Owned Resort EBITDA | |||||||||||
Management fees | $ 1,820 | $ 755 | $ 140 |
Segment information - Schedul_3
Segment information - Schedule of Segment Property and Equipment and Reconciliation to Property and Equipment, Net (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Segment Reporting Information [Line Items] | ||
Total property and equipment, gross | $ 2,328,267 | $ 2,158,679 |
Accumulated depreciation | (398,353) | (350,267) |
Property and equipment, net | 1,929,914 | 1,808,412 |
Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Total property and equipment, gross | 2,320,947 | 2,149,490 |
Operating Segments | Yucatán Peninsula | ||
Segment Reporting Information [Line Items] | ||
Total property and equipment, gross | 865,900 | 861,380 |
Operating Segments | Pacific Coast | ||
Segment Reporting Information [Line Items] | ||
Total property and equipment, gross | 288,358 | 285,936 |
Operating Segments | Dominican Republic | ||
Segment Reporting Information [Line Items] | ||
Total property and equipment, gross | 667,120 | 501,624 |
Operating Segments | Jamaica | ||
Segment Reporting Information [Line Items] | ||
Total property and equipment, gross | 499,569 | 500,550 |
Other corporate | ||
Segment Reporting Information [Line Items] | ||
Total property and equipment, gross | $ 7,320 | $ 9,189 |
Segment information - Schedul_4
Segment information - Schedule of Segment Capital Expenditures and Reconciliation to Capital Expenditures (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Segment Reporting Information [Line Items] | |||
Total capital expenditures | $ 229,928 | $ 111,335 | $ 118,835 |
Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Total capital expenditures | 215,416 | 105,670 | 116,231 |
Operating Segments | Yucatán Peninsula | |||
Segment Reporting Information [Line Items] | |||
Total capital expenditures | 28,495 | 16,684 | 25,438 |
Operating Segments | Pacific Coast | |||
Segment Reporting Information [Line Items] | |||
Total capital expenditures | 3,144 | 3,181 | 4,484 |
Operating Segments | Dominican Republic | |||
Segment Reporting Information [Line Items] | |||
Total capital expenditures | 178,599 | 79,543 | 73,618 |
Operating Segments | Jamaica | |||
Segment Reporting Information [Line Items] | |||
Total capital expenditures | 5,178 | 6,262 | 12,691 |
Other corporate | |||
Segment Reporting Information [Line Items] | |||
Total capital expenditures | $ 14,512 | $ 5,665 | $ 2,604 |
Quarterly financial informati_3
Quarterly financial information (unaudited) - Schedule of Historical Unaudited Quarterly Financial Data (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Total revenue | $ 143,833 | $ 132,825 | $ 164,023 | $ 195,796 | $ 151,782 | $ 142,812 | $ 145,572 | $ 176,847 | $ 636,477 | $ 617,013 | $ 559,545 |
Operating (loss) income | (15,403) | (16,458) | 10,334 | 47,237 | 13,788 | 2,984 | 18,719 | 55,106 | 25,710 | 90,597 | 88,669 |
Net (loss) income | (17,924) | (30,461) | 1,040 | 42,988 | (14,239) | (5,422) | 16,821 | 21,817 | (4,357) | 18,977 | (241) |
Net (loss) income available to ordinary shareholders | $ (17,924) | $ (30,461) | $ 1,040 | $ 42,988 | $ (14,239) | $ (5,422) | $ 16,821 | $ 21,817 | $ (4,357) | $ 18,977 | $ (9,042) |
(Losses) earnings per share - basic (in dollars per share) | $ (0.14) | $ (0.23) | $ 0.01 | $ 0.33 | $ (0.11) | $ (0.04) | $ 0.14 | $ 0.20 | $ (0.03) | $ 0.16 | $ (0.09) |
(Losses) earnings per share - diluted (in dollars per share) | $ (0.14) | $ (0.23) | $ 0.01 | $ 0.33 | $ (0.11) | $ (0.04) | $ 0.14 | $ 0.20 | $ (0.03) | $ 0.16 | $ (0.09) |
Subsequent events (Details)
Subsequent events (Details) - USD ($) $ / shares in Units, $ in Thousands | Feb. 25, 2020 | Feb. 18, 2020 | Feb. 12, 2020 | Feb. 27, 2020 | Dec. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Subsequent Event [Line Items] | ||||||||
