Attached files
file | filename |
---|---|
8-K - 8-K - STRATEGIC HOTELS & RESORTS, INC | a1231148kpressrelease.htm |
EX-99.2 - EXHIBIT 99.2 - STRATEGIC HOTELS & RESORTS, INC | a123114exhibit992.htm |
EX-99.1 - EXHIBIT 99.1 - STRATEGIC HOTELS & RESORTS, INC | a123114exhibit991a-pressre.htm |
Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR)
Consolidated Statements of Operations
(in thousands, except per share data)
Three Months Ended December 31, | Years Ended December 31, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Revenues: | ||||||||||||||||
Rooms | $ | 154,862 | $ | 119,894 | $ | 582,969 | $ | 479,734 | ||||||||
Food and beverage | 118,936 | 78,433 | 385,623 | 287,557 | ||||||||||||
Other hotel operating revenue | 37,679 | 32,107 | 115,084 | 91,355 | ||||||||||||
Lease revenue | 1,524 | 1,385 | 5,406 | 5,161 | ||||||||||||
Total revenues | 313,001 | 231,819 | 1,089,082 | 863,807 | ||||||||||||
Operating Costs and Expenses: | ||||||||||||||||
Rooms | 45,084 | 34,655 | 168,256 | 138,946 | ||||||||||||
Food and beverage | 85,317 | 58,141 | 277,962 | 221,388 | ||||||||||||
Other departmental expenses | 75,762 | 54,423 | 270,219 | 213,714 | ||||||||||||
Management fees | 11,342 | 7,167 | 36,331 | 25,000 | ||||||||||||
Other hotel expenses | 17,810 | 14,627 | 67,058 | 58,435 | ||||||||||||
Lease expense | 1,140 | 1,234 | 4,873 | 4,818 | ||||||||||||
Depreciation and amortization | 36,493 | 23,207 | 119,688 | 96,712 | ||||||||||||
Impairment losses and other charges | — | — | — | 728 | ||||||||||||
Corporate expenses | 7,102 | 7,013 | 26,898 | 25,176 | ||||||||||||
Total operating costs and expenses | 280,050 | 200,467 | 971,285 | 784,917 | ||||||||||||
Operating income | 32,951 | 31,352 | 117,797 | 78,890 | ||||||||||||
Interest expense | (22,414 | ) | (18,839 | ) | (82,119 | ) | (77,189 | ) | ||||||||
Interest income | 146 | 12 | 269 | 53 | ||||||||||||
Loss on early extinguishment of debt | (2,010 | ) | — | (2,619 | ) | — | ||||||||||
Equity in (losses) earnings of unconsolidated affiliates | (30 | ) | (265 | ) | 5,237 | 2,987 | ||||||||||
Foreign currency exchange (loss) gain | (41 | ) | 16 | (116 | ) | 42 | ||||||||||
Gain on consolidation of affiliates | 20 | — | 143,471 | — | ||||||||||||
Other (expenses) income, net | (130 | ) | (359 | ) | 952 | (314 | ) | |||||||||
Income before income taxes and discontinued operations | 8,492 | 11,917 | 182,872 | 4,469 | ||||||||||||
Income tax expense | (584 | ) | (86 | ) | (1,200 | ) | (156 | ) | ||||||||
Income from continuing operations | 7,908 | 11,831 | 181,672 | 4,313 | ||||||||||||
Income from discontinued operations, net of tax | 276 | 3,834 | 159,378 | 5,574 | ||||||||||||
Net Income | 8,184 | 15,665 | 341,050 | 9,887 | ||||||||||||
Net income attributable to the noncontrolling interests in SHR's operating partnership | (24 | ) | (60 | ) | (1,221 | ) | (38 | ) | ||||||||
Net (income) loss attributable to the noncontrolling interests in consolidated affiliates | (1,458 | ) | (6,341 | ) | 4,654 | 1,126 | ||||||||||
Net Income Attributable to SHR | 6,702 | 9,264 | 344,483 | 10,975 | ||||||||||||
Preferred shareholder dividends | (5,289 | ) | (6,041 | ) | (24,084 | ) | (24,166 | ) | ||||||||
Net Income (Loss) Attributable to SHR Common Shareholders | $ | 1,413 | $ | 3,223 | $ | 320,399 | $ | (13,191 | ) | |||||||
Basic Income (Loss) Per Common Share: | ||||||||||||||||
Income (loss) from continuing operations attributable to SHR common shareholders | $ | 0.01 | $ | — | $ | 0.69 | $ | (0.09 | ) | |||||||
Income from discontinued operations attributable to SHR common shareholders | — | 0.02 | 0.68 | 0.03 | ||||||||||||
Net income (loss) attributable to SHR common shareholders | $ | 0.01 | $ | 0.02 | $ | 1.37 | $ | (0.06 | ) | |||||||
Weighted average shares of common stock outstanding | 254,813 | 206,814 | 233,528 | 206,334 | ||||||||||||
