Cover
Cover - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Feb. 11, 2022 | Jun. 30, 2021 | |
Entity Information [Line Items] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2021 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-35074 | ||
Entity Registrant Name | SUMMIT HOTEL PROPERTIES, INC. | ||
Entity Incorporation, State or Country Code | MD | ||
Entity Tax Identification Number | 27-2962512 | ||
Entity Address, Address Line One | 13215 Bee Cave Parkway, Suite B-300 | ||
Entity Address, City or Town | Austin | ||
Entity Address, State or Province | TX | ||
Entity Address, Postal Zip Code | 78738 | ||
City Area Code | 512 | ||
Local Phone Number | 538-2300 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 962,001,344 | ||
Entity Common Stock, Shares Outstanding | 106,340,958 | ||
Entity Central Index Key | 0001497645 | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Documents Incorporated by Reference | Portions of the registrant’s Definitive Proxy Statement on Schedule 14A for its 2022 annual meeting of stockholders, to be filed with the Securities and Exchange Commission not later than 120 days after the end of the fiscal year pursuant to Regulation 14A, are incorporated herein by reference into Part III, Items 10, 11, 12, 13 and 14. | ||
Common Stock | |||
Entity Information [Line Items] | |||
Title of 12(b) Security | Common Stock, par value $0.01 per share | ||
Trading Symbol | INN | ||
Security Exchange Name | NYSE | ||
6.25% Series E Preferred Stock | |||
Entity Information [Line Items] | |||
Title of 12(b) Security | 6.25% Series E Cumulative Redeemable Preferred Stock, par value $0.01 per share | ||
Trading Symbol | INN-PE | ||
Security Exchange Name | NYSE | ||
5.875% Series F Preferred Stock | |||
Entity Information [Line Items] | |||
Title of 12(b) Security | 5.875% Series F Cumulative Redeemable Preferred Stock, par value $0.01 per share | ||
Trading Symbol | INN-PF | ||
Security Exchange Name | NYSE |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2021 | |
Audit Information [Abstract] | |
Auditor Name | Ernst & Young LLP |
Auditor Firm ID | 42 |
Auditor Location | Austin, Texas |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
ASSETS | ||
Investment in hotel properties, net | $ 2,091,973 | $ 2,105,946 |
Undeveloped land | 1,500 | 1,500 |
Assets held for sale, net | 425 | 425 |
Cash and cash equivalents | 64,485 | 20,719 |
Restricted cash | 32,459 | 18,177 |
Investment in real estate loans, net | 0 | 23,689 |
Right-of-use assets, net | 26,942 | 28,420 |
Trade receivables, net | 14,476 | 11,775 |
Prepaid expenses and other | 24,496 | 9,763 |
Deferred charges, net | 4,347 | 4,429 |
Other assets | 3,799 | 8,176 |
Total assets | 2,264,902 | 2,233,019 |
Liabilities: | ||
Debt, net of debt issuance costs | 1,069,797 | 1,094,745 |
Lease liabilities, net | 17,232 | 18,438 |
Accounts payable | 4,462 | 2,674 |
Accrued expenses and other | 66,219 | 65,099 |
Total liabilities | 1,157,710 | 1,180,956 |
Commitments and contingencies (Note 11) | ||
Preferred stock, $0.01 par value per share, 100,000,000 shares authorized: | ||
Common stock, $0.01 par value per share, 500,000,000 shares authorized, 106,337,724 and 105,708,787 shares issued and outstanding at December 31, 2021 and 2020, respectively | 1,063 | 1,057 |
Additional paid-in capital | 1,225,184 | 1,197,320 |
Accumulated other comprehensive loss | (15,639) | (30,716) |
Accumulated deficit and distributions in excess of retained earnings | (262,639) | (179,013) |
Total stockholders’ equity | 948,073 | 988,742 |
Non-controlling interests in operating partnership | 793 | 1,111 |
Non-controlling interests in joint venture (Note 9) | 158,326 | 62,210 |
Total equity | 1,107,192 | 1,052,063 |
Total liabilities and equity | 2,264,902 | 2,233,019 |
6.45% Series D Preferred Stock | ||
Preferred stock, $0.01 par value per share, 100,000,000 shares authorized: | ||
Preferred stock | 0 | 30 |
6.25% Series E Preferred Stock | ||
Preferred stock, $0.01 par value per share, 100,000,000 shares authorized: | ||
Preferred stock | 64 | 64 |
5.875% Series F Preferred Stock | ||
Preferred stock, $0.01 par value per share, 100,000,000 shares authorized: | ||
Preferred stock | $ 40 | $ 0 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 500,000,000 | 500,000,000 |
Common stock, shares issued (in shares) | 106,337,724 | 105,708,787 |
Common stock, shares outstanding (in shares) | 106,337,724 | 105,708,787 |
6.45% Series D Preferred Stock | ||
Preferred stock, shares issued (in shares) | 3,000,000 | |
Preferred stock, shares outstanding (in shares) | 3,000,000 | |
Preferred stock, aggregate liquidation preference (in dollars) | $ 75,417 | |
Preferred stock, dividend rate | 6.45% | |
6.25% Series E Preferred Stock | ||
Preferred stock, shares authorized (in shares) | 6,400,000 | |
Preferred stock, shares issued (in shares) | 6,400,000 | 6,400,000 |
Preferred stock, shares outstanding (in shares) | 6,400,000 | 6,400,000 |
Preferred stock, aggregate liquidation preference (in dollars) | $ 160,861 | $ 160,861 |
Preferred stock, dividend rate | 6.25% | 6.25% |
5.875% Series F Preferred Stock | ||
Preferred stock, shares authorized (in shares) | 4,000,000 | |
Preferred stock, shares issued (in shares) | 4,000,000 | |
Preferred stock, shares outstanding (in shares) | 4,000,000 | |
Preferred stock, aggregate liquidation preference (in dollars) | $ 100,506 | |
Preferred stock, dividend rate | 5.875% |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenues: | |||
Revenues | $ 361,926 | $ 234,463 | $ 549,348 |
Expenses: | |||
Property taxes, insurance and other | 41,350 | 44,691 | 44,220 |
Depreciation and amortization | 105,955 | 109,619 | 99,445 |
Corporate general and administrative | 29,428 | 20,985 | 23,622 |
Transaction costs | 3,849 | 0 | 0 |
(Reversal of) provision for credit losses | (2,632) | 4,821 | 0 |
Loss on impairment and write-off of assets | 4,361 | 1,759 | 2,521 |
Total expenses | 395,432 | 343,857 | 475,360 |
Gain (loss) on disposal of assets, net | 240 | (16) | 45,418 |
Operating (loss) income | (33,266) | (109,410) | 119,406 |
Other income (expense): | |||
Interest expense | (43,368) | (43,300) | (41,030) |
Other income, net | 9,523 | 4,841 | 5,472 |
Total other expense | (33,845) | (38,459) | (35,558) |
(Loss) income from continuing operations before income taxes | (67,111) | (147,869) | 83,848 |
Income tax expense (Note 14) | (1,473) | (1,376) | (1,500) |
Net (loss) income | (68,584) | (149,245) | 82,348 |
Less: Loss (income) attributable to non-controlling interests: | |||
Operating Partnership | 115 | 271 | (157) |
Joint venture | 2,896 | 5,635 | 419 |
Net (loss) income attributable to Summit Hotel Properties, Inc. | (65,573) | (143,339) | 82,610 |
Preferred dividends | (15,431) | (14,838) | (14,838) |
Premium on redemption of preferred stock | (2,710) | 0 | 0 |
Net (loss) income attributable to common stockholders | $ (83,714) | $ (158,177) | $ 67,772 |
(Loss) earnings per share: | |||
Basic (in shares) | $ (0.80) | $ (1.52) | $ 0.65 |
Diluted (in shares) | $ (0.80) | $ (1.52) | $ 0.65 |
Weighted average common shares outstanding: | |||
Basic (in shares) | 104,471 | 104,141 | 103,887 |
Diluted (in shares) | 104,471 | 104,141 | 103,939 |
Dividends per common share (in dollars per share) | $ 0 | $ 0.18 | $ 0.72 |
Room | |||
Revenues: | |||
Revenues | $ 334,338 | $ 215,506 | $ 505,342 |
Expenses: | |||
Hotel operating expenses | 74,781 | 53,784 | 112,244 |
Food and beverage | |||
Revenues: | |||
Revenues | 7,299 | 6,444 | 23,785 |
Expenses: | |||
Hotel operating expenses | 4,856 | 5,416 | 18,552 |
Other | |||
Revenues: | |||
Revenues | 20,289 | 12,513 | 20,221 |
Expenses: | |||
Hotel operating expenses | 123,626 | 96,506 | 158,181 |
Management fees | |||
Expenses: | |||
Hotel operating expenses | $ 9,858 | $ 6,276 | $ 16,575 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Statement of Comprehensive Income [Abstract] | |||
Net income (loss) | $ (68,584) | $ (149,245) | $ 82,348 |
Other comprehensive (loss) income, net of tax: | |||
Changes in fair value of derivative financial instruments | 15,127 | (14,673) | (14,596) |
Comprehensive (loss) income | (53,457) | (163,918) | 67,752 |
Comprehensive loss (income) attributable to non-controlling interests: | |||
Operating Partnership | 94 | 296 | (123) |
Joint venture | 2,896 | 5,635 | 419 |
Comprehensive (loss) income attributable to Summit Hotel Properties, Inc. | (50,467) | (157,987) | 68,048 |
Preferred dividends | (15,431) | (14,838) | (14,838) |
Premium on redemption of preferred stock | (2,710) | 0 | 0 |
Comprehensive (loss) income attributable to common stockholders | $ (68,608) | $ (172,825) | $ 53,210 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Equity - USD ($) $ in Thousands | Total | Total Shareholders’ Equity | Preferred Stock | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Retained Earnings (Accumulated Deficit and Distributions in Excess of Retained Earnings) | Operating Partnership | Joint Venture |
Balance at beginning of year at Dec. 31, 2018 | $ 1,192,144 | $ 1,189,849 | $ 94 | $ 1,048 | $ 1,185,310 | $ (1,441) | $ 4,838 | $ 2,295 | $ 0 |
Balance at beginning of year (in shares) at Dec. 31, 2018 | 9,400,000 | 104,783,179 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Contribution by non-controlling interest in joint venture | 68,712 | 68,712 | |||||||
Common stock redemption of common units (in shares) | 50,244 | ||||||||
Common stock redemption of common units | 0 | 445 | $ 1 | 475 | (31) | (445) | |||
Dividends | (90,399) | (89,731) | (89,731) | (178) | (490) | ||||
Equity-based compensation (in shares) | 410,432 | ||||||||
Equity-based compensation | 6,219 | 6,205 | $ 4 | 6,201 | 14 | ||||
Shares acquired for employee withholding requirements (in shares) | (74,340) | ||||||||
Shares acquired for employee withholding requirements | (839) | (839) | $ (1) | (838) | |||||
Other | (199) | (199) | (199) | ||||||
Other comprehensive income (loss) | (14,596) | (14,562) | (14,562) | (34) | |||||
Net income (loss) | 82,348 | 82,610 | 82,610 | 157 | (419) | ||||
Balance at end of year at Dec. 31, 2019 | 1,243,390 | 1,173,778 | $ 94 | $ 1,052 | 1,190,949 | (16,034) | (2,283) | 1,809 | 67,803 |
Balance at end of year (in shares) at Dec. 31, 2019 | 9,400,000 | 105,169,515 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Contribution by non-controlling interest in joint venture | $ 622 | 622 | |||||||
Common stock redemption of common units (in shares) | 47,279 | 47,279 | |||||||
Common stock redemption of common units | $ 0 | 376 | 410 | (34) | (376) | ||||
Dividends | (34,008) | (33,391) | (33,391) | (37) | (580) | ||||
Equity-based compensation (in shares) | 557,338 | ||||||||
Equity-based compensation | $ 6,476 | 6,465 | $ 6 | 6,459 | 11 | ||||
Shares acquired for employee withholding requirements (in shares) | (65,345) | (65,345) | |||||||
Shares acquired for employee withholding requirements | $ (469) | (469) | $ (1) | (468) | |||||
Other | (30) | (30) | (30) | ||||||
Other comprehensive income (loss) | (14,673) | (14,648) | (14,648) | (25) | |||||
Net income (loss) | (149,245) | (143,339) | (143,339) | (271) | (5,635) | ||||
Balance at end of year at Dec. 31, 2020 | 1,052,063 | 988,742 | $ 94 | $ 1,057 | 1,197,320 | (30,716) | (179,013) | 1,111 | 62,210 |
Balance at end of year (in shares) at Dec. 31, 2020 | 9,400,000 | 105,708,787 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net proceeds from sale of preferred stock (in shares) | 4,000,000 | ||||||||
Net proceeds from sale of preferred stock | 96,617 | 96,617 | $ 40 | 96,577 | |||||
Redemption of preferred stock (in shares) | (3,000,000) | ||||||||
Redemption of preferred stock | (75,000) | (75,000) | $ (30) | (72,260) | (2,710) | ||||
Contribution by non-controlling interest in joint venture | 115,546 | 16,444 | 16,444 | 99,102 | |||||
Purchases of capped call options | $ (21,131) | (21,131) | (21,131) | ||||||
Common stock redemption of common units (in shares) | 36,945 | 36,945 | |||||||
Common stock redemption of common units | $ 0 | 239 | 268 | (29) | (239) | ||||
Dividends | (15,433) | (15,343) | (15,343) | (90) | |||||
Equity-based compensation (in shares) | 859,460 | ||||||||
Equity-based compensation | $ 10,681 | 10,666 | $ 9 | 10,657 | 15 | ||||
Shares acquired for employee withholding requirements (in shares) | (267,468) | (267,468) | |||||||
Shares acquired for employee withholding requirements | $ (2,694) | (2,694) | $ (3) | (2,691) | |||||
Other comprehensive income (loss) | 15,127 | 15,106 | 15,106 | 21 | |||||
Net income (loss) | (68,584) | (65,573) | (65,573) | (115) | (2,896) | ||||
Balance at end of year at Dec. 31, 2021 | $ 1,107,192 | $ 948,073 | $ 104 | $ 1,063 | $ 1,225,184 | $ (15,639) | $ (262,639) | $ 793 | $ 158,326 |
Balance at end of year (in shares) at Dec. 31, 2021 | 10,400,000 | 106,337,724 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
OPERATING ACTIVITIES | |||
Net income (loss) | $ (68,584) | $ (149,245) | $ 82,348 |
Adjustments to reconcile net (loss) income to net cash provided by (used in) operating activities: | |||
Depreciation and amortization | 105,955 | 109,619 | 99,445 |
Amortization of deferred financing costs | 4,353 | 2,267 | 1,485 |
Loss on impairment and write-off of assets | 4,361 | 1,759 | 2,521 |
(Reversal of) provision for credit losses | (2,632) | 4,821 | 0 |
Equity-based compensation | 10,681 | 6,476 | 6,219 |
Deferred tax asset, net | (19) | 2,056 | (12) |
(Gain) loss on disposal of assets, net | (240) | 16 | (45,418) |
Non-cash interest income | (1,042) | (2,848) | (2,477) |
Debt transaction costs | 220 | 365 | 1,892 |
Other | 412 | 384 | 469 |
Changes in operating assets and liabilities: | |||
Trade receivables, net | (2,701) | 1,286 | 511 |
Prepaid expenses and other | (1,362) | (997) | 552 |
Accounts payable | 1,854 | (1,422) | (314) |
Accrued expenses and other | 14,795 | (16,589) | 1,257 |
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES | 66,051 | (42,052) | 148,478 |
INVESTING ACTIVITIES | |||
Acquisitions of hotel properties and land | (59,036) | 0 | (282,557) |
Improvements to hotel properties | (20,356) | (22,632) | (59,268) |
Proceeds from asset dispositions, net | 0 | 0 | 165,724 |
Contract termination payment for asset disposition | 0 | (2,200) | 0 |
Funding of real estate loans and related expenses | (10,045) | (9,909) | (8,363) |
Proceeds from principal payments on real estate loans | 25,800 | 4,031 | 2,300 |
Increase in escrow deposits and deferred acquisition costs | (10,607) | 0 | 0 |
NET CASH USED IN INVESTING ACTIVITIES | (74,244) | (30,710) | (182,164) |
FINANCING ACTIVITIES | |||
Proceeds from issuance of debt | 331,767 | 202,500 | 360,000 |
Principal payments on debt | (351,932) | (123,748) | (302,287) |
Proceeds from equity offerings, net of issuance costs | 96,617 | 0 | 0 |
Redemption of preferred stock | (75,000) | 0 | 0 |
Purchases of capped call options | (21,131) | 0 | 0 |
Dividends paid | (15,521) | (34,248) | (90,783) |
Proceeds from contribution by non-controlling interests in joint venture | 115,546 | 622 | 68,712 |
Financing fees on debt and other issuance costs | (11,411) | (2,832) | (3,840) |
Repurchase of common shares for withholding requirements | (2,694) | (469) | (839) |
NET CASH PROVIDED BY FINANCING ACTIVITIES | 66,241 | 41,825 | 30,963 |
Net change in cash, cash equivalents and restricted cash | 58,048 | (30,937) | (2,723) |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH | |||
Beginning of period | 38,896 | 69,833 | 72,556 |
End of period | 96,944 | 38,896 | 69,833 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION | |||
Cash payments for interest | 37,509 | 40,927 | 41,648 |
Accrued improvements to hotel properties | (3,399) | (2,142) | (4,856) |
Cash payments for income taxes, net of refunds | (557) | (463) | (229) |
Mortgage debt assumed for acquisitions of hotel properties | $ 13,267 | $ 0 | $ 0 |
DESCRIPTION OF BUSINESS
DESCRIPTION OF BUSINESS | 12 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
DESCRIPTION OF BUSINESS | DESCRIPTION OF BUSINESS General Summit Hotel Properties, Inc. (the “Company”) is a self-managed hotel investment company that was organized on June 30, 2010 as a Maryland corporation. The Company holds both general and limited partnership interests in Summit Hotel OP, LP (the “Operating Partnership”), a Delaware limited partnership also organized on June 30, 2010. Unless the context otherwise requires, “we”, “us”, and “our” refer to the Company and its consolidated subsidiaries. We focus on owning premium-branded hotels with efficient operating models primarily in the Upscale segment of the lodging industry. At December 31, 2021, our portfolio consisted of 74 hotels with a total of 11,518 guestrooms located in 23 states. At December 31, 2021, we own 100% of the outstanding equity interests in 61 of 74 of our hotels. We own a 51% controlling interest in 13 hotels through a joint venture. As of December 31, 2021, 90% of our guestrooms were located in the top 50 metropolitan statistical areas (“MSAs”), 96% were located within the top 100 MSAs and all of our hotel guestrooms operated under premium franchise brands owned by Marriott® International, Inc. (“Marriott”), Hilton® Worldwide (“Hilton”), Hyatt® Hotels Corporation (“Hyatt”) and InterContinental® Hotels Group (“IHG”). In January 2022, we significantly expanded the size of our portfolio with the acquisition of 26 hotel properties, containing an aggregate of 3,533 guestrooms, and two parking structures, containing 1,002 spaces for an aggregate purchase price of $766.0 million from NewcrestImage (the "NCI Transaction"). As part of the same portfolio purchase, we expect to complete the purchase of one additional hotel, the 176-guestroom Canopy by Hilton New Orleans (the “Canopy New Orleans”) upon completion of its construction, which is expected to occur during the first quarter of 2022, for a purchase price of $56.0 million. The portfolio acquisition was completed through our joint venture. For additional information, see our Current Report on Form 8-K filed on January 14, 2022. As of February 11, 2022, including the NCI Transaction, our portfolio consisted of 100 hotels with a total of 15,051 guestrooms located in 24 states. We own our hotels fee simple, except for five hotels which are subject to ground leases. As of February 11, 2022, we own 100% of the outstanding equity interests in 61 of 100 of our hotels. We own a 51% controlling interest in 39 hotels through a joint venture. As of February 11, 2022, 86% of our guestrooms were located in the top 50 MSAs and 91% were located within the top 100 MSAs. We have elected to be taxed as a real estate investment trust (“REIT”) for federal income tax purposes. To qualify as a REIT, we cannot operate or manage our hotels. Accordingly, all of our hotels are leased to our taxable REIT subsidiaries (“TRS Lessees”). Risks and Uncertainties The Company is subject to risks and uncertainties as a result of the effects of the pandemic caused by the novel coronavirus, designated as COVID-19 (“COVID-19”) and its variants (the "Pandemic"), for at least the near future. The Pandemic has had a significant negative effect on the U.S. and global economies, including a rapid and sharp decline in all forms of travel, both domestic and international, and a significant decline in hotel demand. These conditions resulted in a substantial decline in our revenues, profitability and cash flows from operations beginning in March 2020. During 2021, we experienced improvement in our business driven primarily by leisure travel and to a lesser extent modest improvement in other demand segments. The improvement was the result of a significant increase in the administration of vaccines globally as well as the easing of government restrictions and guidance in most jurisdictions. A recovery in business travel and group business has been slower to date. We anticipate that continued improvement in operating trends will be dependent on continued growth in leisure travel and a recovery of business travel. More broadly, a return to normalized levels of operations is dependent upon the dissipation of concerns related to the Pandemic, continued easing of government restrictions and guidance, restoration of consumer confidence, and a recovery in corporate and overall travel-related demand. Beginning in March 2020, the Company took several actions to reduce costs and manage liquidity to mitigate the effects of the Pandemic on the Company. We continue to engage in certain steps to reduce costs and manage liquidity while taking appropriate actions to maintain guest safety and satisfaction. |
BASIS OF PRESENTATION AND SIGNI
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES | BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation We prepare our Consolidated Financial Statements in conformity with U.S. Generally Accepted Accounting Principles (“GAAP”), which requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the Consolidated Financial Statements and reported amounts of revenues and expenses in the reporting period. Actual results could differ from those estimates. The accompanying Consolidated Financial Statements consolidate the accounts of all entities in which we have a controlling financial interest, as well as variable interest entities for which the Company is the primary beneficiary. All significant intercompany balances and transactions have been eliminated in the Consolidated Financial Statements. We evaluate joint venture partnerships to determine if they should be consolidated based on whether the partners exercise joint control. For a joint venture where we exercise primary control and we also own a majority of the equity interests, we consolidate the joint venture partnership. We have consolidated the accounts of our joint venture partnership with GIC (see "Part II – Item 8. – Financial Statements and Supplementary Data – Note 9 – Equity - Non-controlling Interests in Joint Venture ") in our accompanying Consolidated Financial Statements. Segment Disclosure Accounting Standards Codification (“ASC”) Topic 280, Segment Reporting , establishes standards for reporting financial and descriptive information about an enterprise’s reportable segments. We have determined that we have one reportable segment, for activities related to investing in real estate. Our investments in real estate are geographically diversified and the chief operating decision makers evaluate operating performance on an individual asset level. As each of our assets has similar economic characteristics, the assets have been aggregated into one reportable segment. Investment in Hotel Properties The Company allocates the purchase price of acquired hotel properties based on the fair value of the acquired land, land improvements, building, furniture, fixtures and equipment, identifiable intangible assets or liabilities, other assets and assumed liabilities. Intangible assets may include certain value associated with the on-going operations of the hotel business being acquired as part of the hotel property acquisition. Acquired intangible assets that derive their values from real property or an interest in real property, are inseparable from that real property or interest in real property, and do not produce or contribute to the production of income other than consideration for the use or occupancy of space, are recorded as a component of the related real estate asset in our Consolidated Financial Statements. We allocate the purchase price of acquired hotel properties to land, building and furniture, fixtures and equipment based on independent third-party appraisals. If substantially all of the fair value of the gross assets acquired are concentrated in a single identifiable asset or group of similar identifiable assets, the asset or asset group is not considered a business. When we conclude that an acquisition meets this threshold, acquisition costs will be capitalized as part of our allocation of the purchase price of the acquired hotel properties. Our hotel properties and related assets are recorded at cost, less accumulated depreciation. We capitalize hotel development costs and the costs of significant additions and improvements that materially upgrade, increase the value or extend the useful life of the property. These costs may include hotel development, refurbishment, renovation, and remodeling expenditures, as well as certain indirect internal costs related to construction projects. If an asset requires a period of time in which to carry out the activities necessary to bring it to the condition necessary for its intended use, the interest cost incurred during that period as a result of expenditures for the asset is capitalized as part of the cost of the asset. We expense the cost of repairs and maintenance as incurred. We generally depreciate our hotel properties and related assets using the straight-line method over their estimated useful lives as follows: Classification Estimated Useful Lives Buildings and improvements 6 to 40 years Furniture, fixtures and equipment 2 to 15 years We periodically re-evaluate asset lives based on current assessments of remaining utilization, which may result in changes in estimated useful lives. Such changes are accounted for prospectively and will increase or decrease future depreciation expense. When depreciable property and equipment is retired or disposed, the related costs and accumulated depreciation are removed from the balance sheet and any gain or loss is reflected in current operations. On a limited basis, we provide financing to developers of hotel properties for development projects. We evaluate these arrangements to determine if we participate in residual profits of the hotel property through the loan provisions or other agreements. Where we conclude that these arrangements are more appropriately treated as an investment in the hotel property, we reflect the loan as an Investment in hotel properties, net