Receipt of key money | $ 6,500 | $ 2,000 | $ 0 | |||||
Ordinary shares purchased (in shares) | 442,303 | 1,791,487 | ||||||
Subsequent Event | ||||||||
Subsequent Event [Line Items] | ||||||||
Receipt of key money | $ 8,500 | |||||||
Ordinary shares purchased (in shares) | 340,109 | |||||||
Average price per share (in dollars per share) | $ 7.35 | |||||||
Revolving Credit Facility | Subsequent Event | ||||||||
Subsequent Event [Line Items] | ||||||||
Repayments of Long-term Lines of Credit | $ 5,000 | $ 10,000 |
Schedule I - Condensed Financ_2
Schedule I - Condensed Financial Information of Registrant - Balance Sheet (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
ASSETS | ||||
Cash and cash equivalents | $ 20,931 | $ 116,353 | ||
Prepayments and other assets | 44,691 | 32,617 | ||
Total assets | 2,196,964 | 2,135,158 | ||
LIABILITIES AND SHAREHOLDERS' EQUITY | ||||
Trade and other payables | 181,603 | 159,600 | ||
Total liabilities | 1,387,313 | 1,295,317 | ||
Total shareholders’ equity | 809,651 | 839,841 | $ 599,549 | $ 170,603 |
Total liabilities and shareholders' equity | 2,196,964 | 2,135,158 | ||
Parent Company | ||||
ASSETS | ||||
Cash and cash equivalents | 327 | 9,565 | ||
Intercompany receivables from subsidiaries | 125 | 236 | ||
Prepayments and other assets | 119 | 226 | ||
Investment in subsidiaries | 809,338 | 831,542 | ||
Total assets | 809,909 | 841,569 | ||
LIABILITIES AND SHAREHOLDERS' EQUITY | ||||
Trade and other payables | 258 | 1,715 | ||
Intercompany payables to subsidiaries | 0 | 13 | ||
Total liabilities | 258 | 1,728 | ||
Total shareholders’ equity | 809,651 | 839,841 | ||
Total liabilities and shareholders' equity | $ 809,909 | $ 841,569 |
Schedule I - Condensed Financ_3
Schedule I - Condensed Financial Information of Registrant - Statement of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Condensed Income Statements, Captions [Line Items] | |||||||||||
Revenue | $ 143,833 | $ 132,825 | $ 164,023 | $ 195,796 | $ 151,782 | $ 142,812 | $ 145,572 | $ 176,847 | $ 636,477 | $ 617,013 | $ 559,545 |
Selling, general and administrative expenses | (125,788) | (115,975) | (108,176) | ||||||||
Operating income | (15,403) | (16,458) | 10,334 | 47,237 | 13,788 | 2,984 | 18,719 | 55,106 | 25,710 | 90,597 | 88,669 |
Other (expense) income | (3,200) | 2,822 | (1,078) | ||||||||
Interest expense | (44,087) | (62,243) | (53,661) | ||||||||
Net (loss) income | (17,924) | (30,461) | 1,040 | 42,988 | (14,239) | (5,422) | 16,821 | 21,817 | (4,357) | 18,977 | (241) |
Dividends of cumulative redeemable preferred shares | 0 | 0 | (7,922) | ||||||||
Non-cash dividend to warrant holders | 0 | 0 | (879) | ||||||||
Net (loss) income available to ordinary shareholders | $ (17,924) | $ (30,461) | $ 1,040 | $ 42,988 | $ (14,239) | $ (5,422) | $ 16,821 | $ 21,817 | (4,357) | 18,977 | (9,042) |
Parent Company | |||||||||||
Condensed Income Statements, Captions [Line Items] | |||||||||||
Revenue | 0 | 0 | 0 | ||||||||
Selling, general and administrative expenses | (11,429) | (8,355) | (4,988) | ||||||||
Operating income | (11,429) | (8,355) | (4,988) | ||||||||
Other (expense) income | (17) | 1,382 | 77 | ||||||||
Interest income | 29 | 0 | 1 | ||||||||
Interest expense | 0 | (197) | (4,117) | ||||||||
Net loss before equity in net income of subsidiaries | (11,417) | (7,170) | (9,027) | ||||||||
Equity in net income of subsidiaries | 7,060 | 26,147 | 8,786 | ||||||||
Net (loss) income | (4,357) | 18,977 | (241) | ||||||||
Dividends of cumulative redeemable preferred shares | 0 | 0 | (7,922) | ||||||||
Non-cash dividend to warrant holders | 0 | 0 | (879) | ||||||||