Diluted Income (Loss) Per Common Share: | ||||||||||||||||
Income (loss) from continuing operations attributable to SHR common shareholders | $ | 0.01 | $ | — | $ | 0.65 | $ | (0.09 | ) | |||||||
Income from discontinued operations attributable to SHR common shareholders | — | 0.02 | 0.65 | 0.03 | ||||||||||||
Net income (loss) attributable to SHR common shareholders | $ | 0.01 | $ | 0.02 | $ | 1.30 | $ | (0.06 | ) | |||||||
Weighted average shares of common stock outstanding | 256,104 | 206,814 | 243,558 | 206,334 |
Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR)
Consolidated Balance Sheets
(in thousands, except share data)
December 31, | ||||||||
2014 | 2013 | |||||||
Assets | ||||||||
Investment in hotel properties, net | $ | 2,828,400 | $ | 1,795,338 | ||||
Goodwill | 38,128 | 38,128 | ||||||
Intangible assets, net of accumulated amortization of $7,288 and $11,753 | 94,324 | 29,502 | ||||||
Assets held for sale | — | 135,901 | ||||||
Investment in unconsolidated affiliates | 22,850 | 104,973 | ||||||
Cash and cash equivalents | 442,613 | 73,655 | ||||||
Restricted cash and cash equivalents | 81,510 | 75,916 | ||||||
Accounts receivable, net of allowance for doubtful accounts of $492 and $606 | 51,382 | 39,660 | ||||||
Deferred financing costs, net of accumulated amortization of $7,814 and $12,354 | 11,440 | 8,478 | ||||||
Deferred tax assets | 1,729 | — | ||||||
Prepaid expenses and other assets | 46,781 | 35,600 | ||||||
Total assets | $ | 3,619,157 | $ | 2,337,151 | ||||
Liabilities, Noncontrolling Interests and Equity | ||||||||
Liabilities: | ||||||||
Mortgages and other debt payable, net of discount | $ | 1,705,778 | $ | 1,163,696 | ||||
Bank credit facility | — | 110,000 | ||||||
Liabilities of assets held for sale | — | 17,027 | ||||||
Accounts payable and accrued expenses | 224,505 | 189,889 | ||||||
Preferred stock redemption liability | 90,384 | — | ||||||
Distributions payable | 104 | — | ||||||
Deferred tax liabilities | 46,137 | 46,137 | ||||||
Total liabilities | 2,066,908 | 1,526,749 | ||||||
Commitments and contingencies | ||||||||
Noncontrolling interests in SHR’s operating partnership | 10,500 | 7,534 | ||||||
Equity: | ||||||||
SHR’s shareholders’ equity: | ||||||||
8.50% Series A Cumulative Redeemable Preferred Stock ($0.01 par value per share; 0 and 4,148,141 shares issued and outstanding; liquidation preference $25.00 per share plus accrued distributions and $0 and $103,704 in the aggregate) | — | 99,995 | ||||||
8.25% Series B Cumulative Redeemable Preferred Stock ($0.01 par value per share; 3,615,375 shares issued and outstanding; liquidation preference $25.00 per share plus accrued distributions and $90,488 and $90,384 in the aggregate) | — | 87,064 | ||||||
8.25% Series C Cumulative Redeemable Preferred Stock ($0.01 par value per share; 0 and 3,827,727 shares issued and outstanding; liquidation preference $25.00 per share plus accrued distributions and $0 and $95,693 in the aggregate) | — | 92,489 | ||||||
Common stock ($0.01 par value per share; 350,000,000 shares of common stock authorized; 267,435,799 and 205,582,838 shares of common stock issued and outstanding) | 2,674 | 2,056 | ||||||
Additional paid-in capital | 2,348,284 | 1,705,306 | ||||||
Accumulated deficit | (890,469 | ) | (1,234,952 | ) | ||||
Accumulated other comprehensive loss | (13,032 | ) | (41,445 | ) | ||||
Total SHR’s shareholders’ equity | 1,447,457 | 710,513 | ||||||
Noncontrolling interests in consolidated affiliates | 94,292 | 92,355 | ||||||
Total equity | 1,541,749 | 802,868 | ||||||
Total liabilities, noncontrolling interests and equity | $ | 3,619,157 | $ | 2,337,151 |
Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR)
Financial Highlights
Supplemental Financial Data
(in thousands, except per share information)