in our Consolidated Balance Sheets. We monitor events and changes in circumstances for indicators that the carrying value of a hotel property or undeveloped land may be impaired. Additionally, we perform at least annual reviews to monitor the factors that could trigger an impairment. Factors that we consider for an impairment analysis include, among others: i) significant underperformance relative to historical or anticipated operating results, ii) significant changes in the manner of use of a property or the strategy of our overall business, including changes in the estimated holding periods for hotel properties and land parcels, iii) a significant increase in competition, iv) a significant adverse change in legal factors or regulations, v) changes in values of comparable land or hotel sales, and vi) significant negative industry or economic trends. When such factors are identified, we prepare an estimate of the undiscounted future cash flows of the specific property and determine if the carrying amount of the asset is recoverable. If the carrying amount of the asset is not recoverable, we estimate the fair value of the property based on discounted cash flows or sales price if the property is under contract and an adjustment is made to reduce the carrying value of the property to its estimated fair value. Intangible Assets We amortize intangible assets with determined finite useful lives using the straight-line method. We do not amortize intangible assets with indefinite useful lives, but we evaluate these assets for impairment annually or at interim periods if events or circumstances indicate that the asset may be impaired. Assets Held for Sale We periodically review our hotel properties and our undeveloped land based on established criteria such as age, type of franchise, adverse economic and competitive conditions, and strategic fit to identify properties that we believe are either non-strategic or no longer complement our business. Based on our review, we periodically market properties for sale that no longer meet our investment criteria. We also periodically receive unsolicited external inquiries that result in the sale of hotel properties. We classify assets as Assets held for sale in the period in which certain criteria are met, including when the sale of the asset within one year is probable. Assets classified as Assets held for sale are no longer depreciated and are carried at the lower of carrying amount or fair value less selling costs. Variable Interest Entities We consolidate variable interest entities (each a “VIE”) if we determine that we are the primary beneficiary of the entity. When evaluating the accounting for a VIE, we consider the purpose for which the VIE was created, the importance of each of the activities in which it is engaged and our decision-making role, if any, in those activities that significantly determine the entity’s economic performance relative to other economic interest holders. We determine our rights, if any, to receive benefits or the obligation to absorb losses that could potentially be significant to the VIE by considering the economic interest in the entity, regardless of form, which may include debt, equity, management and servicing fees, or other contractual arrangements. We consider other relevant factors including each entity’s capital structure, contractual rights to earnings or obligations for losses, subordination of our interests relative to those of other investors, contingent payments, and other contractual arrangements that may be economically significant. Additionally, we have in the past and may in the future enter into purchase and sale transactions in accordance with Section 1031 of the Internal Revenue Code of 1986, as amended (“IRC”), for the exchange of like-kind property to defer taxable gains on the sale of real estate properties (“1031 Exchange”). For reverse transactions under a 1031 Exchange in which we purchase a new property prior to selling the property to be matched in the like-kind exchange (we refer to a new property being acquired by us in the 1031 Exchange prior to the sale of the related property as a “Parked Asset”), legal title to the Parked Asset is held by a qualified intermediary engaged to execute the 1031 Exchange until the sale transaction and the 1031 Exchange is completed. We retain essentially all of the legal and economic benefits and obligations related to a Parked Asset prior to completion of a 1031 Exchange. As such, a Parked Asset is included in our Consolidated Balance Sheets and Consolidated Statements of Operations as a consolidated VIE until legal title is transferred to us upon completion of the 1031 Exchange. Cash and Cash Equivalents We consider all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. At times, cash on deposit may exceed the federally insured limit. We maintain our cash with high credit quality financial institutions. Restricted Cash Restricted cash consists of certain funds maintained in escrow for property taxes, insurance, and certain capital expenditures. Funds may be disbursed from the account upon proof of expenditures and approval from the lender or other party requiring the restricted cash reserves. Trade Receivables and Credit Policies We grant credit to qualified customers, generally without collateral, in the form of trade accounts receivable. Trade receivables result from the rental of hotel guestrooms and the sales of food, beverage, and banquet services and are payable under normal trade terms. Trade receivables also include credit and debit card transactions that are in the process of being settled. Trade receivables are stated at the amount billed to the customer and do not accrue interest. We regularly review the collectability of our trade receivables. A provision for losses is determined on the basis of previous loss experience and current economic conditions. Our allowance for doubtful accounts was $0.2 million at December 31, 2021 and $0.4 million at December 31, 2020. Bad debt expense was $0.4 million, $0.6 million and $0.5 million for the years ended December 31, 2021, 2020 and 2019, respectively. Leases In accordance with ASU No. 2016-02, Leases (Topic 842) , we record the financial liability and right-of-use assets that are inherent to leasing an asset on the balance sheet for all leases with a term of greater than 12 months regardless of their classification. Several of our hotels lease retail or restaurant space to third-party tenants. The majority of our third-party tenants requested rent deferrals to ease the negative financial effects of the Pandemic on their businesses. We have primarily negotiated rent deferrals with these tenants that defer rent for a specified number of months and require repayment of the deferred rent over a negotiated period of time. We have adopted a policy that the deferrals are not a change in the provisions of the lease. As such, we are accounting for the concessions using the rights and obligations of the existing lease and recognizing a short-term lease receivable in the period that the cash payment is owed. Notes Receivables We selectively provide mezzanine financing to developers, where we also have the opportunity to acquire the hotel at or after the completion of the development project, and we also may provide seller financing in connection with a hotel disposition under limited circumstances. We classify notes receivable as held-to-maturity and carry the notes receivable at cost less the unamortized discount, if any. On January 1, 2020, we adopted ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326), which requires a financial asset (or a group of financial assets) measured at amortized cost to be presented at the net amount expected to be collected. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis of the financial asset to present the net carrying value at the amount expected to be collected on the financial asset. The measurement of expected credit losses is based on relevant information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. We routinely evaluate our notes receivable and interest receivables for collectability. Probable losses on notes receivable are recognized in a valuation account that is deducted from the amortized cost basis of the notes receivable and recorded as Provision for credit losses in our Consolidated Statements of Operations. When we place notes receivable on nonaccrual status, we suspend the recognition of interest income until cash interest payments are received. Generally, we return notes receivable to accrual status when all delinquent interest becomes current and collectability of interest is reasonably assured. We do not measure an allowance for credit losses for accrued interest receivable. Accrued interest receivable is written-off to bad debt expense when collection is not reasonably assured. Deferred Charges, net Initial franchise fees are capitalized and amortized over the term of the franchise agreement using the straight-line method. Deferred Financing Fees Debt issuance costs are presented as a direct deduction from the carrying value of the debt liability on the Consolidated Balance Sheets. Debt issuance costs are amortized as a component of interest expense over the term of the related debt using the straight-line method, which approximates the interest method. Non-controlling Interests Non-controlling interests represent the portion of equity in a consolidated entity held by owners other than the consolidating parent. Non-controlling interests are reported in the Consolidated Balance Sheets within equity, separately from stockholders’ equity. Revenue, expenses and net income attributable to both the Company and the non-controlling interests are reported in the Consolidated Statements of Operations. Our Consolidated Financial Statements include non-controlling interests related to common units of limited partnership interests (“Common Units”) in the Operating Partnership held by unaffiliated third parties and third-party ownership of a 49% interest in a consolidated joint venture. Revenue Recognition In accordance with ASU No. 2014-09, revenues from the operation of our hotels are recognized when guestrooms are occupied, services have been rendered or fees have been earned. Revenues are recorded net of any discounts and sales and other taxes collected from customers. Revenues consist of room sales, food and beverage sales, and other hotel revenues and are presented on a disaggregated basis on our Consolidated Statements of Operations. Room revenue is generated through short-term contracts with customers whereby customers agree to pay a daily rate for the right to occupy hotel rooms for one or more nights. Our performance obligations are fulfilled at the end of each night that the customers have the right to occupy the rooms. Room revenues are recognized daily at the contracted room rate in effect for each room night. Food and beverage revenues are generated when customers purchase food and beverage at a hotel's restaurant, bar or other facilities. Our performance obligations are fulfilled at the time that food and beverage is purchased and provided to our customers. Other revenues such as for parking, cancellation fees, meeting space or telephone services are recognized at the point in time or over the time period that the associated good or service is provided. Ancillary services such as parking at certain hotels are provided by third parties and we assess whether we are the principal or agent in such arrangements. If we are determined to be the agent, revenue is recognized based upon the commission paid to us by the third party for the services rendered to our customers. If we are determined to be the principal, revenues are recognized based upon the gross contract price of the service provided. Certain of our hotels have retail spaces, restaurants or other spaces that we lease to third parties. Lease revenues are recognized on a straight line basis over the respective lease terms and are included in Other income on our Consolidated Statement of Operations. Cash received prior to customer arrival is recorded as an advance deposit from the customer and is recognized as revenue at the time of occupancy. Sales and Other Taxes We have operations in states and municipalities that impose sales or other taxes on certain sales. We collect these taxes from our customers and remit the entire amount to the various governmental units. The taxes collected and remitted are excluded from revenues and are included in accrued expenses until remitted. Equity-Based Compensation Our 2011 Equity Incentive Plan, which was amended and restated effective May 13, 2021 (as amended, the “Equity Plan”), provides for the grant of stock options, stock appreciation rights, restricted stock, restricted stock units, dividend equivalent rights, and other stock-based awards. We account for time-based and performance-based stock awards using the grant date fair value of those equity awards. We have elected to account for forfeitures as they occur. Restricted stock awards with performance-based vesting conditions are market-based awards tied to total stockholder return and are valued using a Monte Carlo simulation model in accordance with ASC Topic 718, Compensation — Stock Compensation . We expense the fair value of awards under the Equity Plan ratably over the vesting period and market-based awards are not adjusted for performance. The amount of stock-based compensation expense may be subject to adjustment in future periods due to forfeitures or modification of previously granted awards. Derivative Financial Instruments and Hedging All derivative financial instruments are recorded at fair value in our Consolidated Balance Sheets. We use interest rate derivatives to hedge our risks on variable-rate debt. Interest rate derivatives could include interest rate swaps, caps and collars. We assess the effectiveness of each hedging relationship by comparing changes in fair value or cash flows of the derivative financial instrument with the changes in fair value or cash flows of the designated hedged item or transaction. The change in the fair value of the hedging instruments is recorded in Other comprehensive income. Amounts in Other comprehensive income will be reclassified to Interest expense in our Consolidated Statements of Operations in the period in which the hedged item affects earnings. Income Taxes We have elected to be taxed as a REIT under certain provisions of the IRC. To qualify as a REIT, we must meet certain organizational and operational requirements, including a requirement to distribute annually to our stockholders at least 90% of our REIT taxable income, subject to certain adjustments and excluding any capital gain. As a REIT, we generally will not be subject to federal income tax (other than taxes paid by our TRSs at regular corporate income tax rates) to the extent we distribute 100% of our REIT taxable income to our stockholders. If we fail to qualify as a REIT in any taxable year, we will be subject to federal income tax on our taxable income at regular corporate income tax rates and generally will be unable to re-elect REIT status until the fifth calendar year after the year in which we failed to qualify as a REIT, unless we satisfy certain relief provisions. Substantially all of our assets are held by and all of our operations are conducted through our Operating Partnership or our subsidiary REITs. Partnerships are not subject to U.S. federal income taxes as revenues and expenses pass through to and are taxed on the owners. Generally, the states and cities where partnerships operate follow the U.S. federal income tax treatment. However, there are a limited number of local and state jurisdictions that tax the taxable income of the Operating Partnership. Accordingly, we provide for income taxes in these jurisdictions for the Operating Partnership. Taxable income related to our TRSs are subject to federal, state and local income taxes at applicable tax rates. Our consolidated income tax provision includes the income tax provision related to the operations of the TRSs as well as state and local income taxes related to the Operating Partnership. Where required, we account for federal and state income taxes using the asset and liability method. Deferred tax assets and liabilities are recognized for: i) the future tax consequences attributable to differences between carrying amounts of existing assets and liabilities based on GAAP and the respective carrying amounts for tax purposes, and ii) operating losses and tax-credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which 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 income in the period that includes the enactment date of the change in tax rates. However, deferred tax assets are recognized only to the extent that it is more likely than not they will be realized based on consideration of available evidence. Valuation allowances are provided if, based upon the weight of the available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. We consider all available evidence, both positive and negative, to determine whether, based on the weight of that evidence, a valuation allowance for deferred tax assets is needed. Due to the effects of the Pandemic, certain of our TRSs have incurred operating losses in the past and are expected to be in a cumulative loss for the foreseeable future. As such, the realizability of our deferred tax assets at December 31, 2021 is not reasonably assured. Therefore, we have recorded a valuation allowance against substantially all of our deferred tax assets at December 31, 2021. We perform a review of any uncertain tax positions and if necessary, will record expected future tax consequences of uncertain tax positions in the financial statements. Fair Value Measurement Fair value measures are classified into a three-tiered fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1: Observable inputs such as quoted prices in active markets. Level 2: Directly or indirectly observable inputs, other than quoted prices in active markets. Level 3: Unobservable inputs in which there is little or no market information, which require a reporting entity to develop its own assumptions. Assets and liabilities measured at fair value are based on one or more of the following valuation techniques: Market approach: Prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities. Cost approach: Amount required to replace the service capacity of an asset (replacement cost). Income approach: Techniques used to convert future amounts to a single amount based on market expectations (including present-value, option-pricing, and excess-earnings models). Our estimates of fair value were determined using available market information and appropriate valuation methods. Considerable judgment is necessary to interpret market data and develop estimated fair value. The use of different market assumptions or estimation methods may have a material effect on the estimated fair value amounts. We classify assets and liabilities in the fair value hierarchy based on the lowest level of input that is significant to the fair value measurement. We have elected a measurement alternative for equity investments, such as our purchase option, that do not have readily determinable fair values. Under the alternative, our purchase option is measured at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for an identical or similar investment of the same issuer, if any. Use of Estimates Our Consolidated Financial Statements are prepared in conformity with GAAP, which requires us to make estimates based on assumptions about current and, for some estimates, future economic and market conditions that affect reported amounts and related disclosures in our Consolidated Financial Statements. Although our current estimates contemplate current and expected future conditions, as applicable, it is reasonably possible that actual conditions could materially differ from our expectations, which could materially affect our consolidated financial position and results of operations. In particular, a number of estimates have been and will continue to be affected by the ongoing Pandemic. New Accounting Standards In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848) . ASU No. 2020-04 contains practical expedients for reference rate reform related activities that affect debt, leases, derivatives and other contracts. The guidance in ASU No. 2020-04 is optional and may be elected over time as reference rate reform activities occur. During 2020, the Company elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. The Company continues to evaluate the effect of the guidance and may apply other elections as applicable as additional changes in the market occur. In August 2020, the FASB issued ASU No. 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40) – Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity . The objective of ASU No. 2020-06 is to address issues identified as a result of the complexity associated with applying generally accepted accounting principles for certain financial instruments with characteristics of liabilities and equity. The amendments in ASU No. 2020-06 reduce the number of accounting models for convertible debt instruments and convertible preferred stock. For convertible instruments with conversion features that are not required to be accounted for as derivatives under Topic 815, Derivatives and Hedging , or that do not result in substantial premiums accounted for as paid-in capital, the embedded conversion features no longer are separated from the host contract. The amendments in ASU No. 2020-06 remove certain conditions that should be considered in the derivatives scope exception evaluation under Subtopic 815-40, Derivatives and Hedging—Contracts in Entity’s Own Equity , and clarify the scope and certain requirements under Subtopic 815-40. The amendments also improve the guidance related to the disclosures and earnings-per-share (EPS) for convertible instruments and contracts in an entity’s own equity. ASU No. 2020-06 is effective for fiscal years beginning after December 15, 2021. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020. We elected to adopt ASU No. 2020-06 effective January 1, 2021 in connection with our Convertible Notes Offering closed on January 12, 2021 as described in "Part II – Item 8. – Financial Statements and Supplementary Data – Note 6 – Debt." In accordance with the provisions of ASU No. 2020-06, we recorded the convertible notes entirely as a liability and we will use the if-converted method for diluted share calculations. |
INVESTMENT IN HOTEL PROPERTIES,
INVESTMENT IN HOTEL PROPERTIES, NET | 12 Months Ended |
Dec. 31, 2021 | |
Real Estate [Abstract] | |