Net (loss) income available to ordinary shareholders | $ (4,357) | $ 18,977 | $ (9,042) |
Schedule I - Condensed Financ_4
Schedule I - Condensed Financial Information of Registrant - Statement of Cash Flows (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
OPERATING ACTIVITIES | |||
Net cash provided by (used in) operating activities | $ 72,188 | $ 114,430 | $ 64,191 |
INVESTING ACTIVITIES | |||
Net cash used in investing activities | (203,816) | (204,586) | (109,829) |
FINANCING ACTIVITIES | |||
Repurchase of ordinary shares | (13,694) | (314) | 0 |
Repurchase of Earnout Warrants | 0 | (55) | 0 |
Recapitalization transaction | 0 | 0 | 79,658 |
Net cash provided by financing activities | 36,206 | 89,280 | 119,704 |
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | (95,422) | (876) | 74,066 |
CASH AND CASH EQUIVALENTS, BEGINNING OF THE PERIOD | 116,353 | 117,229 | 43,163 |
CASH AND CASH EQUIVALENTS, END OF THE PERIOD | 20,931 | 116,353 | 117,229 |
SUPPLEMENTAL DISCLOSURES OF NON-CASH INVESTING AND FINANCING ACTIVITIES | |||
Non-cash paid-in-kind dividends | 0 | 0 | 7,922 |
Settlement of accrued dividends of cumulative redeemable preferred shares | 0 | 0 | (114,381) |
Non-cash transfer of treasury shares | 0 | 0 | (80) |
Par value of vested restricted share awards | 54 | 22 | 17 |
Par value of ordinary shares issued in exchange for warrants | 0 | 0 | 747 |
Non-cash dividend to warrant holders | 0 | 0 | 879 |
Parent Company | |||
OPERATING ACTIVITIES | |||
Net cash provided by (used in) operating activities | 4,456 | (493) | 66,631 |
INVESTING ACTIVITIES | |||
Investment in subsidiaries | 0 | (7,000) | (78,709) |
Return of investment in subsidiaries | 0 | 6,784 | 0 |
Net cash used in investing activities | 0 | (216) | (78,709) |
FINANCING ACTIVITIES | |||
Repayment of intercompany loans | 0 | (7,500) | (49,447) |
Repurchase of ordinary shares | (13,694) | (314) | 0 |
Repurchase of Earnout Warrants | 0 | (55) | 0 |
Recapitalization transaction | 0 | 0 | 79,658 |
Net cash provided by financing activities | (13,694) | (7,869) | 30,211 |
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | (9,238) | (8,578) | 18,133 |
CASH AND CASH EQUIVALENTS, BEGINNING OF THE PERIOD | 9,565 | 18,143 | 10 |
CASH AND CASH EQUIVALENTS, END OF THE PERIOD | 327 | 9,565 | 18,143 |
SUPPLEMENTAL DISCLOSURES OF NON-CASH INVESTING AND FINANCING ACTIVITIES | |||
Non-cash paid-in-kind dividends | 0 | 0 | 7,922 |
Purchase of cumulative redeemable preferred shares | 0 | 0 | (239,492) |
Settlement of accrued dividends of cumulative redeemable preferred shares | 0 | 0 | (114,381) |
Non-cash transfer of treasury shares | 0 | 0 | (80) |
Non-cash investment in subsidiaries | 0 | 225,000 | 0 |
Non-cash return of investment in subsidiaries | 0 | (9,600) | 0 |
Par value of vested restricted share awards | 54 | 22 | 17 |
Par value of ordinary shares issued in exchange for warrants | 0 | 0 | 747 |
Non-cash dividend to warrant holders | $ 0 | $ 0 | $ 879 |
Schedule I - Condensed Financ_5
Schedule I - Condensed Financial Information of Registrant - Notes to Condensed Parent Company Only Financial Statements (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Tax and Customs Administration, Netherlands | Foreign Tax Authority | |||
Condensed Financial Statements, Captions [Line Items] | |||
Gain reported in other income | $ 1,200,000 | ||
Operating tax contingency outstanding | $ 0 | 0 | |
Parent Company | |||
Condensed Financial Statements, Captions [Line Items] | |||
Cash dividends received | 8,300,000 | 0 | $ 75,100,000 |
Parent Company | Tax and Customs Administration, Netherlands | Foreign Tax Authority | |||
Condensed Financial Statements, Captions [Line Items] | |||
Gain reported in other income | 1,200,000 | ||
Operating tax contingency outstanding | $ 0 | $ 0 |