December 31, 2014 | ||||||||
Pro Rata Share | Consolidated | |||||||
Capitalization | ||||||||
Shares of common stock outstanding | 267,436 | 267,436 | ||||||
Operating partnership units outstanding | 794 | 794 | ||||||
Restricted stock units outstanding | 2,030 | 2,030 | ||||||
Combined shares and units outstanding | 270,260 | 270,260 | ||||||
Common stock price at end of period | $ | 13.23 | $ | 13.23 | ||||
Common equity capitalization | $ | 3,575,540 | $ | 3,575,540 | ||||
Preferred stock redemption liability | 90,384 | 90,384 | ||||||
Consolidated debt | 1,706,401 | 1,706,401 | ||||||
Pro rata share of consolidated debt | (151,750 | ) | — | |||||
Cash and cash equivalents | (442,613 | ) | (442,613 | ) | ||||
Total enterprise value | $ | 4,777,962 | $ | 4,929,712 | ||||
Net Debt / Total Enterprise Value | 25.2 | % | 27.5 | % | ||||
Common Equity / Total Enterprise Value | 74.8 | % | 72.5 | % |
Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR)
Discontinued Operations
The results of operations of hotels sold are classified as discontinued operations and segregated in the consolidated statements of operations for all periods presented. The following hotels were sold during the year ended December 31, 2014:
Hotel | Location | Date Sold | Sales Proceeds | Gain on sale | ||||||||
Four Seasons Punta Mita Resort and La Solana land parcel | Punta Mita, Mexico | February 28, 2014 | $ | 206,867,000 | $ | 63,879,000 | ||||||
Marriott London Grosvenor Square | London, England | March 31, 2014 | $ | 209,407,000 | (a) | $92,889,000 |
(a) | There was an outstanding balance of £67,301,000 ($112,150,000) on the mortgage loan secured by the Marriott London Grosvenor Square hotel, which was repaid at the time of closing. The net proceeds we received were $97,257,000. |
The following is a summary of income from discontinued operations for the three months and years ended December 31, 2014 and 2013 (in thousands):
Three Months Ended December 31, | Years Ended December 31, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Hotel operating revenues | $ | — | $ | 22,918 | $ | 17,767 | $ | 74,170 | ||||||||
Operating costs and expenses | — | 15,154 | 11,485 | 51,295 | ||||||||||||
Depreciation and amortization | — | 2,352 | 1,275 | 9,306 | ||||||||||||
Total operating costs and expenses | — | 17,506 | 12,760 | 60,601 | ||||||||||||
Operating income | — | 5,412 | 5,007 | 13,569 | ||||||||||||
Interest expense | — | (1,566 | ) | (1,326 | ) | (7,087 | ) | |||||||||
Interest income | — | 2 | 2 | 6 | ||||||||||||
Loss on early extinguishment of debt | — | — | (272 | ) | — | |||||||||||
Foreign currency exchange (loss) gain | — | (150 | ) | 32 | 1 | |||||||||||
Other income, net | — | 375 | — | 375 | ||||||||||||
Income tax expense | — | (239 | ) | (833 | ) | (1,290 | ) | |||||||||
Gain on sale, net of tax | 276 | — | 156,768 | — | ||||||||||||
Income from discontinued operations, net of tax | $ | 276 | $ | 3,834 | $ | 159,378 | $ | 5,574 |
Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR)
Investments in Unconsolidated Affiliates
(in thousands)
We had a 36.4% equity ownership interest in the Hotel del Coronado that we accounted for using the equity method of accounting until we acquired the remaining 63.6% equity ownership interest not previously owned by us on June 11, 2014. We had a 50.0% equity ownership interest in the Fairmont Scottsdale Princess hotel that we accounted for using the equity method of accounting until we acquired the remaining 50.0% equity ownership interest not previously owned by us on March 31, 2014. For purposes of this analysis, the operating results reflect the 36.4% equity ownership interest we held in the Hotel del Coronado prior to June 11, 2014 and the 50.0% equity ownership interest we held in the Fairmont Scottsdale Princess hotel prior to March 31, 2014.