INVESTMENT IN HOTEL PROPERTIES, NET | INVESTMENT IN HOTEL PROPERTIES, NET Investment in Hotel Properties, net Investment in hotel properties, net at December 31, 2021 and 2020 include (in thousands): 2021 2020 Land $ 323,276 $ 319,603 Hotel buildings and improvements 2,127,782 2,066,986 Furniture, fixtures and equipment 167,245 173,351 Construction in progress 18,321 8,903 Intangible assets 10,834 11,231 Real estate development loan 27,595 16,508 2,675,053 2,596,582 Less - accumulated depreciation (583,080) (490,636) $ 2,091,973 $ 2,105,946 During the year ended December 31, 2019, we provided a mezzanine loan to fund up to $28.9 million for a mixed-use development project that includes a hotel property, retail space, and parking. In December 2021, we modified the loan agreement to increase the Company's funding commitment by $1.0 million. We have classified the mezzanine loan as Investment in hotel properties, net in our Consolidated Balance Sheets at December 31, 2021 and 2020 (See "Part II – Item 8. – Financial Statements and Supplementary Data – Note 4 – Investment in Real Estate Loans " for further information). Depreciation expense was $105.5 million, $109.2 million, and $99.0 million for the years ended December 31, 2021, 2020 and 2019, respectively. Intangible assets included in Investment in hotel properties, net in our Consolidated Balance Sheets include the following (in thousands): Weighted Average Amortization Period (in Years) 2021 2020 Intangible assets: Air rights (1) n/a $ 10,754 $ 10,754 In-place lease agreements — 397 Other n/a 80 80 10,834 11,231 Less - accumulated amortization — (310) Intangible assets, net $ 10,834 $ 10,921 (1) In conjunction with the acquisition of the Courtyard by Marriott - Charlotte, NC, the Company acquired certain air rights related to the hotel property. Hotel Property Acquisitions Hotel property acquisitions in 2021 were as follows (in thousands): Date Acquired Franchise/Brand Location Guestrooms Purchase Year Ended December 31, 2021 July 9, 2021 Residence Inn by Marriott Steamboat Springs, CO 110 $ 33,000 December 21, 2021 Embassy Suites Tucson, AZ 120 25,500 230 $ 58,500 (1) (1) The net assets acquired in 2021 were purchased for $58.5 million plus the purchase of $0.2 million of net working capital assets, capitalized transaction costs of $0.4 million, and restricted cash reserves of $5.1 million. Additionally, the Company assumed debt of $13.3 million and paid deferred financing costs totaling $0.2 million. We own a 51% controlling interest in these hotel properties through a consolidated joint venture. The allocation of the aggregate purchase prices to the fair value of assets and liabilities acquired for the above acquisitions is as follows (in thousands): 2021 Land $ 3,673 Hotel buildings and improvements 52,226 Furniture, fixtures and equipment 2,946 Restricted cash reserves 5,118 Other assets 405 Total assets acquired 64,368 Debt assumed (13,267) Deferred financing costs 236 Other liabilities (214) Net assets acquired (1) $ 51,123 (1) The net assets acquired in 2021 were purchased for $58.5 million plus the purchase of $0.2 million of net working capital assets, capitalized transaction costs of $0.4 million, and restricted cash reserves of $5.1 million. Additionally, the Company assumed debt of $13.3 million and paid deferred financing costs totaling $0.2 million. All hotel purchases completed in 2021 were deemed to be the acquisition of assets. Therefore, acquisition costs related to these transactions have been capitalized as part of the recorded amount of the acquired assets. On May 1, 2021, the Company contributed a portfolio of six hotels containing 846 guestrooms to our consolidated joint venture with an affiliate of GIC, Singapore’s sovereign wealth fund. The estimated market value of the portfolio of hotel properties was $172.0 million and GIC contributed $84.3 million in cash for its 49% interest in the joint venture after the completion of the transfer of the six hotels. The transfer of the six hotel properties was recorded by the joint venture at the Company's net book values as of the transfer date since the transaction was a transfer of assets between entities under common control. The excess of the $84.3 million of cash contributed by GIC over 49% of the net carrying amount of the assets transferred totaling $16.4 million was recorded in Additional paid-in capital. Transfer taxes of $1.8 million and legal costs of $0.3 million related to this transaction were recorded as Transaction costs during 2021. GIC, our joint venture partner, paid 49%, or $0.9 million, of the $1.8 million transfer tax which is reflected in non-controlling interest on our Consolidated Statement of Operations. On November 2, 2021, the Operating Partnership and Summit Hospitality JV, LP, the Company’s joint venture with GIC, Singapore’s sovereign wealth fund (the “Joint Venture”), entered into a Contribution and Purchase Agreement (the “Contribution and Purchase Agreement”) with NewcrestImage Holdings, LLC, a Delaware limited liability company, and NewcrestImage Holdings II, LLC, a Delaware limited liability company (together, “NewcrestImage”), to purchase from NewcrestImage a portfolio of 27 hotel properties, containing an aggregate of 3,709 guestrooms, and two parking structures, containing 1,002 spaces (such hotels and parking structures, the “Portfolio”), and various financial incentives for an aggregate purchase price of $822.0 million. On January 13, 2022, the Operating Partnership and the Joint Venture completed the acquisition of the Portfolio except for one hotel property, the 176-guestroom Canopy New Orleans, which is still under construction, for an aggregate purchase price of $766.0 million, paid in the form of 15,314,494 Common Units (deemed value of $10.0853 per unit), 1,958,429 preferred units of limited partnership of the Operating Partnership newly designated as 5.25% Series Z Cumulative Perpetual Preferred Units (Liquidation Preference $25 Per Unit) (“Series Z Preferred Units”), $382.0 million cash draw from a term loan entered into by subsidiaries of the Joint Venture, the assumption by a subsidiary of the Joint Venture of approximately $6.5 million in PACE loan debt and approximately $174.1 million cash contributed by GIC, as a limited partner in the Joint Venture. In connection with the NCI Transaction, GIC will contribute to the Joint Venture an estimated additional $10.9 million in cash, a portion of which will be distributed to the Operating Partnership after transaction costs payable by the Operating Partnership are deducted. The purchase price paid to complete the NCI Transaction has not been allocated to the net assets acquired as we are in the process of determining the values of the assets and liabilities. The purchase price allocation for the NCI Transaction will be completed during the first quarter of 2022. The Operating Partnership and the Joint Venture expect to acquire the Canopy New Orleans upon completion of its construction, which is expected to occur during the first quarter of 2022, for a purchase price of $56.0 million, to be paid in the form of 550,180 Common Units, 41,571 Series Z Preferred Units, $21.4 million cash and $28.0 million cash proceeds from a delayed draw on the term loan entered into by subsidiaries of the Joint Venture. Loss on Impairment and Write-off of Assets During the years ended December 31, 2021 and 2020, the Company recorded charges to Loss on impairment and write-off of assets of $4.4 million and $1.8 million, respectively, on its purchase options related to real estate development loans. See "Part II – Item 8. – Financial Statements and Supplementary Data – Note 10 – Fair Value Measurement " for further information. |
INVESTMENT IN REAL ESTATE LOANS
INVESTMENT IN REAL ESTATE LOANS | 12 Months Ended |
Dec. 31, 2021 | |
Real Estate [Abstract] | |
INVESTMENT IN REAL ESTATE LOANS | INVESTMENT IN REAL ESTATE LOANS Investment in real estate loans, net at December 31, 2021 and 2020 is as follows (in thousands): 2021 2020 Real estate loans $ 2,350 $ 28,671 Allowance for credit losses (2,350) (4,982) $ — $ 23,689 The amortized cost bases of our Investment in real estate loans, net approximate their fair value. Real Estate Development Loans We provided mezzanine loans on three real estate development projects to fund up to an aggregate of $29.6 million for the development of three hotel properties. The three real estate development loans closed in the fourth quarter of 2017 and each had a stated interest rate of 8% and an initial term of approximately three years. During the year ended December 31, 2020, one of the real estate development loans with a principal balance of $3.8 million was repaid in full. We had separate options related to each remaining loan (each the "Initial Option") to purchase a 90% interest in each joint venture that owns the respective hotel upon completion of construction. We recorded the aggregate estimated fair value of the Initial Options totaling $4.4 million in Other assets. The Pandemic adversely affected the operations of the hotels that collateralize the remaining mezzanine loans. As a result, we had an allowance for credit losses of $2.6 million that was recorded in March 2020, to reduce the carrying amounts of the loans to their estimated net realizable values. We reached an agreement with the borrowers of the mezzanine loans on the two remaining real estate development projects for the full repayment of the loans in the fourth quarter of 2021, which resulted in us foregoing the exercise of the Initial Options. Accordingly, the Company reversed the $2.6 million allowance for credit losses and recorded a Loss on impairment to write-off the carrying amounts of the Initial Options totaling $4.4 million. During the year ended December 31, 2019, we provided a mezzanine loan to fund up to $28.9 million for a mixed-use development project that includes a hotel property, retail space, and parking. The loan closed in the third quarter of 2019 and has a stated interest rate of 9%. In November 2020, we extended the maturity date of the loan from February 15, 2022 to May 15, 2022. In December 2021, we modified the loan agreement to increase the Company's funding commitment by $1.0 million. The loan is secured by a second mortgage on the development project and a pledge of the equity in the project owner. As of December 31, 2021, we have funded $27.7 million of the loan commitment. Upon completion of construction, we have an option to purchase a 90% interest in the hotel (the “Initial Purchase Option”). We also have the right to purchase the remaining interest in the hotel five years after the completion of construction. We have issued a $10.0 million letter of credit under our senior revolving credit facility to secure the exercise of the Initial Purchase Option. As such, we have classified the loan as Investment in hotel properties, net on our Consolidated Balance Sheets at December 31, 2021. Interest income on the mezzanine loan is recorded in our Consolidated Statement of Operations as it is earned. We have recorded the aggregate estimated fair value of the Initial Purchase Option totaling $2.8 million in Other assets and as a contra-asset to Investment in hotel properties, net. The contra-asset will be amortized as a component of non-cash interest income over the term of the real estate development loan using the straight-line method, which approximates the interest method. During each of the years ended December 31, 2021 and 2020, we amortized $1.1 million as non-cash interest income. Including the amortization of the contra-asset, the current effective interest rate on this loan is approximately 10.6%. Seller-Financing Loans On June 29, 2018, we sold the Holiday Inn in Duluth, GA and the Hilton Garden Inn in Duluth, GA for an aggregate selling price of $24.9 million. We provided seller financing totaling $3.6 million on the sale of these properties under two, 3.5 year second mortgage notes with a blended interest rate of 7.38% that are further collateralized by a personal guarantee from the principal of the borrower. As of December 31, 2021, there was $2.4 million outstanding on the seller-financing loans. During the year ended December 31, 2020, we recorded an allowance for credit losses in an amount equal to the outstanding balance of the loans. On June 1, 2021, we amended the terms of the seller-financing loans and extended the maturity date of each loan to December 31, 2022. Interest will accrue at a rate of 9.00% monthly, including 5.00% payable in cash and 4.00% paid-in-kind. Semi-annual principal payments of $0.3 million are scheduled to begin on April 1, 2022. In connection with the modifications, the borrower paid all interest due through May 31, 2021. As a result, the Company recognized interest income related to these loans of $0.4 million during the year ended December 31, 2021. |
SUPPLEMENTAL BALANCE SHEET INFO
SUPPLEMENTAL BALANCE SHEET INFORMATION | 12 Months Ended |
Dec. 31, 2021 | |
Balance Sheet Related Disclosures [Abstract] | |
SUPPLEMENTAL BALANCE SHEET INFORMATION | SUPPLEMENTAL BALANCE SHEET INFORMATION Assets Held for Sale, net Assets held for sale at December 31, 2021 and 2020 consists of a land parcel in Flagstaff, AZ, which is being marketed for sale. Restricted Cash Restricted cash at December 31, 2021 and 2020 was as follows (in thousands): 2021 2020 FF&E reserves $ 23,587 $ 16,094 Property taxes 2,132 1,469 Other 6,740 614 $ 32,459 $ 18,177 The Company maintains reserve funds for property taxes, insurance, capital expenditures and replacement or refurbishment of furniture, fixtures and equipment at some of our hotel properties in accordance with management, franchise or mortgage loan agreements. These agreements generally require us to reserve cash ranging from 2% to 5% of the revenues of the individual hotel in restricted cash escrow accounts. Any unused restricted cash balances revert to us upon the termination of the underlying agreement or may be released to us from the restricted cash escrow accounts upon proof of expenditures and approval from the lender or other party requiring the restricted cash reserves. On April 13, 2020, as a result of the Pandemic, Marriott International, Inc. (“Marriott”) agreed to allow us to use $1.6 million of cash deposited in FF&E Reserve Accounts for seven of our Marriott-branded hotels managed by Marriott affiliates (“Marriott Hotels”) to pay for the working capital needs of the respective hotels. In addition, Marriott released $8.9 million to us from the FF&E Reserve Accounts (“Borrowed Reserve”) of the Marriott Hotels for general corporate purposes. The Borrowed Reserve must be replenished into the respective FF&E Reserve Accounts in ten equal monthly installments beginning on the date that is twelve months prior to the next scheduled renovation date for each of the Marriott Hotels (“Renovation Date”) or in a lump sum payment no later than sixty days prior to each respective Renovation Date. We do not expect to replenish any of the Borrowed Reserve over the next twelve months. During January 2021, we transitioned the management of the Courtyard by Marriott - Fort Worth, TX from Marriott to Aimbridge Hospitality. As such, we are no longer obligated to replenish $0.5 million of the Borrowed Reserve. Furthermore, Marriott suspended our obligation to fund monthly FF&E reserves for the Marriott Hotels through December 31, 2021. Prepaid Expenses and Other Prepaid expenses and other at December 31, 2021 and 2020 included the following (in thousands): 2021 2020 Deferred acquisition costs (1) $ 6,763 $ — Prepaid insurance 6,713 4,123 Escrow deposits (1) 6,000 — Other 3,329 3,018 Prepaid taxes 1,691 2,622 $ 24,496 $ 9,763 (1) Prepaid acquisition costs and escrow deposits primarily relate to the NCI Transaction which was completed in January 2022. See Note 3 - Investment in Hotel Properties, net . Deferred Charges Deferred charges at December 31, 2021 and 2020 were as follows (in thousands): 2021 2020 Initial franchise fees $ 7,034 $ 6,795 Less - accumulated amortization (2,687) (2,366) $ 4,347 $ 4,429 Amortization expense for the years ended December 31, 2021, 2020, and 2019 was $0.5 million, $0.5 million and $0.4 million, respectively. Other Assets Other assets at December 31, 2021 and 2020 included the following (in thousands): 2021 2020 Purchase options related to real estate loans $ 2,800 $ 7,161 Other 950 1,013 Deferred tax asset, net 49 2 $ 3,799 $ 8,176 Accrued Expenses and Other Accrued expenses and other at December 31, 2021 and 2020 included the following (in thousands): 2021 2020 Accrued property, sales and income taxes $ 17,448 $ 17,713 Derivative financial instruments 15,723 30,850 Accrued salaries and benefits 13,679 6,632 Other accrued expenses at hotels 11,880 5,922 Other 4,794 2,793 Accrued interest 2,695 1,189 $ 66,219 $ 65,099 |
DEBT
DEBT | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT At December 31, 2021, our indebtedness was comprised of borrowings under the 2018 Senior Credit Facility (as defined below), the 2018 Term Loan (as defined below), the 2017 Term Loan (as defined below), the Joint Venture Credit Facility (as defined below), the Convertible Notes (as defined below), and indebtedness secured by first priority mortgage liens on various hotel properties. The weighted average interest rate, after giving effect to our interest rate derivatives, for all borrowings was 3.35% and 3.43% at December 31, 2021 and 2020, respectively. $600 Million Senior Credit and Term Loan Facility On December 6, 2018, the Operating Partnership, as borrower, the Company, as parent guarantor, and each party executing the loan documentation as a subsidiary guarantor, entered into a $600.0 million senior credit facility (the “2018 Senior Credit Facility”) with Deutsche Bank AG New York Branch, as administrative agent, and a syndicate of lenders. The 2018 Senior Credit Facility is comprised of a $400.0 million revolver (the "$400 Million Revolver") and a $200.0 million term loan facility (the “$200 Million Term Loan”). At December 31, 2021, we had $200.0 million borrowed and $340.0 million available to borrow, after consideration of a $10.0 million letter of credit outstanding, plus an additional $50.0 million available to borrow subject to certain security requirements to be provided to the lender. Amendments to $600.0 Million Senior Credit Facility Between May 2020 and November 2021, the Company entered into several amendments to the Credit Agreement of the 2018 Senior Credit Facility (the “Credit Facility Amendments”). As of December 31, 2021, the cumulative effect of the Credit Facility Amendments resulted in the waiver or adjustment of certain financial and other covenants under the 2018 Senior Credit Facility, for the periods described below: • Waivers of key financial and certain other covenants in the 2018 Senior Credit Facility for the period April 1, 2020 through March 31, 2022; and • Beginning on April 1, 2022, adjustments to certain of the key financial covenants go into effect including: ◦ Reduction of the Minimum Consolidated Fixed Charge Coverage Ratio through December 31, 2022; ◦ Increase of the Maximum Unsecured Leverage Ratio through December 31, 2022; ◦ Reduction of the Minimum Unsecured Interest Coverage Ratio through December 31, 2022; and ◦ Increases to the Maximum Leverage Ratio, adjusting down beginning in the second quarter of 2022 and continuing through December 31, 2023. The interest rate on the 2018 Senior Credit Facility is based on a pricing grid ranging from 140 basis points to 240 basis points plus LIBOR for the $400 Million Revolver and 135 basis points to 235 basis points plus LIBOR for the $200 Million Term Loan, depending upon the Company's leverage ratio. The pricing grid was modified under the Credit Facility Amendments such that during the period ending December 31, 2021, or earlier at the Company's election subject to certain requirements (the "Amendment Period"), the applicable margin was at Pricing Level VII, as defined in the 2018 Senior Credit Facility documents. The applicable margin is currently set at Pricing Level VIII. The interest rate at December 31, 2021 for the $200 Million Term Loan was 2.60%. The 2018 Senior Credit Facility has been amended to accommodate the transition from LIBOR to SOFR, when LIBOR is no longer available. The Credit Facility Amendments require the borrower and certain subsidiaries to pledge to the secured parties all of the equity interests in the entities that own all properties included in the unencumbered asset pool supporting the facility (“Unencumbered Properties”), as well as the equity interests in the TRS lessees related to such Unencumbered Properties until the borrower meets certain conditions for their release. The Credit Facility Amendments also permitted the Company to complete the Convertible Notes Offering (defined below), the Series F preferred shares offering (defined below), and close on the NCI Transaction and enter into the equity transactions and indebtedness related thereto. The Credit Facility Amendments allow the borrower to advance up to $350 million on the $400 Million Revolver. Furthermore, the Credit Facility Amendments permit the borrower to advance an additional $50 million, in addition to the $350 million advance described in the preceding sentence, upon filing mortgages and related security agreements on all Unencumbered Properties, with such security documents to be released upon the borrower meeting certain conditions for their release. The Credit Facility Amendments revise the restrictions that were previously placed on certain investments in assets, equity offerings and securing of permitted indebtedness to permit the borrower and Company to take such actions, provided that (i) portions of the proceeds from such events will be used to pay down the balance of the 2018 Senior Credit Facility, the 2018 Term Loan (defined below) and 2017 Term Loan (defined below) in accordance with the terms of the Credit Facility Amendments, and (ii) the borrower and Company comply with the other conditions to taking such actions, including maintaining a minimum of $150 million in liquidity. Certain other typical limitations and conditions for credit facilities of this nature include, among other provisions, limitations on the use of revolving facility advances, certain restrictions on payments of dividends and establishment of a minimum liquidity requirement as indicated above. At December 31, 2021, we were in compliance with all financial covenants. The 2018 Senior Credit Facility has an accordion feature which will allow the Company to increase the total commitments by an aggregate of up to $300.0 million. The $400 Million Revolver will mature on March 31, 2023 and can be extended to March 31, 2024 at the Company’s option, subject to certain conditions. The $200 Million Term Loan will mature on April 1, 2024. Term Loans 2018 Term Loan On February 15, 2018, our Operating Partnership, as borrower, the Company, as parent guarantor, and each party executing the term loan documentation as a subsidiary guarantor, entered into a new $225.0 million term loan (the “2018 Term Loan”) with KeyBank National Association, as administrative agent, and a syndicate of lenders listed in the loan documentation, which is fully drawn as of December 31, 2021. The 2018 Term Loan has an accordion feature that allows us to increase the total commitments by $150.0 million prior to the maturity date of February 14, 2025, subject to certain conditions. Amendments to $225.0 Million 2018 Term Loan Between May 2020 and November 2021, the Company entered into several amendments to the First Amended and Restated Credit Agreement (the “2018 Term Loan Amendments”). As of December 31, 2021, the cumulative effect of the changes to the 2018 Term Loan effected by the 2018 Term Loan Amendments are substantially similar to the changes described above effected by the Credit Facility Amendments. We pay interest on advances at varying rates, based upon, at our option, either (i) 1-, 2-, 3-, or 6-month LIBOR, plus a LIBOR margin between 1.35% and 1.95%, depending upon our leverage ratio (as defined in the loan documents). The pricing grid was modified under the 2018 Term Loan Amendments such that during the Amendment Period the applicable margin will be set at Pricing Level VII, as defined in the 2018 Term Loan documents. We are required to pay other fees, including customary arrangement and administrative fees. The interest rate at December 31, 2021 was 2.40%. The 2018 Term Loan has been amended to accommodate the transition from LIBOR to SOFR, when LIBOR is no longer available. Financial and Other Covenants . We are required to comply with various financial and other covenants to draw and maintain borrowings under the 2018 Term Loan. The 2018 Term Loan Amendments provide that certain financial and other covenants under the 2018 Term Loan were waived or adjusted, which waivers and adjustments are the same as under the amendments to the Company’s 2018 Senior Credit Facility. At December 31, 2021, we were in compliance with all financial covenants. Unencumbered Assets . The 2018 Term Loan Amendments require the borrower and certain subsidiaries to pledge to the secured parties all of the equity interests in the entities that own the Unencumbered Properties, as well as the equity interests in the TRS lessees related to such Unencumbered Properties until the borrower meets certain conditions for the release of such pledges. During the period that the pledges are in place, as well as at all other times during the term of the facility, borrowings under the 2018 Term Loan are limited by the value of the Unencumbered Assets. 