Three Months Ended December 31, 2014 | Three Months Ended December 31, 2013 | |||||||||||||||||||||||
Hotel del Coronado | Fairmont Scottsdale Princess | Total | Hotel del Coronado | Fairmont Scottsdale Princess | Total | |||||||||||||||||||
Total revenues (100%) | $ | — | $ | — | $ | — | $ | 33,115 | $ | 23,634 | $ | 56,749 | ||||||||||||
Property EBITDA (100%) | $ | — | $ | — | $ | — | $ | 8,668 | $ | 4,111 | $ | 12,779 | ||||||||||||
Equity in (losses) earnings of unconsolidated affiliates (SHR ownership) | ||||||||||||||||||||||||
Property EBITDA | $ | — | $ | — | $ | — | $ | 3,153 | $ | 2,056 | $ | 5,209 | ||||||||||||
Depreciation and amortization | — | — | — | (1,917 | ) | (1,565 | ) | (3,482 | ) | |||||||||||||||
Interest expense | — | — | — | (1,941 | ) | (193 | ) | (2,134 | ) | |||||||||||||||
Other expenses, net | — | — | — | (14 | ) | (23 | ) | (37 | ) | |||||||||||||||
Income taxes | — | — | — | 85 | — | 85 | ||||||||||||||||||
Equity in (losses) earnings of unconsolidated affiliates | $ | — | $ | — | $ | — | $ | (634 | ) | $ | 275 | $ | (359 | ) | ||||||||||
EBITDA Contribution: | ||||||||||||||||||||||||
Equity in (losses) earnings of unconsolidated affiliates | $ | — | $ | — | $ | — | $ | (634 | ) | $ | 275 | $ | (359 | ) | ||||||||||
Depreciation and amortization | — | — | — | 1,917 | 1,565 | 3,482 | ||||||||||||||||||
Interest expense | — | — | — | 1,941 | 193 | 2,134 | ||||||||||||||||||
Income taxes | — | — | — | (85 | ) | — | (85 | ) | ||||||||||||||||
EBITDA Contribution | $ | — | $ | — | $ | — | $ | 3,139 | $ | 2,033 | $ | 5,172 | ||||||||||||
FFO Contribution: | ||||||||||||||||||||||||
Equity in (losses) earnings of unconsolidated affiliates | $ | — | $ | — | $ | — | $ | (634 | ) | $ | 275 | $ | (359 | ) | ||||||||||
Depreciation and amortization | — | — | — | 1,917 | 1,565 | 3,482 | ||||||||||||||||||
FFO Contribution | $ | — | $ | — | $ | — | $ | 1,283 | $ | 1,840 | $ | 3,123 |
Year Ended December 31, 2014 | Year Ended December 31, 2013 | |||||||||||||||||||||||
Hotel del Coronado | Fairmont Scottsdale Princess | Total | Hotel del Coronado | Fairmont Scottsdale Princess | Total | |||||||||||||||||||
Total revenues (100%) | $ | 67,863 | $ | 35,006 | $ | 102,869 | $ | 148,482 | $ | 93,133 | $ | 241,615 | ||||||||||||
Property EBITDA (100%) | $ | 20,761 | $ | 13,191 | $ | 33,952 | $ | 47,155 | $ | 18,883 | $ | 66,038 | ||||||||||||
Equity in earnings of unconsolidated affiliates (SHR ownership) | ||||||||||||||||||||||||
Property EBITDA | $ | 7,426 | $ | 6,595 | $ | 14,021 | $ | 17,152 | $ | 9,442 | $ | 26,594 | ||||||||||||
Depreciation and amortization | (3,526 | ) | (1,551 | ) | (5,077 | ) | (7,564 | ) | (6,570 | ) | (14,134 | ) | ||||||||||||
Interest expense | (3,418 | ) | (168 | ) | (3,586 | ) | (8,325 | ) | (778 | ) | (9,103 | ) | ||||||||||||
Other expenses, net | (25 | ) | (30 | ) | (55 | ) | (242 | ) | (58 | ) | (300 | ) | ||||||||||||
Income taxes | 143 | — | 143 | (191 | ) | — | (191 | ) | ||||||||||||||||
Equity in earnings of unconsolidated affiliates | $ | 600 | $ | 4,846 | $ | 5,446 | $ | 830 | $ | 2,036 | $ | 2,866 | ||||||||||||
EBITDA Contribution | ||||||||||||||||||||||||
Equity in earnings of unconsolidated affiliates | $ | 600 | $ | 4,846 | $ | 5,446 | $ | 830 | $ | 2,036 | $ | 2,866 | ||||||||||||
Depreciation and amortization | 3,526 | 1,551 | 5,077 | 7,564 | 6,570 | 14,134 | ||||||||||||||||||
Interest expense | 3,418 | 168 | 3,586 | 8,325 | 778 | 9,103 | ||||||||||||||||||
Income taxes | (143 | ) | — | (143 | ) | 191 | — | 191 | ||||||||||||||||
EBITDA Contribution | $ | 7,401 | $ | 6,565 | $ | 13,966 | $ | 16,910 | $ | 9,384 | $ | 26,294 | ||||||||||||
FFO Contribution | ||||||||||||||||||||||||
Equity in earnings of unconsolidated affiliates | $ | 600 | $ | 4,846 | $ | 5,446 | $ | 830 | $ | 2,036 | $ | 2,866 | ||||||||||||
Depreciation and amortization | 3,526 | 1,551 | 5,077 | 7,564 | 6,570 | 14,134 | ||||||||||||||||||
FFO Contribution | $ | 4,126 | $ | 6,397 | $ | 10,523 | $ | 8,394 | $ | 8,606 | $ | 17,000 |
Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR)
Leasehold Information
(in thousands)
Three Months Ended December 31, | Years Ended December 31, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Marriott Hamburg: | ||||||||||||||||
Property EBITDA | $ | 1,573 | $ | 1,741 | $ | 6,529 | $ | 6,298 | ||||||||
Revenue (a) | $ | 1,524 | $ | 1,385 | $ | 5,406 | $ | 5,161 | ||||||||
Lease expense | (1,140 | ) | (1,234 | ) | (4,873 | ) | (4,818 | ) | ||||||||
Less: Deferred gain on sale-leaseback | (48 | ) | (53 | ) | (207 | ) | (207 | ) | ||||||||
Adjusted lease expense | (1,188 | ) | (1,287 | ) | (5,080 | ) | (5,025 | ) | ||||||||
Comparable EBITDA contribution from leasehold | $ | 336 | $ | 98 | $ | 326 | $ | 136 |
Security Deposit (b): | December 31, 2014 | December 31, 2013 | ||||||
Marriott Hamburg | $ | 2,299 | $ | 2,611 |
(a) | For the three months and years ended December 31, 2014 and 2013, Revenue for the Marriott Hamburg hotel represents lease revenue. |
(b) | The security deposit is recorded in prepaid expenses and other assets on the consolidated balance sheets. |
Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR)
Non-GAAP Financial Measures
We present five non-GAAP financial measures that we believe are useful to management and investors as key measures of our operating performance: Funds from Operations (FFO); FFO—Fully Diluted; Comparable FFO; Earnings Before Interest Expense, Taxes, Depreciation and Amortization (EBITDA); and Comparable EBITDA.
EBITDA represents net income (or loss) attributable to SHR common shareholders excluding: (i) interest expense, (ii) income taxes, including deferred income tax benefits and expenses applicable to our foreign subsidiaries and income taxes applicable to sale of assets; (iii) depreciation and amortization; and (iv) preferred stock dividends. EBITDA also excludes interest expense, income taxes and depreciation and amortization of our unconsolidated affiliates. EBITDA is presented on a full participation basis, which means we have assumed conversion of all redeemable noncontrolling interests of our operating partnership into our common stock. We believe this treatment of noncontrolling interests provides useful information for management and our investors and appropriately considers our current capital structure. We also present Comparable EBITDA, which eliminates the effect of realizing deferred gains on our sale leasebacks, as well as the effect of gains or losses on sales of assets, early extinguishment of debt, impairment losses, foreign currency exchange gains or losses and certain other charges that are highly variable from year to year. We believe EBITDA and Comparable EBITDA are useful to management and investors in evaluating our operating performance because they provide management and investors with an indication of our ability to incur and service debt, to satisfy general operating expenses, to make capital expenditures and to fund other cash needs or reinvest cash into our business. We also believe they help management and investors meaningfully evaluate and compare the results of our operations from period to period by removing the impact of our asset base (primarily depreciation and amortization) from our operating results. Our management also uses EBITDA and Comparable EBITDA as measures in determining the value of acquisitions and dispositions.
We compute FFO in accordance with standards established by the National Association of Real Estate Investment Trusts, or NAREIT. NAREIT adopted a definition of FFO in order to promote an industry-wide standard measure of REIT operating performance. NAREIT defines FFO as net income (or loss) (computed in accordance with GAAP) excluding losses or gains from sales of depreciable property, impairment of depreciable real estate, real estate-related depreciation and amortization, and our portion of these items related to unconsolidated affiliates. We also present FFO—Fully Diluted, which is FFO plus income or loss on income attributable to redeemable noncontrolling interests in our operating partnership. We also present Comparable FFO, which is FFO—Fully Diluted excluding the impact of any gains or losses on early extinguishment of debt, impairment losses on non-depreciable assets, foreign currency exchange gains or losses and certain other charges that are highly variable from year to year. We believe that the presentation of FFO, FFO—Fully Diluted and Comparable FFO provides useful information to management and investors regarding our results of operations because they are measures of our ability to fund capital expenditures and expand our business. In addition, FFO is widely used in the real estate industry to measure operating performance without regard to items such as depreciation and amortization. We also present Comparable FFO per diluted share as a non-GAAP measure of our performance. We calculate Comparable FFO per diluted share for a given operating period as our Comparable FFO (as defined above) divided by the weighted average of fully diluted shares outstanding, excluding shares related to the JW Marriott Essex House Hotel put option. Dilutive securities may include shares granted under share-based compensation plans and operating partnership units. No effect is shown for securities that are anti-dilutive.