2017 Term Loan On September 26, 2017, our Operating Partnership, as borrower, the Company, as parent guarantor, and each party executing the term loan documentation as a subsidiary guarantor, entered into a $225.0 million term loan (the "2017 Term Loan") with KeyBank National Association, as administrative agent, and a syndicate of lenders listed in the loan documentation, which 2017 Term Loan has a principal balance of $62.0 million as of December 31, 2021 and matures in November 2022. Amendments to $225.0 Million 2017 Term Loan Between May 2020 and November 2021, the Company entered into various amendments to the 2017 Term Loan (the “2017 Term Loan Amendments”). As of December 31, 2021, the cumulative effect of the changes to the 2017 Term Loan effected by the 2017 Term Loan Amendments are substantially similar to the changes described above effected by the Credit Facility Amendments. The 2017 Term Loan has an accordion feature which allows us to increase the total commitments by an aggregate of $175.0 million prior to the maturity date, subject to certain conditions. We pay interest on advances at varying rates, based upon, at our option, either (i) 1-, 2-, 3-, or 6-month LIBOR, plus a LIBOR margin between 1.45% and 2.25%, depending upon our leverage ratio (as defined in the loan documents). The pricing grid was modified under the 2017 Term Loan Amendments such that during the Amendment Period the applicable margin will be set at Pricing Level VI, as defined in the 2017 Term Loan documents. We are required to pay other fees, including customary arrangement and administrative fees. The interest rate at December 31, 2021 was 2.70%. The 2017 Term Loan has been amended to accommodate the transition from LIBOR to SOFR, when LIBOR is no longer available. Financial and Other Covenants . We are required to comply with a series of financial and other covenants to draw and maintain borrowings under the 2017 Term Loan. The 2017 Term Loan Amendments provide that certain financial and other covenants under the 2017 Term Loan were waived or adjusted, which waivers and adjustments are the same as under the amendments to the Company’s 2018 Senior Credit Facility. At December 31, 2021, we were in compliance with all financial covenants. Unencumbered Assets . The 2017 Term Loan Amendments require the borrower and certain subsidiaries to pledge to the secured parties all of the equity interests in the entities that own the Unencumbered Properties, as well as the equity interests in the TRS lessees related to such Unencumbered Properties until the borrower meets certain conditions for the release of such pledges. During the period that the pledges are in place, as well as at all other times during the term of the facility, borrowings under the 2017 Term Loan are limited by the value of the Unencumbered Assets. Joint Venture Credit Facility On October 8, 2019, Summit JV MR 1, LLC (the “Borrower”), as borrower, Summit Hospitality JV, LP (the “Parent”), as parent, and each party executing the credit facility documentation as a subsidiary guarantor, entered into a $200.0 million credit facility (the “Joint Venture Credit Facility”) with Bank of America, N.A., as administrative agent and sole initial lender, and BofA Securities, Inc., as sole lead arranger and sole bookrunner. The Parent is the joint venture including the Operating Partnership and an affiliate of GIC, Singapore's sovereign wealth fund. See " Part II – Item 8. – Financial Statements and Supplementary Data – Note 9 – Equity – Non-controlling Interests in Joint Venture" for additional information. The Operating Partnership and the Company are not borrowers or guarantors of the Joint Venture Credit Facility. The Joint Venture Credit Facility is guaranteed by all of the Borrower’s existing and future subsidiaries, subject to certain exceptions. The Joint Venture Credit Facility is comprised of a $125.0 million revolving credit facility (the “$125 Million Revolver”) and a $75.0 million term loan (the “$75 Million Term Loan”). The Joint Venture Credit Facility has an accordion feature which will allow us to increase the total commitments by up to $300.0 million, for aggregate potential borrowings of up to $500.0 million on the Joint Venture Credit Facility. At December 31, 2021, we had $68.5 million outstanding under the $125 Million Revolver. The $125 Million Revolver and the $75 Million Term Loan will mature on October 8, 2023. Each individually can be extended for a single consecutive twelve-month period at the Joint Venture's option, subject to certain conditions. Interest is paid on revolving credit advances at varying rates based upon, at the Borrower's option, either (i) 1-, 2-, 3-, or 6-month LIBOR, plus a margin of 2.15% for Eurodollar rate advances, or (ii) LIBOR, plus a margin of 2.15% for LIBOR floating rate advances. The applicable margin for a term loan advance shall be five basis points less than revolving credit advances referenced above. The Joint Venture Credit Facility has been amended to accommodate the transition from LIBOR to SOFR, when LIBOR is no longer available. Amendments to $200 Million Joint Venture Credit Facility On June 18, 2020, the Company entered into a Second Amendment to Credit Agreement concerning the Joint Venture Credit Facility (“Second Amendment”). The Second Amendment resulted in waivers or adjustments to certain financial and other covenants under the Joint Venture Credit Facility, which are described in the Current Report on Form 8-K filed by the Company on June 24, 2020. On April 29, 2021, the Borrower, Parent, and each party executing the credit facility documentation as a subsidiary guarantor, entered into a Third Amendment to Credit Agreement concerning the Joint Venture Credit Facility (the “Joint Venture Amendment”). Certain financial and other covenants under the Joint Venture Credit Facility were waived or adjusted as follows: • Increase of the Maximum Leverage Ratio through the initial maturity date; • Reduction of the Fixed Charge Coverage Ratio through March 31, 2022; • Increase of the Borrowing Base Leverage through the initial maturity date; • Reduction of the Minimum Borrowing Base Interest Coverage Ratio through March 1, 2022 During the covenant waiver period, the applicable margin was increased to 230 basis points and 225 basis points for the revolver and term loan, respectively. After the covenant waiver period, the applicable margin will revert to 215 basis points and 210 basis points for the revolver and term loan, respectively. The Joint Venture Amendment confirmed that the Borrower may make additional advances on the $125 Million Revolver, subject to certain financial covenant limitations. Certain other typical limitations and conditions for credit facilities of this nature were included among the provisions in the amendments including, among other provisions, limitations on the use of revolving facility advances, certain restrictions on payments of dividends and limitations on investments and dispositions. We retain the right to opt out of certain additional restrictive covenants upon demonstration of compliance with the required financial covenants. Borrowing Base Assets. The Joint Venture Credit Facility is secured primarily by a first priority pledge of the Borrower's equity interests in the subsidiaries that hold the borrowing base assets financed by the facility, and the related TRS entities, which wholly own the TRS Lessees that lease each of the borrowing base assets. There are currently five hotel properties deemed borrowing base assets and an additional seven hotel properties that may be contributed to the borrowing base to increase borrowing availability. Convertible Senior Notes and Capped Call Options On January 7, 2021, we entered into an underwriting agreement (the “Convertible Notes Offering”) pursuant to which the Company agreed to offer and sell $287.5 million aggregate principal amount of the Company’s 1.50% convertible senior notes due 2026 (the “Convertible Notes"). The net proceeds from the Convertible Notes Offering, after deducting underwriting discounts and commissions and estimated offering expenses payable by the Company (including net proceeds from the full exercise by the underwriters of their over-allotment option to purchase additional Convertible Notes), were approximately $280.0 million before consideration of the Capped Call Transactions (as defined below). These proceeds were used to pay the cost of the Capped Call Transactions and to partially repay outstanding obligations under the 2018 Senior Credit Facility and 2017 Term Loan. The Convertible Notes bear interest at a rate of 1.50% per year, payable semi-annually in arrears on February 15 and August 15 of each year, beginning on August 15, 2021. The Convertible Notes will mature on February 15, 2026 (the “Maturity Date”), unless earlier converted, purchased or redeemed. Prior to August 15, 2025, the Convertible Notes will be convertible only upon certain circumstances and during certain periods. On or after August 15, 2025 and through the Maturity Date, holders may convert any of their Convertible Notes into shares of the Company’s common stock, at the applicable conversion rate at any time prior to the close of business on the second scheduled trading day prior to the Maturity Date, unless the Convertible Notes have been previously purchased or redeemed by the Company. During the year ended December 31, 2021, the Company recorded coupon interest expense of $4.2 million and amortized $1.5 million of the $7.6 million debt issuance costs related to the Convertible Notes Offering. Including the amortization of the debt issuance costs, the current effective interest rate on the Convertible Notes is approximately 2.00%. The initial conversion rate of the Convertible Notes is 83.4028 shares of common stock per $1,000 principal amount of Convertible Notes, which is equivalent to an initial conversion price of $11.99 per share of common stock based on the 37.5% base conversion premium on the reference price of $8.72 per share. In no event will the conversion rate exceed 114.6788 shares of common stock per $1,000 principal amount of Convertible Notes, subject to certain adjustments defined in the Convertible Notes Offering. On January 7, 2021, in connection with the pricing of the Convertible Notes, and on January 8, 2021, in connection with the full exercise by the Underwriters of their option to purchase additional Convertible Notes pursuant to the Underwriting Agreement, the Company entered into privately negotiated capped call transactions (the “Capped Call Transactions”) with certain of the underwriters or their respective affiliates and another financial institution (the “Capped Call Counterparties”). The Capped Call Transactions initially cover, subject to anti-dilution adjustments substantially similar to those applicable to the Convertible Notes, the number of shares of common stock underlying the Convertible Notes. The Capped Call Transactions are generally expected to reduce the potential dilution to holders of shares of common stock upon conversion of the Convertible Notes or offset the potential cash payments that the Company could be required to make in excess of the principal amount of any converted Convertible Notes upon conversion thereof, with such reduction or offset subject to a cap. The effective strike price of the Capped Call Transactions is initially $15.26, which represents a premium of 75.0% over the last reported sale price of the common stock on the New York Stock Exchange on January 7, 2021, and is subject to certain adjustments under the terms of the Capped Call transactions. MetaBank Loan On June 30, 2017, we entered into a $47.6 million secured, non-recourse loan with MetaBank (the "MetaBank Loan"). The MetaBank Loan provides for a fixed interest rate of 4.44%, amortizes over 25 years, and matures on July 1, 2027. The MetaBank Loan is secured by three hotels and is subject to a prepayment penalty if prepaid prior to April 1, 2027. On May 1, 2020, MetaBank waived the annual minimum debt service covenant ratio for the year ended December 31, 2020, and on April 12, 2021, MetaBank extended such waiver for the year ended December 31, 2021. The next covenant measurement date is December 31, 2022. At December 31, 2021 and 2020 our outstanding indebtedness was as follows (in thousands): Lender Reference Interest Amortization Period Maturity Date Number of Balance at December 31, 12/31/2021 2021 2020 $600 Million Senior Credit and Term Loan Facility (1) Deutsche Bank AG New York Branch $400 Million Revolver 2.65% Variable n/a March 31, 2023 n/a $ — $ 155,000 $200 Million Term Loan 2.60% Variable n/a April 1, 2024 n/a 200,000 200,000 Total Senior Credit and Term Loan Facility 200,000 355,000 Joint Venture Credit Facility (2) Bank of America, N.A. $125 Million Revolver 2.55% Variable n/a October 8, 2023 n/a 68,500 67,500 $75 Million Term Loan 2.50% Variable n/a October 8, 2023 n/a 75,000 75,000 Total Joint Venture Credit Facility 143,500 142,500 Term Loans (1) Term Loan (KeyBank National Association, as Administrative Agent) 2.70% Variable n/a November 25, 2022 n/a 62,000 225,000 Term Loan (KeyBank National Association, as Administrative Agent) 2.40% Variable n/a February 14, 2025 n/a 225,000 225,000 Convertible Notes 1.50% Fixed n/a February 15, 2026 n/a 287,500 — Secured Mortgage Indebtedness KeyBank National Association (3) 4.46% Fixed 30 February 1, 2023 3 18,545 19,039 (4) 4.52% Fixed 30 April 1, 2023 3 19,024 19,520 (5) 4.30% Fixed 30 April 1, 2023 3 18,358 18,852 (6) 4.95% Fixed 30 August 1, 2023 2 33,155 33,947 MetaBank (7) 4.44% Fixed 25 July 1, 2027 3 45,070 46,172 Bank of Cascades (8) 2.10% Variable 25 December 19, 2024 1 7,957 8,224 (8) 4.30% Fixed 25 December 19, 2024 — 7,957 8,224 Wells Fargo (9) 4.99% Fixed 30 June 6, 2028 1 13,249 — Total Mortgage Loans 16 163,315 153,978 Total Debt 1,081,315 1,101,478 Unamortized debt issuance costs (11,518) (6,733) Debt, net of issuance costs $ 1,069,797 $ 1,094,745 (1) The $600 million Senior Revolving Credit and Term Loan Facility and Term Loans are supported by a borrowing base of 46 unencumbered hotel properties and a pledge of the equity securities of the entities that own the 46 properties and their affiliates. (2) The Joint Venture Credit Facility is secured by pledges of the equity in the entities (and affiliated entities) that own the borrowing base hotels. (3) On January 25, 2013, we closed on a $29.4 million loan with a fixed rate of 4.46% and a maturity of February 1, 2023. This loan is secured by three of the Hyatt Place hotels we acquired in October 2012. These hotels are located in Chicago (Lombard), IL; Denver (Lone Tree), CO; and Denver (Englewood), CO. This loan is subject to defeasance costs if prepaid. On March 19, 2019, we defeased $6.3 million of the principal balance to have the encumbrance released on one property, the Hyatt Place in Arlington, TX, to facilitate the sale of the property. As a result of this transaction, we recorded debt transaction costs of $0.6 million in 2019 primarily related to the debt defeasance premium. (4) On March 7, 2013, we closed on a $22.7 million loan with a fixed rate of 4.52% and a maturity of April 1, 2023. This loan is secured by three of the Hyatt hotels we acquired in October 2012. These hotels include a Hyatt House in Denver (Englewood), CO and Hyatt Place hotels in Baltimore (Owings Mills), MD and Scottsdale, AZ. This loan is subject to defeasance if prepaid. (5) On March 8, 2013, we closed on a $22.0 million loan with a fixed rate of 4.30% and a maturity of April 1, 2023. This loan is secured by the three Hyatt Place hotels we acquired in January 2013. These hotels are located in Chicago (Hoffman Estates), IL; Orlando (Convention), FL; and Orlando (Universal), FL. This loan is subject to defeasance if prepaid. (6) On July 22, 2013, we closed on a $38.7 million loan with a fixed rate of 4.95% and a maturity of August 1, 2023. This loan is secured by two Marriott hotels we acquired in May 2013. These hotels include a Fairfield Inn & Suites and SpringHill Suites in Louisville, KY. This loan is subject to defeasance if prepaid. (7) On June 30, 2017, we entered into the MetaBank Loan. The MetaBank Loan is secured by the Hampton Inn & Suites in Minneapolis, MN, the Four Points by Sheraton Hotel & Suites in South San Francisco, CA, and the Hyatt Place in Mesa, AZ. The MetaBank Loan is subject to a prepayment penalty if prepaid prior to April 1, 2027. (8) On December 19, 2014, we refinanced our loan with Bank of the Cascades and increased the amount financed by $7.9 million. As part of the refinance the loan was split into two notes. Note A carries a variable interest rate of 30-day LIBOR plus 200 basis points and Note B carries a fixed interest rate of 4.3%. Both notes have amortization periods of 25 years and maturity dates of December 19, 2024. The Bank of Cascades mortgage loan is comprised of two promissory notes that are secured by the same collateral and cross-defaulted. (9) On December 21, 2021, we assumed a $13.3 million loan with a fixed rate of 4.99% and a maturity of June 6, 2028 . This loan is secured by the Embassy Suites by Hilton in Tucson, AZ. This loan is subject to defeasance if prepaid. There are currently no defaults under any of the Company's mortgage loan agreements. Our total fixed-rate and variable-rate debt at December 31, 2021 and 2020, after giving effect to our interest rate derivatives, is as follows (in thousands): 2021 Percentage 2020 Percentage Fixed-rate debt $ 842,858 78 % $ 545,754 50 % Variable-rate debt 238,457 22 % 555,724 50 % $ 1,081,315 $ 1,101,478 Contractual principal payments for each of the next five years are as follows (in thousands): 2022 $ 66,308 2023 232,183 2024 216,365 2025 226,594 2026 289,169 Thereafter 50,696 $ 1,081,315 Information about the fair value of our fixed-rate debt that is not recorded at fair value is as follows (in thousands): 2021 2020 Carrying Fair Value Carrying Fair Value Valuation Technique Convertible notes $ 287,500 $ 300,384 $ — $ — Level 1 - Market approach Fixed-rate debt 155,358 155,765 145,754 143,244 Level 2 - Market approach $ 442,858 $ 456,149 $ 145,754 $ 143,244 At December 31, 2021 and 2020, we had $400.0 million of debt with variable interest rates that had been converted to fixed interest rates through derivative financial instruments which are carried at fair value. Differences between carrying value and fair value of our fixed-rate debt are primarily due to changes in interest rates. Inherently, fixed-rate debt is subject to fluctuations in fair value as a result of changes in the current market rate of interest on the valuation date. For additional information on our use of derivatives as interest rate hedges, refer to “Part II – Item 8. – Financial Statements and Supplementary Data – Note 8 – Derivative Financial Instruments and Hedging .” |
LEASES
LEASES | 12 Months Ended |
Dec. 31, 2021 | |
Leases [Abstract] | |
LEASES | LEASESThe Company has operating leases related to the land under certain hotel properties, conference centers, parking spaces, automobiles, our corporate office and other miscellaneous office equipment. These leases have remaining terms of 1 year to 77 years, some of which include options to extend the leases for additional years. The exercise of lease renewal options is at our sole discretion. Certain leases also include options to purchase the leased property. Leases with an initial term of 12 months or less are not recorded on the balance sheet; we recognize lease expense for these leases on a straight-line basis over the lease term. Certain of our lease agreements include rental payments based on a percentage of revenue over contractual levels and others include rental payments adjusted periodically for inflation. Our lease agreements do not contain any material residual value guarantees or restrictive covenants that materially affect our business. In addition, we rent or sublease certain owned real estate to third parties. In 2021, 2020, and 2019, we recorded gross third party tenant income of $2.2 million, $1.9 million, and $2.2 million, respectively, which were recorded in Other income in the Consolidated Statements of Operations. The majority of our third-party tenants requested rent deferrals to ease the negative financial effects of the Pandemic on their businesses. We have generally negotiated with these tenants and granted rent deferrals that defer rent for a specified number of months and require repayment of the deferred rent over a negotiated period of time. On January 1, 2019, the Company adopted ASC No. 842, Leases , and recognized right-of-use assets and related liabilities. The right-of-use assets and related liabilities include renewal options reasonably certain to be exercised. We base our lease calculations on our estimated incremental borrowing rate. As of December 31, 2021, our weighted average incremental borrowing rate was 4.9%. In 2021, 2020, and 2019, the Company's total operating lease cost was $3.3 million, $3.1 million, and $3.3 million, respectively, and the operating cash outflows from operating leases was $3.1 million, $2.8 million, and $3.0 million, respectively. As of December 31, 2021, the weighted average operating lease term was 28.25 years. Operating lease maturities as of December 31, 2021 are as follows (in thousands): 2022 $ 1,845 2023 974 2024 913 2025 914 2026 925 Thereafter 27,069 Total lease payments (1) 32,640 Less imputed interest (15,408) Total $ 17,232 (1) Certain payments above include future increases to the minimum fixed rent based on the Consumer Price Index in effect at the initial measurement of the lease balances. |
DERIVATIVE FINANCIAL INSTRUMENT
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING | 12 Months Ended |
Dec. 31, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING | DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING We are exposed to interest rate risk through our variable-rate debt. We manage this risk primarily by managing the amount, sources, and duration of our debt funding and through the use of derivative financial instruments. Specifically, we enter into derivative financial instruments to manage our exposure to known or expected cash payments related to our variable-rate debt. The maximum length of time over which we have hedged our exposure to variable interest rates with our existing derivative financial instruments is approximately seven years. Our objectives in using derivative financial instruments are to add stability to interest expense and to manage our exposure to interest rate movements. To accomplish these objectives, we primarily use interest rate swaps as part of our interest rate risk management strategy. Our interest rate swaps are designated as cash flow hedges and involve the receipt of variable-rate payments from a counterparty in exchange for making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. Our agreements with our derivative counterparties contain provisions such that if we default, or can be declared in default, on any of our indebtedness, then we could also be declared in default on our derivative financial instruments. Information about our derivative financial instruments at December 31, 2021 and 2020 is as follows (dollar amounts in thousands): Average Annual Effective Fixed Rate Notional Amount Fair Value Contract date Effective Date Expiration Date December 31, 2021 December 31, 2020 December 31, 2021 December 31, 2020 October 2, 2017 January 29, 2018 January 31, 2023 1.98 % $ 100,000 $ 100,000 $ (1,617) $ (3,831) October 2, 2017 January 29, 2018 January 31, 2023 1.98 % 100,000 100,000 (1,629) (3,853) June 11, 2018 September 28, 2018 September 30, 2024 2.87 % 75,000 75,000 (3,831) (7,371) June 11, 2018 December 31, 2018 December 31, 2025 2.93 % 125,000 125,000 (8,646) (15,795) $ 400,000 $ 400,000 $ (15,723) $ (30,850) Our interest rate swaps have been designated as cash flow hedges and are valued using a market approach, which is a Level 2 valuation technique. At December 31, 2021 and 2020, all of our interest rate swaps were in a liability position as a result of a decline in short term interest rates and a continued flattening of the forward yield curve. Our interest rate swaps are recorded in Accrued expenses and other in our Consolidated Balance Sheets. We are not required to post any collateral related to these agreements and we are not in breach of any financial provisions of the agreements. Changes in the fair value of the hedging instruments are deferred in Other comprehensive income and are reclassified to Interest expense in our Consolidated Statements of Operations in the period in which the hedged item affects earnings. In 2022, we estimate that an additional $8.0 million will be reclassified from Other comprehensive income and recorded as an increase to Interest expense. The table below details the location in the financial statements of the gain or loss recognized on derivative financial instruments designated as cash flow hedges (in thousands): 2021 2020 2019 Gain (loss) recognized in Accumulated other comprehensive loss on derivative financial instruments $ 5,631 $ (22,090) $ (15,327) Loss reclassified from Accumulated other comprehensive loss to Interest expense $ (9,496) $ (7,417) $ (731) Total interest expense and other finance expense presented in the Consolidated Statement of Operations in which the effects of cash flow hedges are recorded $ (43,368) $ (43,300) $ (41,030) |
EQUITY
EQUITY | 12 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