We caution investors that amounts presented in accordance with our definitions of FFO, FFO—Fully Diluted, Comparable FFO, EBITDA, and Comparable EBITDA may not be comparable to similar measures disclosed by other companies, since not all companies calculate these non-GAAP measures in the same manner. FFO, FFO—Fully Diluted, Comparable FFO, EBITDA, and Comparable EBITDA should not be considered as an alternative measure of our net income (or loss) or operating performance. FFO, FFO—Fully Diluted, Comparable FFO, EBITDA, and Comparable EBITDA may include funds that may not be available for our discretionary use due to functional requirements to conserve funds for capital expenditures and property acquisitions and other commitments and uncertainties. Although we believe that FFO, FFO—Fully Diluted, Comparable FFO, EBITDA, and Comparable EBITDA can enhance your understanding of our financial condition and results of operations, these non-GAAP financial measures, when viewed individually, are not necessarily a better indicator of any trend as compared to comparable GAAP measures such as net income (or loss) attributable to SHR common shareholders. In addition, you should be aware that adverse economic and market conditions might negatively impact our cash flow. We have provided a quantitative reconciliation of FFO, FFO—Fully Diluted, Comparable FFO, EBITDA, and Comparable EBITDA to the most directly comparable GAAP financial performance measure, which is net income (or loss) attributable to SHR common shareholders.
Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR)
Reconciliation of Net Income (Loss) Attributable to SHR Common Shareholders to EBITDA and Comparable EBITDA
(in thousands)
Three Months Ended December 31, | Years Ended December 31, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Net income (loss) attributable to SHR common shareholders | $ | 1,413 | $ | 3,223 | $ | 320,399 | $ | (13,191 | ) | |||||||
Depreciation and amortization—continuing operations | 36,493 | 23,207 | 119,688 | 96,712 | ||||||||||||
Depreciation and amortization—discontinued operations | — | 2,352 | 1,275 | 9,306 | ||||||||||||
Interest expense—continuing operations | 22,414 | 18,839 | 82,119 | 77,189 | ||||||||||||
Interest expense—discontinued operations | — | 1,566 | 1,326 | 7,087 | ||||||||||||
Income taxes—continuing operations | 584 | 86 | 1,200 | 156 | ||||||||||||
Income taxes—discontinued operations | — | 239 | 833 | 1,290 | ||||||||||||
Income taxes—sale of assets | — | — | 20,451 | — | ||||||||||||
Noncontrolling interests | 24 | 60 | 1,221 | 38 | ||||||||||||
Adjustments from consolidated affiliates | (4,072 | ) | (3,589 | ) | (15,756 | ) | (14,604 | ) | ||||||||
Adjustments from unconsolidated affiliates | (13 | ) | 5,553 | 8,419 | 23,489 | |||||||||||
Preferred shareholder dividends | 5,289 | 6,041 | 24,084 | 24,166 | ||||||||||||
EBITDA | 62,132 | 57,577 | 565,259 | 211,638 | ||||||||||||
Realized portion of deferred gain on sale-leaseback | (48 | ) | (53 | ) | (207 | ) | (207 | ) | ||||||||
Loss (gain) on sale of assets—continuing operations | — | 430 | (729 | ) | 1,185 | |||||||||||
Gain on sale of assets—discontinued operations | (276 | ) | — | (177,219 | ) | — | ||||||||||
Gain on consolidation of affiliates | (20 | ) | — | (143,471 | ) | — | ||||||||||
Impairment losses and other charges | — | — | — | 728 | ||||||||||||
Loss on early extinguishment of debt—continuing operations | 2,010 | — | 2,619 | — | ||||||||||||
Loss on early extinguishment of debt—discontinued operations | — | — | 272 | — | ||||||||||||
Foreign currency exchange loss (gain)—continuing operations (a) | 41 | (16 | ) | 116 | (42 | ) | ||||||||||
Foreign currency exchange loss (gain)—discontinued operations (a) | — | 150 | (32 | ) | (1 | ) | ||||||||||
Non-cash interest rate derivative activity | 91 | — | 218 | — | ||||||||||||
Amortization of below market hotel management agreement | 582 | — | 1,203 | — | ||||||||||||
Activist shareholder costs | (1 | ) | 342 | 1,636 | 342 | |||||||||||
Hotel acquisitions costs | 182 | — | 182 | — | ||||||||||||
Adjustments from consolidated affiliates | (985 | ) | (85 | ) | (881 | ) | (455 | ) | ||||||||
Comparable EBITDA | $ | 63,708 | $ | 58,345 | $ | 248,966 | $ | 213,188 |
(a) | Foreign currency exchange gains or losses applicable to certain balance sheet items held by foreign subsidiaries. |
Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR)
Reconciliation of Net Income (Loss) Attributable to SHR Common Shareholders to
Funds From Operations (FFO), FFO—Fully Diluted and Comparable FFO
(in thousands, except per share data)
Three Months Ended December 31, | Years Ended December 31, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Net income (loss) attributable to SHR common shareholders | $ | 1,413 | $ | 3,223 | $ | 320,399 | $ | (13,191 | ) | |||||||
Depreciation and amortization—continuing operations | 36,493 | 23,207 | 119,688 | 96,712 | ||||||||||||
Depreciation and amortization—discontinued operations | — | 2,352 | 1,275 | 9,306 | ||||||||||||
Corporate depreciation | (125 | ) | (125 | ) | (495 | ) | (508 | ) | ||||||||
Loss (gain) on sale of assets—continuing operations | — | 430 | (729 | ) | 1,185 | |||||||||||
Gain on sale of assets, net of tax—discontinued operations | (276 | ) | — | (156,768 | ) | — | ||||||||||
Gain on consolidation of affiliates | (20 | ) | — | (143,471 | ) | — | ||||||||||
Realized portion of deferred gain on sale-leaseback | (48 | ) | (53 | ) | (207 | ) | (207 | ) | ||||||||
Noncontrolling interests adjustments | (100 | ) | (123 | ) | (398 | ) | (400 | ) | ||||||||
Adjustments from consolidated affiliates | (2,216 | ) | (1,813 | ) | (8,188 | ) | (7,378 | ) | ||||||||
Adjustments from unconsolidated affiliates | — | 3,482 | 5,077 | 14,135 | ||||||||||||
FFO | 35,121 | 30,580 | 136,183 | 99,654 | ||||||||||||
Redeemable noncontrolling interests | 124 | 183 | 1,619 | 438 | ||||||||||||
FFO—Fully Diluted | 35,245 | 30,763 | 137,802 | 100,092 | ||||||||||||
Impairment losses and other charges | — | — | — | 728 | ||||||||||||
Non-cash interest rate derivative activity—continuing operations | 3,204 | (2,355 | ) | 6,335 | (9,228 | ) | ||||||||||
Non-cash interest rate derivative activity—discontinued operations | — | (141 | ) | — | (2,389 | ) | ||||||||||
Loss on early extinguishment of debt—continuing operations | 2,010 | — | 2,619 | — | ||||||||||||
Loss on early extinguishment of debt—discontinued operations | — | — | 272 | — | ||||||||||||
Foreign currency exchange loss (gain)—continuing operations (a) | 41 | (16 | ) | 116 | (42 | ) | ||||||||||
Foreign currency exchange loss (gain)—discontinued operations (a) | — | 150 | (32 | ) | (1 | ) | ||||||||||
Amortization of debt discount | 623 | — | 1,869 | — | ||||||||||||
Amortization of below market hotel management agreement | 582 | — | 1,203 | — | ||||||||||||
Activist shareholder costs | (1 | ) | 342 | 1,636 | 342 | |||||||||||
Hotel acquisition costs | 182 | — | 182 | — | ||||||||||||
Excess of redemption liability over carrying amount of redeemed preferred stock | 3,321 | — | 10,233 | — | ||||||||||||
Adjustments from consolidated affiliates | (985 | ) | — | (985 | ) | — | ||||||||||
Comparable FFO | $ | 44,222 | $ | 28,743 | $ | 161,250 | $ | 89,502 | ||||||||
Comparable FFO per fully diluted share | $ | 0.17 | $ | 0.14 | $ | 0.68 | $ | 0.43 | ||||||||
Weighted average diluted shares (b) | 257,334 | 209,800 | 236,092 | 209,328 |
(a) | Foreign currency exchange gains or losses applicable to certain balance sheet items held by foreign subsidiaries. |
(b) | Excludes shares related to the JW Marriott Essex House Hotel put option. |
Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR)
Debt Summary
(dollars in thousands)
Debt | Interest Rate | Spread (a) | Loan Amount | Maturity (b) | |||||||