EQUITY | EQUITY Common Stock The Company is authorized to issue up to 500,000,000 shares of common stock, $0.01 par value per share (the "Common Stock"). Each outstanding share of our Common Stock entitles the holder to one vote on all matters submitted to a vote of stockholders, including the election of directors and, except as may be provided with respect to any other class or series of stock, the holders of such shares possess the exclusive voting power. On May 25, 2017, the Company and the Operating Partnership entered into separate sales agreements (collectively, the “Sales Agreements”) with several underwriters ( the “Sales Agents”), pursuant to which the Company may sell our Common Stock having an aggregate offering price of up to $200.0 million (the “Shares”), from time to time through the Sales Agents, each acting as a sales agent and/or principal (the "2017 ATM Program"). At the same time, the Company terminated each of the sales agreements entered into in connection with its prior at-the-market offering program. To date, we have not sold any shares of our Common Stock under the 2017 ATM Program. Changes in Common Stock during the years ended December 31, 2021 and 2020 were as follows: 2021 2020 Beginning common shares outstanding 105,708,787 105,169,515 Grants under the Equity Plan 860,910 676,171 Common Unit redemptions 36,945 47,279 Annual grants to independent directors 60,546 93,810 Performance share and other forfeitures (61,996) (212,643) Shares retained for employee tax withholding requirements (267,468) (65,345) Ending common shares outstanding 106,337,724 105,708,787 At December 31, 2021 and 2020, the Company had reserved 15,864,515 and 13,760,920 shares of Common Stock, respectively, for the issuance of Common Stock (i) upon the exercise of stock options, issuance of time-based restricted stock awards, issuance of performance-based restricted stock awards, grants of director stock awards, or other awards issued pursuant to our Equity Plan, (ii) upon redemption of Common Units, or (iii) under the 2017 ATM Program. Preferred Stock The Company is authorized to issue up to 100,000,000 shares of preferred stock, $0.01 par value per share, of which 89,600,000 is currently undesignated, 6,400,000 shares have been designated as 6.25% Series E Cumulative Redeemable Preferred Stock (the "Series E preferred shares") and 4,000,000 shares have been designated as 5.875% Series F Cumulative Redeemable Preferred Stock (the "Series F preferred shares"). The Company completed the offering of 4,000,000 Series F preferred shares on August 12, 2021 for net proceeds of $96.6 million, after the underwriting discount and offering-related expenses of $3.4 million. On September 4, 2021, the Company paid $75.0 million to redeem all 3,000,000 of its outstanding 6.45% Series D Cumulative Redeemable Preferred Stock at a redemption price of $25 per share plus accrued and unpaid dividends. The premium on redemption of $2.7 million was recorded as a reduction to retained earnings. The Company's preferred shares (collectively, “Preferred Shares”) rank senior to our Common Stock and on parity with each other with respect to the payment of dividends and distributions of assets in the event of a liquidation, dissolution, or winding up. The Preferred Shares do not have any maturity date and are not subject to mandatory redemption or sinking fund requirements. The Company may not redeem the Series E preferred shares or Series F preferred shares prior to November 13, 2022 and August 12, 2026, respectively, except in limited circumstances relating to the Company’s continuing qualification as a REIT or in connection with certain changes in control. After those dates, the Company may, at its option, redeem the applicable Preferred Shares, in whole or from time to time in part, by payment of $25 per share, plus any accumulated, accrued and unpaid distributions up to, but not including, the date of redemption. If the Company does not exercise its rights to redeem the Preferred Shares upon certain changes in control, the holders of the Preferred Shares have the right to convert some or all of their shares into a number of the Company’s common shares based on a defined formula, subject to a share cap, or alternative consideration. The share cap on each Series E preferred share is 3.1686 shares of Common Stock and each Series F preferred share is 5.8275 shares of common stock, all subject to certain adjustments. The Company pays dividends at an annual rate of $1.5625 for each Series E preferred share and $1.46875 for each Series F preferred share. Dividend payments are made quarterly in arrears on or about the last day of February, May, August and November of each year. On January 13, 2022, in connection with the NCI Transaction, the Company issued 1,958,429 Series Z Preferred Units. The Series Z Preferred Units will be entitled to distributions at a rate of 5.25% per annum, may be redeemed by the holder on the tenth or eleventh anniversary of the issuance date and may be called by the Company at any time after the fifth anniversary of the issuance date. Non-controlling Interests in Operating Partnership Pursuant to the limited partnership agreement of our Operating Partnership, the unaffiliated third parties who hold Common Units in our Operating Partnership have the right to cause us to redeem their Common Units in exchange for cash based upon the fair value of an equivalent number of our shares of Common Stock at the time of redemption; however, the Company has the option to redeem with shares of our Common Stock on a one-for-one basis. The number of shares of our Common Stock issuable upon redemption of Common Units may be adjusted upon the occurrence of certain events such as share dividend payments, share subdivisions or combinations. At December 31, 2021 and 2020, unaffiliated third parties owned 124,797 and 161,742, respectively, of Common Units of the Operating Partnership, representing less than a 1% limited partnership interest in the Operating Partnership. We classify outstanding Common Units held by unaffiliated third parties as non-controlling interests in the Operating Partnership, a component of equity in the Company’s Consolidated Balance Sheets. The portion of net income allocated to these Common Units is reported on the Company’s Consolidated Statement of Operations as net income attributable to non-controlling interests of the Operating Partnership. Non-controlling Interests in Joint Venture In July 2019, the Company entered into a joint venture with GIC, Singapore’s sovereign wealth fund, to acquire assets that align with the Company’s current investment strategy and criteria. The Company serves as general partner and asset manager of the joint venture and intends to invest 51% of the equity capitalization of the limited partnership, with GIC investing the remaining 49%. The Company earns fees for providing services to the joint venture and will have the potential to earn incentive fees based on the joint venture achieving certain return thresholds. As of December 31, 2021, the joint venture owns the five hotel properties acquired in 2019, the six hotels contributed to the joint venture in the second quarter of 2021 and the two hotels acquired by the joint venture in 2021. The joint venture owns the hotels through a master real estate investment trust (“Master REIT”) and subsidiary REITs (“Subsidiary REITs”). All of the hotels owned by the joint venture are leased to taxable REIT subsidiaries of the Subsidiary REITs (“Subsidiary REIT TRSs”). To qualify as a REIT, the Master REIT must meet all of the REIT requirements summarized under “Part II – Item 8. – Financial Statements and Supplementary Data – Note 2 – Basis of Presentation and Significant Accounting Policies – Income Taxes. ” Taxable income related to the Subsidiary REIT TRSs is subject to federal, state and local income taxes at applicable tax rates. We classify the non-controlling interests in the joint venture as a component of equity in the Company’s Consolidated Balance Sheets. The portion of net income allocated to the non-controlling interests is reported on the Company’s Consolidated Statements of Operations as net income attributable to non-controlling interests of the joint venture. |
FAIR VALUE MEASUREMENT
FAIR VALUE MEASUREMENT | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENT | FAIR VALUE MEASUREMENT The following table presents information about our financial instruments measured at fair value on a recurring basis as of December 31, 2021 and 2020. In instances in which the inputs used to measure fair value fall into different levels of the fair value hierarchy, we classify assets and liabilities based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset or liability. Disclosures concerning financial instruments measured at fair value are as follows (in thousands): Fair Value Measurement at December 31, 2021 using Level 1 Level 2 Level 3 Total Assets: Purchase options related to real estate loans $ — $ — $ 2,800 $ 2,800 Liabilities: Interest rate swaps — 15,723 — 15,723 Fair Value Measurement at December 31, 2020 using Level 1 Level 2 Level 3 Total Assets: Purchase options related to real estate loans $ — $ — $ 7,161 $ 7,161 Liabilities: Interest rate swaps — 30,850 — 30,850 Our Purchase Options related to real estate loans do not have readily determinable fair values. The original fair value of each Purchase Option was estimated using a Black-Scholes model. Due to the adverse effects of the Pandemic, we evaluated our Purchase Options for impairment during the year ended December 31, 2020. The fair value of each Purchase Option was estimated using the Black-Scholes model. The estimated fair values of the Purchase Options were based on unobservable inputs for which there is little or no market information available and required us to develop our own assumptions as follows (dollar amounts in thousands): Real Estate Loan 1 Real Estate Loan 2 Real Estate Loan 3 Exercise price $ 15,143 $ 17,377 $ 37,800 Term 2.59 (1) 2.68 (1) 1.42 (2) Expected volatility 65.0 % 55.0 % 55.0 % Risk-free rate 0.3 % 0.3 % 0.2 % Expected annualized equity dividend yield 6.5 % 7.5 % — % (1) The option term is the period from April 1, 2020 through the fully extended maturity dates of the respective mezzanine loans. (2) The option term is the period from April 1, 2020 through the date in which the development project is completed and the option becomes exercisable. During the year ended December 31, 2021, we recorded a Loss on impairment and write-off of assets of $4.4 million as follows (dollar amounts in thousands): Real Estate Loan 1 Real Estate Loan 2 Real Estate Loan 3 Purchase option value at December 31, 2020 $ 1,600 $ 2,761 $ 2,800 Loss on impairment and write-off of assets (1,600) (1) (2,761) (1) — Purchase option value at December 31, 2021 $ — $ — $ 2,800 (1) Real estate loans 1 and 2 were repaid in full during the year ended December 31, 2021. As the Company elected not to exercise its purchase options, we have recorded a Loss on impairment and write-off of assets of $4.4 million. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Franchise Agreements All of our hotel properties operate under franchise agreements with major hotel franchisors. The terms of our franchise agreements generally range from 10 to 20 years with various extension provisions. Each franchisor receives franchise fees ranging from 2% to 6% of each hotel property’s gross revenue, and some agreements require that we pay marketing fees of up to 4% of gross revenue. In addition, some of these franchise agreements require that we deposit a percentage of the hotel property’s gross revenue, generally not more than 5%, into a reserve fund for capital expenditures. We also pay fees to our franchisors for services related to reservation and information systems. In 2021, 2020, and 2019, we expensed fees related to our franchise agreements of $25.0 million, $20.7 million, and $47.8 million, respectively. Management Agreements Our hotel properties operate pursuant to management agreements with various professional third-party management companies. The terms of our management agreements range from month-to-month to twenty-five years with various extension provisions. Each management company receives a base management fee, generally a percentage of total hotel property revenues. In some cases there are also monthly fees for certain services, such as accounting, based on the number of guestrooms. Generally, there are also incentive fees based on attaining certain financial thresholds. In 2021, 2020, and 2019, we expensed fees related to our hotel management agreements of $9.9 million, $6.3 million, and $16.6 million, respectively. Litigation We are involved from time to time in litigation arising in the ordinary course of business. We are not currently aware of any actions against us that would have a material effect on our financial condition or results of operations. |
EQUITY-BASED COMPENSATION
EQUITY-BASED COMPENSATION | 12 Months Ended |
Dec. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
EQUITY-BASED COMPENSATION | EQUITY-BASED COMPENSATION Our currently outstanding equity-based awards were issued under our Equity Plan which provides for the granting of stock options, stock appreciation rights, restricted stock, restricted stock units, dividend equivalent rights, and other equity-based awards or incentive awards. Stock options granted may be either incentive stock options or non-qualified stock options. Vesting terms may vary with each grant, and stock option terms are generally five Stock Options Granted Under Our Equity Plan The 235,000 stock options outstanding as of December 31, 2020 expired unexercised on February 13, 2021 and were forfeited. Time-Based Restricted Stock Awards Made Pursuant to Our Equity Plan The following table summarizes time-based restricted stock activity under our Equity Plan for 2021 and 2020: Number of Shares Weighted Average Aggregate (in thousands) Non-vested December 31, 2019 448,467 $ 12.51 Granted 299,562 8.47 Vested (172,170) 13.31 Forfeited (2,282) 8.64 Non-vested December 31, 2020 573,577 10.18 Granted 536,980 10.27 Vested (503,914) 10.51 Forfeited (1,173) 9.98 Non-vested December 31, 2021 605,470 $ 9.98 $ 5,909 The awards granted to our non-executive employees generally vest over a four-year period based on continuous service (20% on the first, second and third anniversary of the grant date and 40% on the fourth anniversary of the grant date). The awards granted to our executive officers generally vest over a three-year period based on continuous service (25% on the first and second anniversary of the grant date and 50% on the third anniversary of the grant date) or in certain circumstances upon a change in control. The holders of these awards have the right to vote the related shares of Common Stock and receive all dividends declared and paid whether or not vested. The fair value of time-based restricted stock awards granted is calculated based on the market value of our Common Stock on the date of grant. During the years ended December 31, 2021, 2020, and 2019, the total fair value of time-based restricted stock awards that vested was $5.3 million, $2.3 million and $2.0 million, respectively. The total fair value of time-based stock awards that vested during the year ended December 31, 2021 includes $1.5 million of time-based restricted stock for which the vesting was accelerated related to the retirement of our Executive Chairman. Performance-Based Restricted Stock Awards Made Pursuant to Our Equity Plan The following table summarizes performance-based restricted stock activity under our Equity Plan for 2021 and 2020: Number of Shares Weighted Average Aggregate (in thousands) Non-vested December 31, 2019 755,991 $ 14.31 Granted 376,609 9.38 Vested — — Forfeited (210,361) 17.13 Non-vested December 31, 2020 922,239 11.65 Granted 323,930 14.05 Vested (182,480) 13.73 Forfeited (60,823) 13.73 Non-vested December 31, 2021 1,002,866 $ 11.92 $ 9,788 Our performance-based restricted stock awards are market-based awards and are accounted for based on the fair value of our Common Stock on the grant date. The fair value of the performance-based restricted stock awards granted was estimated using a Monte Carlo simulation valuation model. These awards generally vest over a three-year period based on our percentile ranking within the SNL U.S. REIT Hotel Index at the end of the period or upon a change in control. The awards require continued service during the measurement period and are subject to the other conditions described in the Equity Plan or award document. The number of shares the executive officers may earn under these awards range from zero shares to twice the number of shares granted based on our percentile ranking within the index at the end of the measurement period. In addition, a portion of the performance-based shares may be earned based on the Company's absolute total shareholder return calculated during the performance period. The holders of these grants have the right to vote the granted shares of Common Stock and any dividends declared will be accumulated and will be subject to the same vesting conditions as the awards. Further, if additional shares are earned based on our percentile ranking within the index, dividend payments will be issued as if the additional shares had been held throughout the measurement period. The fair value of performance-based restricted stock awards granted was estimated using a Monte Carlo simulation valuation model and the following assumptions: 2021 2020 2019 Expected dividend yield — % 8.16 % 6.17 % Expected stock price volatility 63.7 % 23.7 % 23.2 % Risk-free interest rate 0.34 % 0.53 % 2.43 % Monte Carlo iterations 100,000 100,000 100,000 Weighted average estimated fair value of performance-based restricted stock awards $ 14.05 $ 9.38 $ 12.81 The expected dividend yield was calculated based on our annual expected dividend payments at the time of grant. The expected volatility was based on historical price changes of our Common Stock for a period comparable to the performance period. The risk-free interest rates were interpolated from the Federal Reserve Bond Equivalent Yield rates for “on-the-run” U.S. Treasury securities. Director Stock Awards Made Pursuant to Our Equity Plan During the years ended December 31, 2021 and 2020, we granted 60,546 and 93,810 shares of Common Stock, respectively, to our non-employee directors as a part of our director compensation program. These grants were made pursuant to our Equity Plan and were vested upon grant. Equity-Based Compensation Expense Equity-based compensation expense included in Corporate General and Administrative expense in the Consolidated Statements of Operations for the years ended December 31, 2021, 2020, and 2019 was as follows (in thousands): 2021 2020 2019 Time-based restricted stock $ 4,784 $ 2,470 $ 2,327 Performance-based restricted stock 5,314 3,559 3,396 Director stock 583 447 496 $ 10,681 $ 6,476 $ 6,219 We recognize equity-based compensation expense ratably over the vesting terms. The amount of expense may be subject to adjustment in future periods due to a change in the forfeiture assumptions. Unrecognized equity-based compensation expense for all non-vested awards pursuant to our Equity Plan was $8.0 million at December 31, 2021 as follows (in thousands): Total 2022 2023 2024 2025 Time-based restricted stock $ 3,823 $ 1,929 $ 1,468 $ 404 $ 22 Performance-based restricted stock 4,153 2,261 1,637 255 — $ 7,976 $ 4,190 $ 3,105 $ 659 $ 22 The Company's former Executive Chairman retired in January 2022. In connection with his retirement, the Company recorded $2.9 million of additional stock-based compensation expense during the year ended December 31, 2021 related to the modification of certain stock award agreements. This amount was comprised of $1.5 million related to time-based restricted stock awards and $1.4 million related to performance-based restricted stock awards. |
BENEFIT PLANS
BENEFIT PLANS | 12 Months Ended |
Dec. 31, 2021 | |
Retirement Benefits [Abstract] | |
BENEFIT PLANS | BENEFIT PLANS On August 1, 2011, we initiated a qualified contributory retirement plan (the “Plan”) under Section 401(k) of the IRC, which covers all full-time employees who meet certain eligibility requirements. Voluntary contributions may be made to the Plan by employees. The Plan is a Safe Harbor Plan and requires a mandatory employer contribution. The employer contribution expense for the years ended December 31, 2021, 2020 and 2019 was $0.3 million in each period. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES We have elected to be taxed as a REIT. As a REIT, we are generally not subject to corporate level income taxes on taxable income we distribute to our shareholders. We believe we have met the annual REIT distribution requirement by distribution of at least 90% of our taxable income to our shareholders. Income related to our TRSs is subject to federal, state and local taxes at applicable tax rates. Our consolidated tax provision includes the income tax provision related to the operations of the TRSs as well as state and local income taxes related to the Operating Partnership. Due to the adverse effects of the Pandemic, certain of our TRSs have incurred operating losses and are expected to be in a cumulative loss for the foreseeable future. As such, the realizability of our deferred tax assets at December 31, 2021 is not reasonably assured. Therefore, we have recorded a valuation allowance against substantially all of our deferred tax assets at December 31, 2021. The components of income tax expense (benefit) for the years ended December 31, 2021, 2020, and 2019 are as follows (in thousands): 2021 2020 2019 Current: Federal $ 1,036 $ (904) $ 869 State and local 456 224 643 Deferred: Federal (19) 1,548 (32) State and local — 508 20 Income tax expense $ 1,473 $ 1,376 $ 1,500 Below is a reconciliation between the provision for income taxes and the amounts computed by applying the federal statutory income tax rate to the income or loss before taxes: 2021 2020 2019 Statutory federal income tax provision $ (14,093) $ (31,052) $ 17,608 Nontaxable income of the REITs 16,812 19,963 (16,996) State income taxes, net of federal tax benefit 891 (3,079) 568 Provision to return and deferred adjustment — (16) (6) Effect of permanent differences and other 99 319 326 Change in valuation allowance (2,236) 15,241 — Income tax provision $ 1,473 $ 1,376 $ 1,500 The Company evaluates its deferred tax assets each reporting period to determine if it is more-likely-than-not that those assets will be realized. In its evaluation, the Company assesses available positive and negative evidence to estimate whether sufficient future taxable income will be generated to permit use of the Company’s existing deferred tax assets. At December 31, 2021, certain TRSs had a three-year cumulative loss. As such, realizability of the Company's deferred tax assets is not reasonably assured. Therefore, a valuation allowance of $13.0 million was recorded against the balance of deferred tax assets at December 31, 2021. Deferred tax assets and liabilities are included within Other assets in the accompanying Consolidated Balance Sheets. Significant components of our TRSs deferred tax assets (liabilities) are as follows (in thousands): 2021 2020 Tax carryforwards $ 11,251 $ 13,521 Accrued expenses 1,704 1,537 Other 71 185 Valuation allowance (13,005) (15,241) Net deferred tax assets $ 21 $ 2 Gross deferred tax assets $ 13,066 $ 15,267 Gross deferred tax liabilities (40) (24) Valuation allowance (13,005) (15,241) Net deferred tax assets $ 21 $ 2 At December 31, 2021, our TRSs had federal net operating losses of $40.5 million which are not subject to expiration and state net operating losses of $41.9 million, which expire beginning in 2025. At December 31, 2021, Summit Hotel Properties Inc. and our Subsidiary REITs had federal net operating loss carryforwards of $54.7 million and $3.0 million, respectively, which are not subject to expiration. We had no unrecognized tax benefits at December 31, 2021 or in the three year period then ended. We expect no significant increase or decrease in unrecognized tax benefits due to changes in tax positions within one year of December 31, 2021. We have no material interest or penalties relating to unrecognized tax benefits in the Consolidated Statements of Operations for the years ended December 31, 2021, 2020 or 2019 or in the Consolidated Balance Sheets as of December 31, 2021 or 2020. We file U.S. and state income tax returns in jurisdictions with varying statutes of limitations. In general, we are not subject to tax examinations by tax authorities for years before 2017. The American Rescue Plan Act of 2021 was signed into law on March 11, 2021. Some of the key income tax provisions include: • An extension of the employee retention tax credit through September 30, 2021. To be eligible for the credit in 2021, an organization’s gross receipts must be less than 80% of the same quarter in 2019. The credit is calculated based on 70% of qualifying wages, capped at $10,000 of compensation each quarter in 2021. We recorded a credit totaling $1.1 million for the year ended December 31, 2021. • Expanded limits on executive compensation deductions. Section 162(m) limits the deduction for compensation paid to each covered employee to $1 million for public companies. Covered employees generally include the CEO, CFO, and the next three highest paid officers as determined under the SEC rules. For tax years after December 31, 2026, Section 162(m) applies to the CEO, CFO, and the next five highest paid employees. Characterization of Distributions For income tax purposes, distributions paid consist of ordinary income and capital gains or a combination thereof. For the years ended December 31, 2021, 2020, and 2019 distributions paid per share were characterized as follows (unaudited): 2021 2020 2019 Amount % Amount % Amount % Common Stock Ordinary income $ — — % $ 0.0944 52.46 % $ 0.6132 85.16 % Capital gain distributions — — % — — % 0.1068 14.84 % Return of capital — — % 0.0856 47.54 % — — % Total $ — — % $ 0.1800 100.00 % $ 0.7200 100.00 % Preferred Stock - Series D Ordinary income $ — — % $ 0.4031 25.00 % $ 1.3732 85.16 % Capital gain distributions — — % — — % 0.2393 14.84 % Return of capital 1.2228 100.00 % 1.2094 75.00 % — — % Total $ 1.2228 100.00 % $ 1.6125 100.00 % $ 1.6125 100.00 % Preferred Stock - Series E Ordinary income $ — — % $ 0.3906 25.00 % $ 1.3307 85.16 % Capital gain distributions — — % — — % 0.2318 14.84 % Return of capital 1.5625 100.00 % 1.1719 75.00 % — — % Total $ 1.5625 100.00 % $ 1.5625 100.00 % $ 1.5625 100.00 % Preferred Stock - Series F Ordinary income $ — — % $ — — % $ — — % Capital gain distributions — — % — — % — — % Return of capital 0.4406 100.00 % — — % — — % Total $ 0.4406 100.00 % $ — — % $ — — % The 2021 Preferred D, Preferred E and Preferred F dividends were 100.0% return of capital. The common dividends that were taxable to our stockholders in 2020 were 52.46% ordinary income and 47.54% return of capital. The 2020 Preferred D and Preferred E dividends were 25.0% ordinary income and 75.0% return of capital. The 2020 ordinary income dividends are eligible for the 20% deduction provided by Section 199A for qualified REIT dividends. The dividends that were taxable to our stockholders in 2019 were 85.16% ordinary income and 14.84% capital gain distributions. The 2019 capital gain distribution was 100% related to unrecaptured Section 1250 gain. The 2019 ordinary income dividends are eligible for the 20% deduction provided by Section 199A for qualified REIT dividends. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | EARNINGS PER SHARE We apply the two-class method of computing earnings per share, which requires the calculation of separate earnings per share amounts for our non-vested time-based restricted stock awards with non-forfeitable dividends and for our Common Stock. Our non-vested time-based restricted stock awards with non-forfeitable rights to dividends are considered securities which participate in undistributed earnings with Common Stock. Under the two-class computation method, net losses are not allocated to participating securities unless the holder of the security has a contractual obligation to share in the losses. Our non-vested time-based restricted stock awards with non-forfeitable dividends do not have such an obligation so they are not allocated losses. All outstanding stock options were included in the computation of diluted earnings per share for the year ended December 31, 2019 due to their dilutive effect. The Common Units held by the non-controlling interest holders have been excluded from the denominator of the diluted earnings per share as there would be no effect on the amounts since the limited partners' share of income would also be added to derive net income attributable to common stockholders. For the years ended December 31, 2021, 2020, and 2019, we had unvested performance-based restricted stock awards of 1,002,866 shares, 922,239 shares and 755,991 shares, respectively, which were excluded from the denominator of the diluted earnings per share as the awards had not achieved the requisite performance conditions for vesting at each period end. Our outstanding convertible notes have been excluded from the denominator of the diluted earnings per share calculation as their inclusion would be antidilutive. Below is a summary of the components used to calculate basic and diluted earnings per share (in thousands, except per share amounts): 2021 2020 2019 Numerator: Net (loss) income $ (68,584) $ (149,245) $ 82,348 Less: Preferred dividends (15,431) (14,838) (14,838) Premium on redemption of preferred stock (2,710) — — Allocation to participating securities — (81) (309) Attributable to non-controlling interest in Operating Partnership 115 271 (157) Attributable to non-controlling interest in joint venture 2,896 5,635 419 Net (loss) income attributable to common stockholders, net of amount allocated to participating securities $ (83,714) $ (158,258) $ 67,463 Denominator: Weighted average common shares outstanding - basic 104,471 104,141 103,887 Dilutive effect of equity-based compensation awards — — 52 Weighted average common shares outstanding - diluted 104,471 104,141 103,939 (Loss) earnings per share: Basic and diluted $ (0.80) $ (1.52) $ 0.65 |
SELECTED QUARTERLY FINANCIAL DA
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) | 12 Months Ended |
Dec. 31, 2021 | |
Quarterly Financial Information Disclosure [Abstract] | |
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) | SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) Selected quarterly financial data for the years ended December 31, 2021 and 2020 are as follows (in thousands, except per share amounts): 2021 First Second Third Fourth Total revenues $ 57,854 $ 86,524 $ 110,686 $ 106,862 Net loss $ (32,871) $ (20,569) $ (4,239) $ (10,905) Net loss attributable to Summit Hotel Properties, Inc. $ (31,365) $ (18,692) $ (4,504) $ (11,012) Loss per share: Basic and diluted $ (0.34) $ (0.21) $ (0.10) $ (0.15) 2020 First Second Third Fourth Total revenues $ 108,385 $ 25,436 $ 52,412 $ 48,230 Net loss $ (16,214) $ (52,548) $ (35,775) $ (44,708) Net loss attributable to Summit Hotel Properties, Inc. $ (15,322) $ (50,417) $ (34,546) $ (43,054) Loss per share: Basic and diluted $ (0.18) $ (0.52) $ (0.37) $ (0.45) |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2021 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS Hotel Property Portfolio Transactions In January 2022, we completed the NCI Transaction for an aggregate purchase price of $766.0 million. As part of the same portfolio purchase, we will complete the purchase of one additional hotel, the Canopy New Orleans upon completion of its construction, which is expected to occur during the first quarter of 2022, for a purchase price of $56.0 million. The portfolio acquisition was completed through our Joint Venture. The purchase price paid to complete the NCI Transaction has not been allocated to the net assets acquired as we are in the process of determining the values of the assets and liabilities. The purchase price allocation for the NCI Transaction will be completed during the first quarter of 2022. For additional information, see our Current Report on Form 8-K filed on January 14, 2022. Debt Transactions In connection with the NCI Transaction, on January 13, 2022, Summit JV MR 2, LLC, Summit JV MR 3, LLC and Summit NCI NOLA BR 184, LLC (each a subsidiary of the Joint Venture and collectively, the “Borrowers”), the Joint Venture, as parent guarantor, and each party executing the credit facility documentation as a subsidiary guarantor, entered into a $410.0 million senior secured term loan facility (the “NCI Credit Facility”) with Bank of America, N.A., as administrative agent and initial lender, Wells Fargo Bank, National Association, as syndication agent and an initial lender, and BofA Securities, Inc. and Wells Fargo Securities, LLC, as joint lead arrangers and joint bookrunners. Neither the Operating Partnership nor the Company are borrowers or guarantors of the NCI Credit Facility. The NCI Credit Facility is guaranteed by the Joint Venture and all of the Borrowers’ existing and future subsidiaries, subject to certain exceptions. The NCI Credit Facility provides for a $410.0 million term loan. The NCI Credit Facility has an accordion feature which will permit an increase in the total commitments by up to $190.0 million, for aggregate potential borrowings of up to $600.0 million. The NCI Credit Facility will mature on January 13, 2026 and can be extended for one 12-month period at the Company’s option, subject to certain conditions. The NCI Credit Facility is interest-only and provides for a floating interest rate equal to SOFR plus 2.86%. The Joint Venture's initial draw on the NCI Credit Facility was $382.0 million and the remaining $28.0 million is expected to be funded with the future closing of the Canopy New Orleans. For additional information, see our Current Report on Form 8-K filed on January 14, 2022. Equity Transactions On January 13, 2022, in connection with the NCI Transaction, the Operating Partnership issued 15,314,494 Common Units, having a deemed valued of $10.0853 per unit, and 1,958,429 Series Z Preferred Units, having a deemed valued of $25.00 per unit, in reliance in each case on the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended. On January 28, 2022, our Board of Directors declared cash dividends of $0.390625 per share of 6.25% Series E Cumulative Redeemable Preferred Stock and $0.3671875 per share of 5.875% Series F Cumulative Redeemable Preferred Stock. The Board of Directors also declared on behalf of the Operating Partnership, a cash dividend of $0.171354 per share of the Operating Partnership's unregistered 5.25% Series Z Cumulative Perpetual Preferred Units that were issued on January 13, 2022 as part of the NCI Transaction. These dividends are payable February 28, 2022 to stockholders of record on February 14, 2022. |
Schedule III - Real Estate and
Schedule III - Real Estate and Accumulated Depreciation | 12 Months Ended |
Dec. 31, 2021 | |
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation Disclosure [Abstract] | |
Schedule III - Real Estate and Accumulated Depreciation | Initial Cost Cost Capitalized Subsequent to Acquisition Total Cost Location Franchise Year Acquired/ Constructed Land Building & Improvements Land, Building & Improvements Land Building & Improvements Total Accumulated Depreciation Total Cost Net of Accumulated Depreciation Mortgage Debt Aliso Viejo, CA Homewood Suites 2017 $ 5,599 $ 32,367 $ 480 $ 5,599 $ 32,847 $ 38,446 $ (6,897) $ 31,549 $ — Arlington, TX Courtyard 2012 1,497 15,573 (412) 1,497 15,161 16,658 (5,114) 11,544 — Arlington, TX Residence Inn 2012 1,646 15,440 92 1,646 15,532 17,178 (5,124) 12,054 — Asheville, NC Hotel Indigo 2015 2,100 34,755 1,266 2,100 36,021 38,121 (9,546) 28,575 — Atlanta, GA Courtyard 2012 2,050 27,969 3,221 2,050 31,190 33,240 (8,168) 25,072 — Atlanta, GA Residence Inn 2016 3,381 34,820 1,528 3,381 36,348 39,729 (6,971) 32,758 — Atlanta, GA AC Hotel 2017 5,670 51,922 747 5,670 52,669 58,339 (9,746) 48,593 — Austin, TX Hampton Inn & Suites 2014 — (2) 56,394 4,553 — 60,947 60,947 (13,564) 47,383 — Austin, TX Corporate Office 2017 — 6,048 340 — 6,388 6,388 (2,531) 3,857 — Baltimore, MD Hampton Inn & Suites 2017 2,205 16,013 5,590 2,205 21,603 23,808 (3,853) 19,955 — Baltimore, MD Residence Inn 2017 1,986 37,016 6,604 1,986 43,620 45,606 (9,016) 36,590 — Boulder, CO Marriott 2016 11,115 49,204 9,177 11,115 58,381 69,496 (12,789) 56,707 — Branchburg, NJ Residence Inn 2015 2,374 24,411 93 2,374 24,504 26,878 (6,570) 20,308 — Brisbane, CA DoubleTree 2014 3,300 39,686 1,293 3,300 40,979 44,279 (15,857) 28,422 — Camarillo, CA Hampton Inn & Suites 2013 2,200 17,366 607 2,200 17,973 20,173 (7,689) 12,484 — Charlotte, NC Courtyard 2017 — 41,094 1,917 — 43,011 43,011 (8,354) 34,657 — Chicago, IL Hyatt Place 2016 5,395 68,355 269 5,395 68,624 74,019 (15,022) 58,997 — Cleveland, OH Residence Inn 2017 10,075 33,340 2,081 10,075 35,421 45,496 (7,774) 37,722 — Decatur, GA Courtyard 2015 4,046 34,151 3,715 4,046 37,866 41,912 (9,034) 32,878 — Eden Prairie, MN Hilton Garden Inn 2013 1,800 11,211 188 1,800 11,399 13,199 (4,897) 8,302 — Englewood, CO Hyatt Place 2012 2,000 11,950 (321) 2,000 11,629 13,629 (4,949) 8,680 18,545 (1) Englewood, CO Hyatt House 2012 2,700 16,267 856 2,700 17,123 19,823 (7,843) 11,980 19,024 (1) Fort Lauderdale, FL Courtyard 2017 37,950 47,002 5,083 37,950 52,085 90,035 (9,814) 80,221 — Fort Worth, TX Courtyard 2017 1,920 38,070 9,869 1,920 47,939 49,859 (9,101) 40,758 — Garden City, NY Hyatt Place 2012 4,200 27,775 343 4,283 28,035 32,318 (7,649) 24,669 — Glendale, CO Staybridge Suites 2011 2,100 10,151 333 2,100 10,484 12,584 (4,272) 8,312 — Greenville, SC Hilton Garden Inn 2013 1,200 14,566 3,101 1,200 17,667 18,867 (5,938) 12,929 — Hillsboro, OR Residence Inn 2019 4,943 42,541 440 4,943 42,981 47,924 (4,224) 43,700 — Hoffman Estates, IL Hyatt Place 2013 1,900 8,917 (1,793) 1,900 7,124 9,024 (3,879) 5,145 18,358 (1) Initial Cost Cost Capitalized Subsequent to Acquisition Total Cost Location Franchise Year Acquired/ Constructed Land Building & Improvements Land, Building & Improvements Land Building & Improvements Total Accumulated Depreciation Total Cost Net of Accumulated Depreciation Mortgage Debt Houston, TX Hilton Garden Inn 2014 $ — (2) $ 41,838 $ 2,923 $ — $ 44,761 $ 44,761 $ (12,043) $ 32,718 $ — Houston, TX Hilton Garden Inn 2014 2,800 33,777 4,440 2,800 38,217 41,017 (7,234) 33,783 — Hunt Valley, MD Residence Inn 2015 — 35,436 1,166 1,076 35,526 36,602 (8,987) 27,615 — Indianapolis, IN SpringHill Suites 2013 4,012 27,910 (630) 4,012 27,280 31,292 (7,769) 23,523 — Indianapolis, IN Courtyard 2013 7,788 54,384 (2,097) 7,788 52,287 60,075 (14,266) 45,809 — Kansas City, MO Courtyard 2017 3,955 20,608 2,598 3,955 23,206 27,161 (4,419) 22,742 — Lombard, IL Hyatt Place 2012 1,550 17,351 80 1,550 17,431 18,981 (6,629) 12,352 — (1) Lone Tree, CO Hyatt Place 2012 1,300 11,704 (141) 1,314 11,549 12,863 (5,098) 7,765 — (1) Louisville, KY Fairfield Inn & Suites 2013 3,120 24,231 (534) 3,120 23,697 26,817 (7,573) 19,244 33,155 (1) Louisville, KY SpringHill Suites 2013 4,880 37,361 (590) 4,880 36,771 41,651 (11,743) 29,908 — (1) Mesa, AZ Hyatt Place 2017 2,400 19,848 1,184 2,400 21,032 23,432 (5,236) 18,196 45,070 (1) Metairie, LA Courtyard 2013 1,860 25,168 643 1,860 25,811 27,671 (9,718) 17,953 — Metairie, LA Residence Inn 2013 1,791 23,386 122 1,791 23,508 25,299 (10,519) 14,780 — Miami, FL Hyatt House 2015 4,926 40,087 2,575 4,926 42,662 47,588 (13,532) 34,056 — Milpitas, CA Hilton Garden Inn 2019 7,921 46,141 912 7,921 47,053 54,974 (5,379) 49,595 — Minneapolis, MN Hyatt Place 2013 — 34,026 2,154 — 36,180 36,180 (10,006) 26,174 — Minneapolis, MN Hampton Inn & Suites 2015 3,502 35,433 261 3,502 35,694 39,196 (10,209) 28,987 — (1) Minnetonka, MN Holiday Inn Express & Suites 2013 1,000 7,662 219 1,000 7,881 8,881 (3,449) 5,432 — Nashville, TN SpringHill Suites 2004 777 5,598 644 777 6,242 7,019 (3,794) 3,225 — Nashville, TN Courtyard 2016 8,792 62,759 7,824 8,792 70,583 79,375 (13,950) 65,425 — New Haven, CT Courtyard 2017 11,990 51,497 1,809 11,990 53,306 65,296 (8,969) 56,327 — New Orleans, LA Courtyard 2013 1,944 25,120 3,296 1,944 28,416 30,360 (12,347) 18,013 — New Orleans, LA Courtyard 2013 2,490 34,220 1,848 2,490 36,068 38,558 (14,314) 24,244 — New Orleans, LA SpringHill Suites 2013 2,046 33,270 5,918 2,046 39,188 41,234 (14,959) 26,275 — Orlando, FL Hyatt Place 2013 3,100 11,343 (167) 3,100 11,176 14,276 (4,808) 9,468 — (1) Orlando, FL Hyatt Place 2013 2,716 11,221 1,655 2,716 12,876 15,592 (5,045) 10,547 — (1) Orlando, FL Hyatt House 2018 2,800 34,423 147 2,800 34,570 37,370 (7,848) 29,522 — Owings Mills, MD Hyatt Place 2012 2,100 9,799 156 2,100 9,955 12,055 (3,995) 8,060 — (1) Pittsburgh, PA Courtyard 2017 1,652 40,749 6,057 1,652 46,806 48,458 (8,163) 40,295 — Portland, OR Hyatt Place 2009 — (2) 14,700 664 — 15,364 15,364 (5,935) 9,429 — Portland, OR Residence Inn 2009 — (2) 15,629 353 — 15,982 15,982 (6,664) 9,318 15,914 (1) Portland, OR Residence Inn 2019 12,813 76,868 2,458 12,813 79,326 92,139 (9,614) 82,525 — Poway, CA Hampton Inn & Suites 2013 2,300 14,728 1,097 2,300 15,825 18,125 (5,560) 12,565 — San Francisco, CA Hilton Garden Inn 2019 12,346 45,730 410 12,346 46,140 58,486 (5,433) 53,053 — San Francisco, CA Holiday Inn Express & Suites 2013 15,545 49,469 3,899 15,545 53,368 68,913 (18,576) 50,337 — San Francisco, CA Four Points 2014 1,200 21,397 3,107 1,200 24,504 25,704 (7,891) 17,813 — (1) Initial Cost Cost Capitalized Subsequent to Acquisition Total Cost Location Franchise Year Acquired/ Constructed Land Building & Improvements Land, Building & Improvements Land Building & Improvements Total Accumulated Depreciation Total Cost Net of Accumulated Depreciation Mortgage Debt Scottsdale, AZ Hyatt Place 2012 $ 1,500 $ 10,171 $ (336) $ 1,500 $ 9,835 $ 11,335 $ (3,835) $ 7,500 $ — (1) Scottsdale, AZ Courtyard 2003 3,225 12,571 3,533 3,225 16,104 19,329 (7,940) 11,389 — Scottsdale, AZ SpringHill Suites 2003 2,195 9,496 1,660 2,195 11,156 13,351 (5,547) 7,804 — Silverthorne, CO Hampton Inn & Suites 2019 6,845 21,125 1,159 6,845 22,284 29,129 (1,977) 27,152 — Steamboat Springs, CO Residence Inn 2021 1,832 31,214 21 1,832 31,235 33,067 (670) 32,397 — Tampa, FL Hampton Inn & Suites 2012 3,600 20,366 4,446 3,600 24,812 28,412 (7,516) 20,896 — Tucson, AZ Embassy Suites 2021 1,841 23,958 — 1,841 23,958 25,799 — 25,799 13,249 Tucson, AZ Homewood Suites 2017 2,570 22,802 1,156 2,570 23,958 26,528 (5,419) 21,109 — Waltham, MA Hilton Garden Inn 2017 10,644 21,713 6,277 10,644 27,990 38,634 (5,787) 32,847 — Watertown, MA Residence Inn 2018 25,083 45,917 307 25,083 46,224 71,307 (6,530) 64,777 — Land Parcels Land Parcels 4,645 — (2,720) 1,925 — 1,925 — 1,925 — $ 326,748 $ 2,178,578 $ 133,223 $ 325,201 $ 2,313,348 $ 2,638,549 $ (583,080) $ 2,055,469 $ 163,315 (1) Properties cross-collateralize the related loan, refer to "Part II – Item 8. – Financial Statements and Supplementary Data – Note 6 – Debt " in the Consolidated Financial Statements. (2) Properties subject to ground lease, refer to "Part II – Item 8. – Financial Statements and Supplementary Data – Note 7 – Leases " in the Consolidated Financial Statements. (a) ASSET BASIS 2021 2020 2019 Reconciliation of land, buildings and improvements: Balance at beginning of period $ 2,570,768 $ 2,553,428 $ 2,406,269 Additions to land, buildings and improvements 80,496 19,918 336,480 Disposition of land, buildings and improvements (12,715) (2,578) (186,800) Impairment loss — — (2,521) Balance at end of period $ 2,638,549 $ 2,570,768 $ 2,553,428 (b) ACCUMULATED DEPRECIATION 2021 2020 2019 Reconciliation of accumulated depreciation: Balance at beginning of period $ 490,326 $ 383,763 $ 351,821 Depreciation 105,462 109,159 99,013 Depreciation on assets sold or disposed (12,708) (2,596) (67,071) Balance at end of period $ 583,080 $ 490,326 $ 383,763 (c) The aggregate cost of real estate for Federal income tax purposes was approximately $2,448 million. (d) Depreciation is computed based upon the following useful lives: Buildings and improvements 6-40 years Furniture and equipment 2-15 years (e) We have mortgages payable on the properties as noted. Additional mortgage information can be found in "Part II – Item 8. – Financial Statements and Supplementary Data – Note 6 – Debt " to the Consolidated Financial Statements. (f) The negative balance for costs capitalized subsequent to acquisition include out-parcels sold, disposal of assets, and recorded impairment losses. |
BASIS OF PRESENTATION AND SIG_2
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation We prepare our Consolidated Financial Statements in conformity with U.S. Generally Accepted Accounting Principles (“GAAP”), which requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the Consolidated Financial Statements and reported amounts of revenues and expenses in the reporting period. Actual results could differ from those estimates. The accompanying Consolidated Financial Statements consolidate the accounts of all entities in which we have a controlling financial interest, as well as variable interest entities for which the Company is the primary beneficiary. All significant intercompany balances and transactions have been eliminated in the Consolidated Financial Statements. We evaluate joint venture partnerships to determine if they should be consolidated based on whether the partners exercise joint control. For a joint venture where we exercise primary control and we also own a majority of the equity interests, we consolidate the joint venture partnership. We have consolidated the accounts of our joint venture partnership with GIC (see "Part II – Item 8. – Financial Statements and Supplementary Data – Note 9 – Equity - Non-controlling Interests in Joint Venture |
Segment Disclosure | Segment Disclosure Accounting Standards Codification (“ASC”) Topic 280, Segment Reporting , establishes standards for reporting financial and descriptive information about an enterprise’s reportable segments. We have determined that we have one reportable segment, for activities related to investing in real estate. Our investments in real estate are geographically diversified and the chief operating decision makers evaluate operating performance on an individual asset level. As each of our assets has similar economic characteristics, the assets have been aggregated into one reportable segment. |
Investment in Hotel Properties | Investment in Hotel Properties The Company allocates the purchase price of acquired hotel properties based on the fair value of the acquired land, land improvements, building, furniture, fixtures and equipment, identifiable intangible assets or liabilities, other assets and assumed liabilities. Intangible assets may include certain value associated with the on-going operations of the hotel business being acquired as part of the hotel property acquisition. Acquired intangible assets that derive their values from real property or an interest in real property, are inseparable from that real property or interest in real property, and do not produce or contribute to the production of income other than consideration for the use or occupancy of space, are recorded as a component of the related real estate asset in our Consolidated Financial Statements. We allocate the purchase price of acquired hotel properties to land, building and furniture, fixtures and equipment based on independent third-party appraisals. If substantially all of the fair value of the gross assets acquired are concentrated in a single identifiable asset or group of similar identifiable assets, the asset or asset group is not considered a business. When we conclude that an acquisition meets this threshold, acquisition costs will be capitalized as part of our allocation of the purchase price of the acquired hotel properties. Our hotel properties and related assets are recorded at cost, less accumulated depreciation. We capitalize hotel development costs and the costs of significant additions and improvements that materially upgrade, increase the value or extend the useful life of the property. These costs may include hotel development, refurbishment, renovation, and remodeling expenditures, as well as certain indirect internal costs related to construction projects. If an asset requires a period of time in which to carry out the activities necessary to bring it to the condition necessary for its intended use, the interest cost incurred during that period as a result of expenditures for the asset is capitalized as part of the cost of the asset. We expense the cost of repairs and maintenance as incurred. We generally depreciate our hotel properties and related assets using the straight-line method over their estimated useful lives as follows: Classification Estimated Useful Lives Buildings and improvements 6 to 40 years Furniture, fixtures and equipment 2 to 15 years We periodically re-evaluate asset lives based on current assessments of remaining utilization, which may result in changes in estimated useful lives. Such changes are accounted for prospectively and will increase or decrease future depreciation expense. When depreciable property and equipment is retired or disposed, the related costs and accumulated depreciation are removed from the balance sheet and any gain or loss is reflected in current operations. On a limited basis, we provide financing to developers of hotel properties for development projects. We evaluate these arrangements to determine if we participate in residual profits of the hotel property through the loan provisions or other agreements. Where we conclude that these arrangements are more appropriately treated as an investment in the hotel property, we reflect the loan as an Investment in hotel properties, net in our Consolidated Balance Sheets. |
Intangible Assets | Intangible Assets |
Assets Held for Sale | Assets Held for Sale We periodically review our hotel properties and our undeveloped land based on established criteria such as age, type of franchise, adverse economic and competitive conditions, and strategic fit to identify properties that we believe are either non-strategic or no longer complement our business. Based on our review, we periodically market properties for sale that no longer meet our investment criteria. We also periodically receive unsolicited external inquiries that result in the sale of hotel properties. We classify assets as Assets held for sale in the period in which certain criteria are met, including when the sale of the asset within one year is probable. Assets classified as Assets held for sale are no longer depreciated and are carried at the lower of carrying amount or fair value less selling costs. |
Variable Interest Entities | Variable Interest Entities We consolidate variable interest entities (each a “VIE”) if we determine that we are the primary beneficiary of the entity. When evaluating the accounting for a VIE, we consider the purpose for which the VIE was created, the importance of each of the activities in which it is engaged and our decision-making role, if any, in those activities that significantly determine the entity’s economic performance relative to other economic interest holders. We determine our rights, if any, to receive benefits or the obligation to absorb losses that could potentially be significant to the VIE by considering the economic interest in the entity, regardless of form, which may include debt, equity, management and servicing fees, or other contractual arrangements. We consider other relevant factors including each entity’s capital structure, contractual rights to earnings or obligations for losses, |
Cash and Cash Equivalents | Cash and Cash Equivalents We consider all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. At times, cash on deposit may exceed the federally insured limit. We maintain our cash with high credit quality financial institutions. |
Restricted Cash | Restricted Cash Restricted cash consists of certain funds maintained in escrow for property taxes, insurance, and certain capital expenditures. Funds may be disbursed from the account upon proof of expenditures and approval from the lender or other party requiring the restricted cash reserves. |
Trade Receivables and Credit Policies | Trade Receivables and Credit Policies We grant credit to qualified customers, generally without collateral, in the form of trade accounts receivable. Trade receivables result from the rental of hotel guestrooms and the sales of food, beverage, and banquet services and are payable under normal trade terms. Trade receivables also include credit and debit card transactions that are in the process of being settled. Trade receivables are stated at the amount billed to the customer and do not accrue interest. |
Leases | Leases In accordance with ASU No. 2016-02, Leases (Topic 842) , we record the financial liability and right-of-use assets that are inherent to leasing an asset on the balance sheet for all leases with a term of greater than 12 months regardless of their classification. Several of our hotels lease retail or restaurant space to third-party tenants. The majority of our third-party tenants requested rent deferrals to ease the negative financial effects of the Pandemic on their businesses. We have primarily negotiated rent deferrals with these tenants that defer rent for a specified number of months and require repayment of the deferred rent over a negotiated period of time. We have adopted a policy that the deferrals are not a change in the provisions of the lease. As such, we are accounting for the concessions using the rights and obligations of the existing lease and recognizing a short-term lease receivable in the period that the cash payment is owed. |
Notes Receivables | Notes Receivables We selectively provide mezzanine financing to developers, where we also have the opportunity to acquire the hotel at or after the completion of the development project, and we also may provide seller financing in connection with a hotel disposition under limited circumstances. We classify notes receivable as held-to-maturity and carry the notes receivable at cost less the unamortized discount, if any. On January 1, 2020, we adopted ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326), which requires a financial asset (or a group of financial assets) measured at amortized cost to be presented at the net amount expected to be collected. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis of the financial asset to present the net carrying value at the amount expected to be collected on the financial asset. The measurement of expected credit losses is based on relevant information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. We routinely evaluate our notes receivable and interest receivables for collectability. Probable losses on notes receivable are recognized in a valuation account that is deducted from the amortized cost basis of the notes receivable and recorded as Provision for credit losses in our Consolidated Statements of Operations. When we place notes receivable on nonaccrual status, we suspend the recognition of interest income until cash interest payments are received. Generally, we return notes receivable to accrual status when all delinquent interest becomes current and collectability of interest is reasonably assured. We do not measure an allowance for credit losses for accrued interest receivable. Accrued interest receivable is written-off to bad debt expense when collection is not reasonably assured. |