Fairmont Scottsdale Princess (c) | 0.53 | % | 36 bp | $ | 117,000 | April 2015 | |||||
Westin St. Francis | 6.09 | % | Fixed | 209,588 | June 2017 | ||||||
Fairmont Chicago | 6.09 | % | Fixed | 93,124 | June 2017 | ||||||
Hyatt Regency La Jolla (d) | 4.50% / 10.00% | 400 bp / Fixed | 89,247 | December 2017 | |||||||
Hotel del Coronado (e) | 3.82 | % | 365 bp | 475,000 | March 2018 | ||||||
Bank credit facility (f) | 2.17 | % | 200 bp | — | April 2019 | ||||||
Four Seasons Washington, D.C. (g) | 2.42 | % | 225 bp | 120,000 | June 2019 | ||||||
JW Marriott Essex House Hotel (h) | 3.12 | % | 295 bp | 225,000 | January 2020 | ||||||
Loews Santa Monica Beach Hotel (i) | 2.72 | % | 255 bp | 120,000 | May 2021 | ||||||
InterContinental Chicago | 5.61 | % | Fixed | 142,442 | August 2021 | ||||||
InterContinental Miami (j) | 3.99 | % | Fixed | 115,000 | September 2024 | ||||||
1,706,401 | |||||||||||
Unamortized discount (c) | (623 | ) | |||||||||
$ | 1,705,778 |
(a) | Spread over LIBOR (0.17% at December 31, 2014). See (d) below for interest on the Hyatt Regency La Jolla loan. |
(b) | Includes extension options. |
(c) | On March 31, 2014, we acquired the remaining 50.0% equity interest in the Fairmont Scottsdale Princess hotel, resulting in the Fairmont Scottsdale Princess hotel becoming wholly-owned by us. In connection with the acquisition, we consolidated the Fairmont Scottsdale Princess hotel and became fully obligated under the entire mortgage loan secured by the Fairmont Scottsdale Princess hotel. We recorded the mortgage loan at its fair value, which included a debt discount, which is being amortized as additional interest expense over the maturity period of the loan. We are evaluating financing alternatives given the impending maturity date. |
(d) | Interest on $72,000,000 of the total principal amount is paid monthly at an annual rate of LIBOR plus 4.00%, subject to a 0.50% LIBOR floor, and interest on $17,247,000 of the total principal amount is paid monthly at an annual fixed rate of 10.00%. |
(e) | On June 11, 2014, we acquired the remaining 63.6% equity interest in the Hotel del Coronado, resulting in the Hotel del Coronado becoming wholly-owned by us. In connection with the acquisition, we consolidated the Hotel del Coronado and became fully obligated under the entire outstanding balance of the mortgage and mezzanine loans secured by the Hotel del Coronado. |
(f) | On April 25, 2014, we entered into a new $300,000,000 secured bank credit facility, which replaced the previous secured bank credit facility. |
(g) | On June 30, 2014, we refinanced the loan secured by the Four Seasons Washington, D.C. hotel and entered into a new $120,000,000 limited recourse loan agreement. |
(h) | On December 30, 2014, we refinanced the mortgage loan secured by the JW Marriott Essex House Hotel and entered into a new $225,000,000 limited recourse loan agreement. |
(i) | On May 29, 2014, we refinanced the loan secured by the Loews Santa Monica Beach Hotel and entered into a new $120,000,00 limited recourse loan agreement. |
(j) | On July 7, 2014, we paid off the outstanding balance on the prior mortgage loan secured by the InterContinental Miami hotel. We entered into a new $115,000,000 loan secured by the InterContinental Miami hotel on August 29, 2014. |
Debt Summary (Continued)
(dollars in thousands)
Future scheduled debt principal payments (including extension options) are as follows:
Years ending December 31, | Amount | |||
2015 | $ | 118,796 | ||
2016 | 2,031 | |||
2017 | 394,131 | |||
2018 | 477,299 | |||
2019 | 122,433 | |||
Thereafter | 591,711 | |||
1,706,401 | ||||
Unamortized discount | (623 | ) | ||
$ | 1,705,778 | |||
Percent of fixed rate debt | 33.8 | % | ||
Weighted average interest rate (k) | 3.98 | % | ||
Weighted average maturity of fixed rate debt (debt with maturity of greater than one year) | 4.91 |
(k) Excludes the amortization of deferred financing costs.