Deferred Charges, net | Deferred Charges, net Initial franchise fees are capitalized and amortized over the term of the franchise agreement using the straight-line method. |
Deferred Financing Fees | Deferred Financing FeesDebt issuance costs are presented as a direct deduction from the carrying value of the debt liability on the Consolidated Balance Sheets. Debt issuance costs are amortized as a component of interest expense over the term of the related debt using the straight-line method, which approximates the interest method. |
Non-controlling Interests | Non-controlling Interests Non-controlling interests represent the portion of equity in a consolidated entity held by owners other than the consolidating parent. Non-controlling interests are reported in the Consolidated Balance Sheets within equity, separately from stockholders’ equity. Revenue, expenses and net income attributable to both the Company and the non-controlling interests are reported in the Consolidated Statements of Operations. |
Revenue Recognition, Sales and Other Taxes | Revenue Recognition In accordance with ASU No. 2014-09, revenues from the operation of our hotels are recognized when guestrooms are occupied, services have been rendered or fees have been earned. Revenues are recorded net of any discounts and sales and other taxes collected from customers. Revenues consist of room sales, food and beverage sales, and other hotel revenues and are presented on a disaggregated basis on our Consolidated Statements of Operations. Room revenue is generated through short-term contracts with customers whereby customers agree to pay a daily rate for the right to occupy hotel rooms for one or more nights. Our performance obligations are fulfilled at the end of each night that the customers have the right to occupy the rooms. Room revenues are recognized daily at the contracted room rate in effect for each room night. Food and beverage revenues are generated when customers purchase food and beverage at a hotel's restaurant, bar or other facilities. Our performance obligations are fulfilled at the time that food and beverage is purchased and provided to our customers. Other revenues such as for parking, cancellation fees, meeting space or telephone services are recognized at the point in time or over the time period that the associated good or service is provided. Ancillary services such as parking at certain hotels are provided by third parties and we assess whether we are the principal or agent in such arrangements. If we are determined to be the agent, revenue is recognized based upon the commission paid to us by the third party for the services rendered to our customers. If we are determined to be the principal, revenues are recognized based upon the gross contract price of the service provided. Certain of our hotels have retail spaces, restaurants or other spaces that we lease to third parties. Lease revenues are recognized on a straight line basis over the respective lease terms and are included in Other income on our Consolidated Statement of Operations. Cash received prior to customer arrival is recorded as an advance deposit from the customer and is recognized as revenue at the time of occupancy. Sales and Other Taxes We have operations in states and municipalities that impose sales or other taxes on certain sales. We collect these taxes from our customers and remit the entire amount to the various governmental units. The taxes collected and remitted are excluded from revenues and are included in accrued expenses until remitted. |
Equity-Based Compensation | Equity-Based Compensation Our 2011 Equity Incentive Plan, which was amended and restated effective May 13, 2021 (as amended, the “Equity Plan”), provides for the grant of stock options, stock appreciation rights, restricted stock, restricted stock units, dividend equivalent rights, and other stock-based awards. We account for time-based and performance-based stock awards using the grant date fair value of those equity awards. We have elected to account for forfeitures as they occur. Restricted stock awards with performance-based vesting conditions are market-based awards tied to total stockholder return and are valued using a Monte Carlo simulation model in accordance with ASC Topic 718, Compensation — Stock Compensation |
Derivative Financial Instruments and Hedging | Derivative Financial Instruments and Hedging All derivative financial instruments are recorded at fair value in our Consolidated Balance Sheets. We use interest rate derivatives to hedge our risks on variable-rate debt. Interest rate derivatives could include interest rate swaps, caps and collars. We assess the effectiveness of each hedging relationship by comparing changes in fair value or cash flows of the derivative financial instrument with the changes in fair value or cash flows of the designated hedged item or transaction. The change in the fair value of the hedging instruments is recorded in Other comprehensive income. Amounts in Other comprehensive income will be reclassified to Interest expense in our Consolidated Statements of Operations in the period in which the hedged item affects earnings. |
Income Taxes | Income Taxes We have elected to be taxed as a REIT under certain provisions of the IRC. To qualify as a REIT, we must meet certain organizational and operational requirements, including a requirement to distribute annually to our stockholders at least 90% of our REIT taxable income, subject to certain adjustments and excluding any capital gain. As a REIT, we generally will not be subject to federal income tax (other than taxes paid by our TRSs at regular corporate income tax rates) to the extent we distribute 100% of our REIT taxable income to our stockholders. If we fail to qualify as a REIT in any taxable year, we will be subject to federal income tax on our taxable income at regular corporate income tax rates and generally will be unable to re-elect REIT status until the fifth calendar year after the year in which we failed to qualify as a REIT, unless we satisfy certain relief provisions. Substantially all of our assets are held by and all of our operations are conducted through our Operating Partnership or our subsidiary REITs. Partnerships are not subject to U.S. federal income taxes as revenues and expenses pass through to and are taxed on the owners. Generally, the states and cities where partnerships operate follow the U.S. federal income tax treatment. However, there are a limited number of local and state jurisdictions that tax the taxable income of the Operating Partnership. Accordingly, we provide for income taxes in these jurisdictions for the Operating Partnership. Taxable income related to our TRSs are subject to federal, state and local income taxes at applicable tax rates. Our consolidated income tax provision includes the income tax provision related to the operations of the TRSs as well as state and local income taxes related to the Operating Partnership. Where required, we account for federal and state income taxes using the asset and liability method. Deferred tax assets and liabilities are recognized for: i) the future tax consequences attributable to differences between carrying amounts of existing assets and liabilities based on GAAP and the respective carrying amounts for tax purposes, and ii) operating losses and tax-credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which 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 income in the period that includes the enactment date of the change in tax rates. However, deferred tax assets are recognized only to the extent that it is more likely than not they will be realized based on consideration of available evidence. Valuation allowances are provided if, based upon the weight of the available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. We consider all available evidence, both positive and negative, to determine whether, based on the weight of that evidence, a valuation allowance for deferred tax assets is needed. Due to the effects of the Pandemic, certain of our TRSs have incurred operating losses in the past and are expected to be in a cumulative loss for the foreseeable future. As such, the realizability of our deferred tax assets at December 31, 2021 is not reasonably assured. Therefore, we have recorded a valuation allowance against substantially all of our deferred tax assets at December 31, 2021. We perform a review of any uncertain tax positions and if necessary, will record expected future tax consequences of uncertain tax positions in the financial statements. |
Fair Value Measurement | Fair Value Measurement Fair value measures are classified into a three-tiered fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1: Observable inputs such as quoted prices in active markets. Level 2: Directly or indirectly observable inputs, other than quoted prices in active markets. Level 3: Unobservable inputs in which there is little or no market information, which require a reporting entity to develop its own assumptions. Assets and liabilities measured at fair value are based on one or more of the following valuation techniques: Market approach: Prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities. Cost approach: Amount required to replace the service capacity of an asset (replacement cost). Income approach: Techniques used to convert future amounts to a single amount based on market expectations (including present-value, option-pricing, and excess-earnings models). Our estimates of fair value were determined using available market information and appropriate valuation methods. Considerable judgment is necessary to interpret market data and develop estimated fair value. The use of different market assumptions or estimation methods may have a material effect on the estimated fair value amounts. We classify assets and liabilities in the fair value hierarchy based on the lowest level of input that is significant to the fair value measurement. We have elected a measurement alternative for equity investments, such as our purchase option, that do not have readily determinable fair values. Under the alternative, our purchase option is measured at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for an identical or similar investment of the same issuer, if any. |
Use of Estimates | Use of Estimates |
New Accounting Standards | New Accounting Standards In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848) . ASU No. 2020-04 contains practical expedients for reference rate reform related activities that affect debt, leases, derivatives and other contracts. The guidance in ASU No. 2020-04 is optional and may be elected over time as reference rate reform activities occur. During 2020, the Company elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. The Company continues to evaluate the effect of the guidance and may apply other elections as applicable as additional changes in the market occur. In August 2020, the FASB issued ASU No. 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40) – Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity . The objective of ASU No. 2020-06 is to address issues identified as a result of the complexity associated with applying generally accepted accounting principles for certain financial instruments with characteristics of liabilities and equity. The amendments in ASU No. 2020-06 reduce the number of accounting models for convertible debt instruments and convertible preferred stock. For convertible instruments with conversion features that are not required to be accounted for as derivatives under Topic 815, Derivatives and Hedging , or that do not result in substantial premiums accounted for as paid-in capital, the embedded conversion features no longer are separated from the host contract. The amendments in ASU No. 2020-06 remove certain conditions that should be considered in the derivatives scope exception evaluation under Subtopic 815-40, Derivatives and Hedging—Contracts in Entity’s Own Equity , and clarify the scope and certain requirements under Subtopic 815-40. The amendments also improve the guidance related to the disclosures and earnings-per-share (EPS) for convertible instruments and contracts in an entity’s own equity. ASU No. 2020-06 is effective for fiscal years beginning after December 15, 2021. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020. We elected to adopt ASU No. 2020-06 effective January 1, 2021 in connection with our Convertible Notes Offering closed on January 12, 2021 as described in "Part II – Item 8. – Financial Statements and Supplementary Data – Note 6 – Debt." In accordance with the provisions of ASU No. 2020-06, we recorded the convertible notes entirely as a liability and we will use the if-converted method for diluted share calculations. |
BASIS OF PRESENTATION AND SIG_3
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Schedule of estimated useful lives of hotel properties and related assets | We generally depreciate our hotel properties and related assets using the straight-line method over their estimated useful lives as follows: Classification Estimated Useful Lives Buildings and improvements 6 to 40 years Furniture, fixtures and equipment 2 to 15 years Investment in hotel properties, net at December 31, 2021 and 2020 include (in thousands): 2021 2020 Land $ 323,276 $ 319,603 Hotel buildings and improvements 2,127,782 2,066,986 Furniture, fixtures and equipment 167,245 173,351 Construction in progress 18,321 8,903 Intangible assets 10,834 11,231 Real estate development loan 27,595 16,508 2,675,053 2,596,582 Less - accumulated depreciation (583,080) (490,636) $ 2,091,973 $ 2,105,946 |
INVESTMENT IN HOTEL PROPERTIE_2
INVESTMENT IN HOTEL PROPERTIES, NET (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Real Estate [Abstract] | |
Schedule of investment in hotel properties, net | We generally depreciate our hotel properties and related assets using the straight-line method over their estimated useful lives as follows: Classification Estimated Useful Lives Buildings and improvements 6 to 40 years Furniture, fixtures and equipment 2 to 15 years Investment in hotel properties, net at December 31, 2021 and 2020 include (in thousands): 2021 2020 Land $ 323,276 $ 319,603 Hotel buildings and improvements 2,127,782 2,066,986 Furniture, fixtures and equipment 167,245 173,351 Construction in progress 18,321 8,903 Intangible assets 10,834 11,231 Real estate development loan 27,595 16,508 2,675,053 2,596,582 Less - accumulated depreciation (583,080) (490,636) $ 2,091,973 $ 2,105,946 |
Schedule of indefinite-lived intangible assets | Intangible assets included in Investment in hotel properties, net in our Consolidated Balance Sheets include the following (in thousands): Weighted Average Amortization Period (in Years) 2021 2020 Intangible assets: Air rights (1) n/a $ 10,754 $ 10,754 In-place lease agreements — 397 Other n/a 80 80 10,834 11,231 Less - accumulated amortization — (310) Intangible assets, net $ 10,834 $ 10,921 |
Schedule of hotel property acquisitions | Hotel property acquisitions in 2021 were as follows (in thousands): Date Acquired Franchise/Brand Location Guestrooms Purchase Year Ended December 31, 2021 July 9, 2021 Residence Inn by Marriott Steamboat Springs, CO 110 $ 33,000 December 21, 2021 Embassy Suites Tucson, AZ 120 25,500 230 $ 58,500 (1) (1) The net assets acquired in 2021 were purchased for $58.5 million plus the purchase of $0.2 million of net working capital assets, capitalized transaction costs of $0.4 million, and restricted cash reserves of $5.1 million. Additionally, the Company assumed debt of $13.3 million and paid deferred financing costs totaling $0.2 million. We own a 51% controlling interest in these hotel properties through a consolidated joint venture. The allocation of the aggregate purchase prices to the fair value of assets and liabilities acquired for the above acquisitions is as follows (in thousands): 2021 Land $ 3,673 Hotel buildings and improvements 52,226 Furniture, fixtures and equipment 2,946 Restricted cash reserves 5,118 Other assets 405 Total assets acquired 64,368 Debt assumed (13,267) Deferred financing costs 236 Other liabilities (214) Net assets acquired (1) $ 51,123 (1) The net assets acquired in 2021 were purchased for $58.5 million plus the purchase of $0.2 million of net working capital assets, capitalized transaction costs of $0.4 million, and restricted cash reserves of $5.1 million. Additionally, the Company assumed debt of $13.3 million and paid deferred financing costs totaling $0.2 million. |
INVESTMENT IN REAL ESTATE LOA_2
INVESTMENT IN REAL ESTATE LOANS (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Real Estate [Abstract] | |
Schedule of investment in real estate loans, net | Investment in real estate loans, net at December 31, 2021 and 2020 is as follows (in thousands): 2021 2020 Real estate loans $ 2,350 $ 28,671 Allowance for credit losses (2,350) (4,982) $ — $ 23,689 |
SUPPLEMENTAL BALANCE SHEET IN_2
SUPPLEMENTAL BALANCE SHEET INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Balance Sheet Related Disclosures [Abstract] | |
Schedule of restricted cash | Restricted cash at December 31, 2021 and 2020 was as follows (in thousands): 2021 2020 FF&E reserves $ 23,587 $ 16,094 Property taxes 2,132 1,469 Other 6,740 614 $ 32,459 $ 18,177 |
Schedule of prepaid expenses and other | Prepaid expenses and other at December 31, 2021 and 2020 included the following (in thousands): 2021 2020 Deferred acquisition costs (1) $ 6,763 $ — Prepaid insurance 6,713 4,123 Escrow deposits (1) 6,000 — Other 3,329 3,018 Prepaid taxes 1,691 2,622 $ 24,496 $ 9,763 (1) Prepaid acquisition costs and escrow deposits primarily relate to the NCI Transaction which was completed in January 2022. See Note 3 - Investment in Hotel Properties, net . |
Schedule of deferred charges | Deferred charges at December 31, 2021 and 2020 were as follows (in thousands): 2021 2020 Initial franchise fees $ 7,034 $ 6,795 Less - accumulated amortization (2,687) (2,366) $ 4,347 $ 4,429 |
Schedule of other assets | Other assets at December 31, 2021 and 2020 included the following (in thousands): 2021 2020 Purchase options related to real estate loans $ 2,800 $ 7,161 Other 950 1,013 Deferred tax asset, net 49 2 $ 3,799 $ 8,176 |
Schedule of accrued expenses | Accrued expenses and other at December 31, 2021 and 2020 included the following (in thousands): 2021 2020 Accrued property, sales and income taxes $ 17,448 $ 17,713 Derivative financial instruments 15,723 30,850 Accrued salaries and benefits 13,679 6,632 Other accrued expenses at hotels 11,880 5,922 Other 4,794 2,793 Accrued interest 2,695 1,189 $ 66,219 $ 65,099 |
DEBT (Tables)
DEBT (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of outstanding indebtedness | At December 31, 2021 and 2020 our outstanding indebtedness was as follows (in thousands): Lender Reference Interest Amortization Period Maturity Date Number of Balance at December 31, 12/31/2021 2021 2020 $600 Million Senior Credit and Term Loan Facility (1) Deutsche Bank AG New York Branch $400 Million Revolver 2.65% Variable n/a March 31, 2023 n/a $ — $ 155,000 $200 Million Term Loan 2.60% Variable n/a April 1, 2024 n/a 200,000 200,000 Total Senior Credit and Term Loan Facility 200,000 355,000 Joint Venture Credit Facility (2) Bank of America, N.A. $125 Million Revolver 2.55% Variable n/a October 8, 2023 n/a 68,500 67,500 $75 Million Term Loan 2.50% Variable n/a October 8, 2023 n/a 75,000 75,000 Total Joint Venture Credit Facility 143,500 142,500 Term Loans (1) Term Loan (KeyBank National Association, as Administrative Agent) 2.70% Variable n/a November 25, 2022 n/a 62,000 225,000 Term Loan (KeyBank National Association, as Administrative Agent) 2.40% Variable n/a February 14, 2025 n/a 225,000 225,000 Convertible Notes 1.50% Fixed n/a February 15, 2026 n/a 287,500 — Secured Mortgage Indebtedness KeyBank National Association (3) 4.46% Fixed 30 February 1, 2023 3 18,545 19,039 (4) 4.52% Fixed 30 April 1, 2023 3 19,024 19,520 (5) 4.30% Fixed 30 April 1, 2023 3 18,358 18,852 (6) 4.95% Fixed 30 August 1, 2023 2 33,155 33,947 MetaBank (7) 4.44% Fixed 25 July 1, 2027 3 45,070 46,172 Bank of Cascades (8) 2.10% Variable 25 December 19, 2024 1 7,957 8,224 (8) 4.30% Fixed 25 December 19, 2024 — 7,957 8,224 Wells Fargo (9) 4.99% Fixed 30 June 6, 2028 1 13,249 — Total Mortgage Loans 16 163,315 153,978 Total Debt 1,081,315 1,101,478 Unamortized debt issuance costs (11,518) (6,733) Debt, net of issuance costs $ 1,069,797 $ 1,094,745 (1) The $600 million Senior Revolving Credit and Term Loan Facility and Term Loans are supported by a borrowing base of 46 unencumbered hotel properties and a pledge of the equity securities of the entities that own the 46 properties and their affiliates. (2) The Joint Venture Credit Facility is secured by pledges of the equity in the entities (and affiliated entities) that own the borrowing base hotels. (3) On January 25, 2013, we closed on a $29.4 million loan with a fixed rate of 4.46% and a maturity of February 1, 2023. This loan is secured by three of the Hyatt Place hotels we acquired in October 2012. These hotels are located in Chicago (Lombard), IL; Denver (Lone Tree), CO; and Denver (Englewood), CO. This loan is subject to defeasance costs if prepaid. On March 19, 2019, we defeased $6.3 million of the principal balance to have the encumbrance released on one property, the Hyatt Place in Arlington, TX, to facilitate the sale of the property. As a result of this transaction, we recorded debt transaction costs of $0.6 million in 2019 primarily related to the debt defeasance premium. (4) On March 7, 2013, we closed on a $22.7 million loan with a fixed rate of 4.52% and a maturity of April 1, 2023. This loan is secured by three of the Hyatt hotels we acquired in October 2012. These hotels include a Hyatt House in Denver (Englewood), CO and Hyatt Place hotels in Baltimore (Owings Mills), MD and Scottsdale, AZ. This loan is subject to defeasance if prepaid. (5) On March 8, 2013, we closed on a $22.0 million loan with a fixed rate of 4.30% and a maturity of April 1, 2023. This loan is secured by the three Hyatt Place hotels we acquired in January 2013. These hotels are located in Chicago (Hoffman Estates), IL; Orlando (Convention), FL; and Orlando (Universal), FL. This loan is subject to defeasance if prepaid. (6) On July 22, 2013, we closed on a $38.7 million loan with a fixed rate of 4.95% and a maturity of August 1, 2023. This loan is secured by two Marriott hotels we acquired in May 2013. These hotels include a Fairfield Inn & Suites and SpringHill Suites in Louisville, KY. This loan is subject to defeasance if prepaid. (7) On June 30, 2017, we entered into the MetaBank Loan. The MetaBank Loan is secured by the Hampton Inn & Suites in Minneapolis, MN, the Four Points by Sheraton Hotel & Suites in South San Francisco, CA, and the Hyatt Place in Mesa, AZ. The MetaBank Loan is subject to a prepayment penalty if prepaid prior to April 1, 2027. (8) On December 19, 2014, we refinanced our loan with Bank of the Cascades and increased the amount financed by $7.9 million. As part of the refinance the loan was split into two notes. Note A carries a variable interest rate of 30-day LIBOR plus 200 basis points and Note B carries a fixed interest rate of 4.3%. Both notes have amortization periods of 25 years and maturity dates of December 19, 2024. The Bank of Cascades mortgage loan is comprised of two promissory notes that are secured by the same collateral and cross-defaulted. (9) On December 21, 2021, we assumed a $13.3 million loan with a fixed rate of 4.99% and a maturity of June 6, 2028 . This loan is secured by the Embassy Suites by Hilton in Tucson, AZ. This loan is subject to defeasance if prepaid. |
Schedule of total fixed-rate and variable-rate debt, after giving effect to interest rate derivatives | Our total fixed-rate and variable-rate debt at December 31, 2021 and 2020, after giving effect to our interest rate derivatives, is as follows (in thousands): 2021 Percentage 2020 Percentage Fixed-rate debt $ 842,858 78 % $ 545,754 50 % Variable-rate debt 238,457 22 % 555,724 50 % $ 1,081,315 $ 1,101,478 |
Schedule of principal payments for each of the next five years | Contractual principal payments for each of the next five years are as follows (in thousands): 2022 $ 66,308 2023 232,183 2024 216,365 2025 226,594 2026 289,169 Thereafter 50,696 $ 1,081,315 |
Schedule of the fair value of fixed-rate debt that is not recorded at fair value | Information about the fair value of our fixed-rate debt that is not recorded at fair value is as follows (in thousands): 2021 2020 Carrying Fair Value Carrying Fair Value Valuation Technique Convertible notes $ 287,500 $ 300,384 $ — $ — Level 1 - Market approach Fixed-rate debt 155,358 155,765 145,754 143,244 Level 2 - Market approach $ 442,858 $ 456,149 $ 145,754 $ 143,244 |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Leases [Abstract] | |
Schedule of operating lease maturity | Operating lease maturities as of December 31, 2021 are as follows (in thousands): 2022 $ 1,845 2023 974 2024 913 2025 914 2026 925 Thereafter 27,069 Total lease payments (1) 32,640 Less imputed interest (15,408) Total $ 17,232 (1) Certain payments above include future increases to the minimum fixed rent based on the Consumer Price Index in effect at the initial measurement of the lease balances. |
DERIVATIVE FINANCIAL INSTRUME_2
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of derivative financial instruments | Information about our derivative financial instruments at December 31, 2021 and 2020 is as follows (dollar amounts in thousands): Average Annual Effective Fixed Rate Notional Amount Fair Value Contract date Effective Date Expiration Date December 31, 2021 December 31, 2020 December 31, 2021 December 31, 2020 October 2, 2017 January 29, 2018 January 31, 2023 1.98 % $ 100,000 $ 100,000 $ (1,617) $ (3,831) October 2, 2017 January 29, 2018 January 31, 2023 1.98 % 100,000 100,000 (1,629) (3,853) June 11, 2018 September 28, 2018 September 30, 2024 2.87 % 75,000 75,000 (3,831) (7,371) June 11, 2018 December 31, 2018 December 31, 2025 2.93 % 125,000 125,000 (8,646) (15,795) $ 400,000 $ 400,000 $ (15,723) $ (30,850) |
Schedule of location in financial statements of gain or loss recognized on derivative financial instruments designated as cash flow hedges | The table below details the location in the financial statements of the gain or loss recognized on derivative financial instruments designated as cash flow hedges (in thousands): 2021 2020 2019 Gain (loss) recognized in Accumulated other comprehensive loss on derivative financial instruments $ 5,631 $ (22,090) $ (15,327) Loss reclassified from Accumulated other comprehensive loss to Interest expense $ (9,496) $ (7,417) $ (731) Total interest expense and other finance expense presented in the Consolidated Statement of Operations in which the effects of cash flow hedges are recorded $ (43,368) $ (43,300) $ (41,030) |
EQUITY (Tables)
EQUITY (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
Schedule of common stock activity | Changes in Common Stock during the years ended December 31, 2021 and 2020 were as follows: 2021 2020 Beginning common shares outstanding 105,708,787 105,169,515 Grants under the Equity Plan 860,910 676,171 Common Unit redemptions 36,945 47,279 Annual grants to independent directors 60,546 93,810 Performance share and other forfeitures (61,996) (212,643) Shares retained for employee tax withholding requirements (267,468) (65,345) Ending common shares outstanding 106,337,724 105,708,787 |
FAIR VALUE MEASUREMENT (Tables)
FAIR VALUE MEASUREMENT (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of disclosures concerning financial instruments measured at fair value | Disclosures concerning financial instruments measured at fair value are as follows (in thousands): Fair Value Measurement at December 31, 2021 using Level 1 Level 2 Level 3 Total Assets: Purchase options related to real estate loans $ — $ — $ 2,800 $ 2,800 Liabilities: Interest rate swaps — 15,723 — 15,723 Fair Value Measurement at December 31, 2020 using Level 1 Level 2 Level 3 Total Assets: Purchase options related to real estate loans $ — $ — $ 7,161 $ 7,161 Liabilities: Interest rate swaps — 30,850 — 30,850 |
Schedule of unobservable inputs for fair values of purchase options | Real Estate Loan 1 Real Estate Loan 2 Real Estate Loan 3 Exercise price $ 15,143 $ 17,377 $ 37,800 Term 2.59 (1) 2.68 (1) 1.42 (2) Expected volatility 65.0 % 55.0 % 55.0 % Risk-free rate 0.3 % 0.3 % 0.2 % Expected annualized equity dividend yield 6.5 % 7.5 % — % (1) The option term is the period from April 1, 2020 through the fully extended maturity dates of the respective mezzanine loans. (2) The option term is the period from April 1, 2020 through the date in which the development project is completed and the option becomes exercisable. |
Schedule of Loss on Impairment of assets | During the year ended December 31, 2021, we recorded a Loss on impairment and write-off of assets of $4.4 million as follows (dollar amounts in thousands): Real Estate Loan 1 Real Estate Loan 2 Real Estate Loan 3 Purchase option value at December 31, 2020 $ 1,600 $ 2,761 $ 2,800 Loss on impairment and write-off of assets (1,600) (1) (2,761) (1) — Purchase option value at December 31, 2021 $ — $ — $ 2,800 (1) Real estate loans 1 and 2 were repaid in full during the year ended December 31, 2021. As the Company elected not to exercise its purchase options, we have recorded a Loss on impairment and write-off of assets of $4.4 million. |
EQUITY-BASED COMPENSATION (Tabl
EQUITY-BASED COMPENSATION (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of restricted stock activity | The following table summarizes time-based restricted stock activity under our Equity Plan for 2021 and 2020: Number of Shares Weighted Average Aggregate (in thousands) Non-vested December 31, 2019 448,467 $ 12.51 Granted 299,562 8.47 Vested (172,170) 13.31 Forfeited (2,282) 8.64 Non-vested December 31, 2020 573,577 10.18 Granted 536,980 10.27 Vested (503,914) 10.51 Forfeited (1,173) 9.98 Non-vested December 31, 2021 605,470 $ 9.98 $ 5,909 The following table summarizes performance-based restricted stock activity under our Equity Plan for 2021 and 2020: Number of Shares Weighted Average Aggregate (in thousands) Non-vested December 31, 2019 755,991 $ 14.31 Granted 376,609 9.38 Vested — — Forfeited (210,361) 17.13 Non-vested December 31, 2020 922,239 11.65 Granted 323,930 14.05 Vested (182,480) 13.73 Forfeited (60,823) 13.73 Non-vested December 31, 2021 1,002,866 $ 11.92 $ 9,788 |
Schedule of assumptions used estimate fair value of performance-based restricted stock awards granted | The fair value of performance-based restricted stock awards granted was estimated using a Monte Carlo simulation valuation model and the following assumptions: 2021 2020 2019 Expected dividend yield — % 8.16 % 6.17 % Expected stock price volatility 63.7 % 23.7 % 23.2 % Risk-free interest rate 0.34 % 0.53 % 2.43 % Monte Carlo iterations 100,000 100,000 100,000 Weighted average estimated fair value of performance-based restricted stock awards $ 14.05 $ 9.38 $ 12.81 |
Schedule of equity-based compensation expense | Equity-based compensation expense included in Corporate General and Administrative expense in the Consolidated Statements of Operations for the years ended December 31, 2021, 2020, and 2019 was as follows (in thousands): 2021 2020 2019 Time-based restricted stock $ 4,784 $ 2,470 $ 2,327 Performance-based restricted stock 5,314 3,559 3,396 Director stock 583 447 496 $ 10,681 $ 6,476 $ 6,219 |
Schedule of unrecognized equity-based compensation expense for all non-vested awards | Unrecognized equity-based compensation expense for all non-vested awards pursuant to our Equity Plan was $8.0 million at December 31, 2021 as follows (in thousands): Total 2022 2023 2024 2025 Time-based restricted stock $ 3,823 $ 1,929 $ 1,468 $ 404 $ 22 Performance-based restricted stock 4,153 2,261 1,637 255 — $ 7,976 $ 4,190 $ 3,105 $ 659 $ 22 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Schedule of components of income tax expense and total provision (benefit) for TRS and Operating Partnership | The components of income tax expense (benefit) for the years ended December 31, 2021, 2020, and 2019 are as follows (in thousands): 2021 2020 2019 Current: Federal $ 1,036 $ (904) $ 869 State and local 456 224 643 Deferred: Federal (19) 1,548 (32) State and local — 508 20 Income tax expense $ 1,473 $ 1,376 $ 1,500 |
Schedule of reconciliation of federal statutory rate to effective income tax rate for TRS | Below is a reconciliation between the provision for income taxes and the amounts computed by applying the federal statutory income tax rate to the income or loss before taxes: 2021 2020 2019 Statutory federal income tax provision $ (14,093) $ (31,052) $ 17,608 Nontaxable income of the REITs 16,812 19,963 (16,996) State income taxes, net of federal tax benefit 891 (3,079) 568 Provision to return and deferred adjustment — (16) (6) Effect of permanent differences and other 99 319 326 Change in valuation allowance (2,236) 15,241 — Income tax provision $ 1,473 $ 1,376 $ 1,500 |
Schedule of significant components of deferred tax assets (liabilities) | Significant components of our TRSs deferred tax assets (liabilities) are as follows (in thousands): 2021 2020 Tax carryforwards $ 11,251 $ 13,521 Accrued expenses 1,704 1,537 Other 71 185 Valuation allowance (13,005) (15,241) Net deferred tax assets $ 21 $ 2 Gross deferred tax assets $ 13,066 $ 15,267 Gross deferred tax liabilities (40) (24) Valuation allowance (13,005) (15,241) Net deferred tax assets $ 21 $ 2 |
Schedule of characterization of distributions | For income tax purposes, distributions paid consist of ordinary income and capital gains or a combination thereof. For the years ended December 31, 2021, 2020, and 2019 distributions paid per share were characterized as follows (unaudited): 2021 2020 2019 Amount % Amount % Amount % Common Stock Ordinary income $ — — % $ 0.0944 52.46 % $ 0.6132 85.16 % Capital gain distributions — — % — — % 0.1068 14.84 % Return of capital — — % 0.0856 47.54 % — — % Total $ — — % $ 0.1800 100.00 % $ 0.7200 100.00 % Preferred Stock - Series D Ordinary income $ — — % $ 0.4031 25.00 % $ 1.3732 85.16 % Capital gain distributions — — % — — % 0.2393 14.84 % Return of capital 1.2228 100.00 % 1.2094 75.00 % — — % Total $ 1.2228 100.00 % $ 1.6125 100.00 % $ 1.6125 100.00 % Preferred Stock - Series E Ordinary income $ — — % $ 0.3906 25.00 % $ 1.3307 85.16 % Capital gain distributions — — % — — % 0.2318 14.84 % Return of capital 1.5625 100.00 % 1.1719 75.00 % — — % Total $ 1.5625 100.00 % $ 1.5625 100.00 % $ 1.5625 100.00 % Preferred Stock - Series F Ordinary income $ — — % $ — — % $ — — % Capital gain distributions — — % — — % — — % Return of capital 0.4406 100.00 % — — % — — % Total $ 0.4406 100.00 % $ — — % $ — — % |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Summary of components used to calculate basic and diluted earnings per share | Below is a summary of the components used to calculate basic and diluted earnings per share (in thousands, except per share amounts): 2021 2020 2019 Numerator: Net (loss) income $ (68,584) $ (149,245) $ 82,348 Less: Preferred dividends (15,431) (14,838) (14,838) Premium on redemption of preferred stock (2,710) — — Allocation to participating securities — (81) (309) Attributable to non-controlling interest in Operating Partnership 115 271 (157) Attributable to non-controlling interest in joint venture 2,896 5,635 419 Net (loss) income attributable to common stockholders, net of amount allocated to participating securities $ (83,714) $ (158,258) $ 67,463 Denominator: Weighted average common shares outstanding - basic 104,471 104,141 103,887 Dilutive effect of equity-based compensation awards — — 52 Weighted average common shares outstanding - diluted 104,471 104,141 103,939 (Loss) earnings per share: Basic and diluted $ (0.80) $ (1.52) $ 0.65 |
SELECTED QUARTERLY FINANCIAL _2
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of selected consolidated quarterly financial data | Selected quarterly financial data for the years ended December 31, 2021 and 2020 are as follows (in thousands, except per share amounts): 2021 First Second Third Fourth Total revenues $ 57,854 $ 86,524 $ 110,686 $ 106,862 Net loss $ (32,871) $ (20,569) $ (4,239) $ (10,905) Net loss attributable to Summit Hotel Properties, Inc. $ (31,365) $ (18,692) $ (4,504) $ (11,012) Loss per share: Basic and diluted $ (0.34) $ (0.21) $ (0.10) $ (0.15) 2020 First Second Third Fourth Total revenues $ 108,385 $ 25,436 $ 52,412 $ 48,230 Net loss $ (16,214) $ (52,548) $ (35,775) $ (44,708) Net loss attributable to Summit Hotel Properties, Inc. $ (15,322) $ (50,417) $ (34,546) $ (43,054) Loss per share: Basic and diluted $ (0.18) $ (0.52) $ (0.37) $ (0.45) |
DESCRIPTION OF BUSINESS (Detail
DESCRIPTION OF BUSINESS (Details) $ in Thousands | Feb. 11, 2022hotelStateRoom | Jan. 13, 2022USD ($)hotel | Mar. 31, 2022USD ($) | Dec. 31, 2021USD ($)hotelStateRoom | Jan. 13, 2022Room | Jan. 13, 2022parkingStructure | Jan. 13, 2022parkingSpace |
Properties | |||||||
Number of guestrooms | Room | 230 | ||||||
Number of states in which hotel properties are located | State | 23 | ||||||
Percentage of guestrooms located in the top 50 metropolitan statistical areas | 90.00% | ||||||
Percentage of guestrooms located in the top 100 metropolitan statistical areas | 96.00% | ||||||
Asset acquisition, purchase price | $ | $ 58,500 | ||||||
Subsequent events | |||||||
Properties | |||||||
Number of states in which hotel properties are located | State | 24 | ||||||
Percentage of guestrooms located in the top 50 metropolitan statistical areas | 86.00% | ||||||
Percentage of guestrooms located in the top 100 metropolitan statistical areas | 91.00% | ||||||
Hotels | |||||||
Properties | |||||||
Number of hotels | 74 | ||||||
Number of guestrooms | Room | 11,518 | ||||||
Hotels | Subsequent events | |||||||
Properties | |||||||
Number of hotels | 100 | ||||||
Number of guestrooms | Room | 15,051 | ||||||
Number of properties subject to ground leases | 5 | ||||||
Hotels | Hotel Portfolio Acquired In January 2022 | Subsequent events | Joint Venture with GIC | |||||||
Properties | |||||||
Number of hotels | 26 | ||||||
Number of guestrooms | 3,533 | 2 | 1,002 | ||||
Asset acquisition, purchase price | $ | $ 766,000 | ||||||
Hotels | Canopy New Orleans | Subsequent events | Joint Venture with GIC | |||||||
Properties | |||||||
Number of hotels | Room | 176 | ||||||
Hotels | Canopy New Orleans | Subsequent events | Joint Venture with GIC | Forecast | |||||||
Properties | |||||||
Asset acquisition, purchase price | $ | $ 56,000 | ||||||
Hotels | Hotel Portfolio Other Than Ones Owned Through Joint Venture | Wholly Owned Properties | |||||||
Properties | |||||||
Number of hotels | 61 | ||||||
Ownership percentage of equity interests | 100.00% | ||||||
Hotels | Hotel Portfolio Other Than Ones Owned Through Joint Venture | Wholly Owned Properties | Subsequent events | |||||||
Properties | |||||||
Number of hotels | 61 | ||||||
Ownership percentage of equity interests | 100.00% | ||||||
Hotels | Hotels Owned Through Joint Venture | Partially Owned Properties | |||||||
Properties | |||||||
Number of hotels | 13 | ||||||
General partner, ownership interest | 51.00% | ||||||
Hotels | Hotels Owned Through Joint Venture | Partially Owned Properties | Subsequent events | |||||||
Properties | |||||||
Number of hotels | 39 | ||||||
General partner, ownership interest | 51.00% |
BASIS OF PRESENTATION AND SIG_4
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES - Reportable Segment (Details) | 12 Months Ended |
Dec. 31, 2021Segment | |
Segment Disclosure | |
Number of reportable segments | 1 |
BASIS OF PRESENTATION AND SIG_5
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES - Estimated Useful Lives of Hotel Properties and Related Assets (Details) | 12 Months Ended |
Dec. 31, 2021 | |
Buildings and improvements | Minimum | |
INVESTMENT IN HOTEL PROPERTIES, NET | |
Hotel properties, useful lives | 6 years |
Buildings and improvements | Maximum | |
INVESTMENT IN HOTEL PROPERTIES, NET | |
Hotel properties, useful lives | 40 years |
Furniture, fixtures and equipment | Minimum | |
INVESTMENT IN HOTEL PROPERTIES, NET | |
Hotel properties, useful lives | 2 years |
Furniture, fixtures and equipment | Maximum | |
INVESTMENT IN HOTEL PROPERTIES, NET | |
Hotel properties, useful lives | 15 years |
BASIS OF PRESENTATION AND SIG_6
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES - Trade Receivables and Credit Policies (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Accounting Policies [Abstract] | |||
Allowance for doubtful accounts | $ 0.2 | $ 0.4 | |
Bad debt expense | $ 0.4 | $ 0.6 | $ 0.5 |
BASIS OF PRESENTATION AND SIG_7
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES - Non-controlling Interests (Details) | 12 Months Ended |
Dec. 31, 2021 | |
GIC | Joint Venture with GIC | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Limited partner, ownership percentage | 49.00% |
INVESTMENT IN HOTEL PROPERTIE_3
INVESTMENT IN HOTEL PROPERTIES, NET - Schedule of Investment in Hotel Properties, net (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Investment in Hotel Properties, net | ||
Investment in hotel properties at cost | $ 2,675,053 | $ 2,596,582 |
Less - accumulated depreciation | (583,080) | (490,636) |
Investment in hotel properties, net | 2,091,973 | 2,105,946 |
Real estate development loan | ||
Investment in Hotel Properties, net | ||
Investment in hotel properties at cost | 27,595 | 16,508 |
Land | ||
Investment in Hotel Properties, net | ||
Investment in hotel properties at cost | 323,276 | 319,603 |
Hotel buildings and improvements | ||
Investment in Hotel Properties, net | ||
Investment in hotel properties at cost | 2,127,782 | 2,066,986 |
Furniture, fixtures and equipment | ||
Investment in Hotel Properties, net | ||
Investment in hotel properties at cost | 167,245 | 173,351 |
Construction in progress | ||
Investment in Hotel Properties, net | ||
Investment in hotel properties at cost | 18,321 | 8,903 |
Intangible assets | ||
Investment in Hotel Properties, net | ||
Investment in hotel properties at cost | $ 10,834 | $ 11,231 |
INVESTMENT IN HOTEL PROPERTIE_4
INVESTMENT IN HOTEL PROPERTIES, NET - Additional Information (Details) | Jan. 28, 2022 | Jan. 13, 2022USD ($)$ / sharesshares | Nov. 02, 2021USD ($)hotel | May 01, 2021USD ($)hotelRoom | Mar. 31, 2022USD ($)shares | Dec. 31, 2021USD ($)hotelRoom | Dec. 31, 2021USD ($)hotelRoom | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Feb. 11, 2022hotelRoom | Jan. 13, 2022hotel | Jan. 13, 2022Room | Jan. 13, 2022parkingStructure | Jan. 13, 2022parkingSpace | Nov. 02, 2021Room | Nov. 02, 2021parkingStructure | Nov. 02, 2021parkingSpace |
Business Acquisition [Line Items] | |||||||||||||||||
Depreciation expense | $ 105,500,000 | $ 109,200,000 | $ 99,000,000 | ||||||||||||||
Number of guestrooms | Room | 230 | 230 | |||||||||||||||
Consideration for hotel property portfolio activity | $ 172,000,000 | ||||||||||||||||
Adjustment to additional paid-in capital, contribution by non-controlling interest in joint venture | 16,400,000 | ||||||||||||||||
Transaction costs, transfer taxes | $ 1,800,000 | ||||||||||||||||
Transaction costs, legal costs | 300,000 | ||||||||||||||||
Asset acquisition, purchase price | 58,500,000 | ||||||||||||||||
Loss on impairment and write-off of assets | $ 4,400,000 | 4,361,000 | $ 1,759,000 | 2,521,000 | |||||||||||||
Series Z Preferred Units | Subsequent events | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Preferred stock, dividend rate | 5.25% | ||||||||||||||||
GIC | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Cash contribution to acquire interest in joint venture | $ 84,300,000 | ||||||||||||||||
Transaction costs, transfer taxes | $ 900,000 | ||||||||||||||||
Hotel Portfolio Acquired In January 2022 | Series Z Preferred Units | Subsequent events | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Preferred stock, dividend rate | 5.25% | ||||||||||||||||
Preferred stock, aggregate liquidation preference (in dollars) | $ 25 | ||||||||||||||||
Hotel Portfolio Acquired In January 2022 | GIC | Subsequent events | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Cash contribution to acquire interest in joint venture | 174,100,000 | ||||||||||||||||
Expected contribution to joint venture | 10,900,000 | ||||||||||||||||
Joint Venture with GIC | GIC | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Limited partner, ownership percentage | 49.00% | ||||||||||||||||
Hotels | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Number of hotels | hotel | 74 | 74 | |||||||||||||||
Number of guestrooms | Room | 11,518 | 11,518 | |||||||||||||||
Hotels | Subsequent events | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Number of hotels | hotel | 100 | ||||||||||||||||
Number of guestrooms | Room | 15,051 | ||||||||||||||||
Hotels | Portfolio to Purchase Through Contribution and Purchase Agreement | Joint Venture with GIC | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Number of hotels | hotel | 27 | ||||||||||||||||
Number of guestrooms | 3,709 | 2 | 1,002 | ||||||||||||||
Asset acquisition, purchase price | $ 822,000,000 | ||||||||||||||||
Hotels | Hotel Portfolio Acquired In January 2022 | Joint Venture with GIC | Subsequent events | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Number of hotels | hotel | 26 | ||||||||||||||||
Number of guestrooms | 3,533 | 2 | 1,002 | ||||||||||||||
Asset acquisition, purchase price | 766,000,000 | ||||||||||||||||
Payments for asset acquisitions, amount draw from debt instrument | 382,000,000 | ||||||||||||||||
Liabilities assumed in asset acquisition | $ 6,500,000 | ||||||||||||||||
Hotels | Hotel Portfolio Acquired In January 2022 | Joint Venture with GIC | Operating Partnership Units | Subsequent events | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Asset acquisition, share price (in USD per share) | $ / shares | $ 10.0853 | ||||||||||||||||
Number of shares issued in asset acquisition (in shares) | shares | 15,314,494 | ||||||||||||||||
Hotels | Hotel Portfolio Acquired In January 2022 | Joint Venture with GIC | Series Z Preferred Units | Subsequent events | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Number of shares issued in asset acquisition (in shares) | shares | 1,958,429 | ||||||||||||||||
Hotels | Canopy New Orleans | Joint Venture with GIC | Subsequent events | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Number of hotels | Room | 176 | ||||||||||||||||
Hotels | Canopy New Orleans | Joint Venture with GIC | Subsequent events | Forecast | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Asset acquisition, purchase price | $ 56,000,000 | ||||||||||||||||
Payments for asset acquisitions, amount draw from debt instrument | 28,000,000 | ||||||||||||||||
Payments for asset acquisitions | $ 21,400,000 | ||||||||||||||||
Hotels | Canopy New Orleans | Joint Venture with GIC | Operating Partnership Units | Subsequent events | Forecast | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Number of shares issued in asset acquisition (in shares) | shares | 550,180 | ||||||||||||||||
Hotels | Canopy New Orleans | Joint Venture with GIC | Series Z Preferred Units | Subsequent events | Forecast | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Number of shares issued in asset acquisition (in shares) | shares | 41,571 | ||||||||||||||||
Hotels | Six Hotels Contributed In 2021 Into Joint Venture | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Number of hotels | hotel | 6 | ||||||||||||||||
Number of guestrooms | Room | 846 | ||||||||||||||||
Hotels | Joint Venture with GIC | GIC | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Limited partner, ownership percentage | 49.00% | ||||||||||||||||
Mezzanine Loans | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Loans commitments amount | $ 28,900,000 |
INVESTMENT IN HOTEL PROPERTIE_5
INVESTMENT IN HOTEL PROPERTIES, NET - Schedule of Intangible Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Intangible assets: | ||
Intangible assets, gross | $ 10,834 | $ 11,231 |
Less - accumulated amortization | 0 | (310) |
Intangible assets, net | 10,834 | 10,921 |
In-place lease agreements | ||
Intangible assets: | ||
Intangible assets, gross | 0 | 397 |
Air rights | ||
Intangible assets: | ||
Intangible assets, gross | 10,754 | 10,754 |
Other | ||
Intangible assets: | ||
Intangible assets, gross | $ 80 | $ 80 |
INVESTMENT IN HOTEL PROPERTIE_6
INVESTMENT IN HOTEL PROPERTIES, NET - Summary of Hotel Properties Acquisitions (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2021USD ($)Room | |
Business Acquisition [Line Items] | |
Number of guestrooms | Room | 230 |
Asset acquisition, purchase price | $ 58,500 |
Asset acquisition, net working capital assets | 200 |
Restricted cash reserves | 5,118 |
Capitalized transaction costs | 400 |
Asset acquisition, debt assumed | 13,267 |
Deferred financing costs | $ 236 |
Residence Inn by Marriott | Steamboat Springs, CO | |
Business Acquisition [Line Items] | |
Number of guestrooms | Room | 110 |
Asset acquisition, purchase price | $ 33,000 |
Embassy Suites | Tucson, AZ | |
Business Acquisition [Line Items] | |
Number of guestrooms | Room | 120 |
Asset acquisition, purchase price | $ 25,500 |
Hotels | |
Business Acquisition [Line Items] | |
Number of guestrooms | Room | 11,518 |
Hotels Owned Through Joint Venture | Hotels | Partially Owned Properties | |
Business Acquisition [Line Items] | |
General partner, ownership interest | 51.00% |
INVESTMENT IN HOTEL PROPERTIE_7
INVESTMENT IN HOTEL PROPERTIES, NET - Allocation of Aggregate Purchase Price (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Real Estate [Abstract] | |
Land | $ 3,673 |
Hotel buildings and improvements | 52,226 |
Furniture, fixtures and equipment | 2,946 |
Restricted cash reserves | 5,118 |
Other assets | 405 |
Total assets acquired | 64,368 |
Debt assumed | (13,267) |
Deferred financing costs | 236 |
Other liabilities | (214) |
Net assets acquired | 51,123 |
Asset acquisition, purchase price | 58,500 |
Capitalized transaction costs | $ 400 |
INVESTMENT IN REAL ESTATE LOA_3
INVESTMENT IN REAL ESTATE LOANS - Schedule of Investment in Real Estate Loans, net (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Investment in real estate, net | $ 0 | $ 23,689 |
Real estate development loan | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Real estate loans | 2,350 | 28,671 |
Allowance for credit losses | (2,350) | (4,982) |
Investment in real estate, net | $ 0 | $ 23,689 |
INVESTMENT IN REAL ESTATE LOA_4
INVESTMENT IN REAL ESTATE LOANS - Additional Information (Details) | Jun. 01, 2021USD ($) | Jun. 29, 2018USD ($)contract | Dec. 31, 2021USD ($)hotel | Dec. 31, 2021USD ($)hotelproject | Sep. 30, 2019 | Dec. 31, 2017Loan | Dec. 31, 2021USD ($)hotelproject | Dec. 31, 2020USD ($)Loan | Dec. 31, 2019USD ($) | Mar. 31, 2020USD ($) |
Financing Receivable, Impaired [Line Items] | ||||||||||
Purchase options related to real estate loans | $ 2,800,000 | $ 2,800,000 | $ 2,800,000 | $ 7,161,000 | ||||||
(Reversal of) provision for credit losses | (2,632,000) | 4,821,000 | $ 0 | |||||||
Loss on impairment and write-off of assets | 4,400,000 | 4,361,000 | $ 1,759,000 | 2,521,000 | ||||||
Duluth, GA | Disposed of by Sale | Holiday Inn and Hilton Garden Inn | ||||||||||
Financing Receivable, Impaired [Line Items] | ||||||||||
Aggregate sale price | $ 24,900,000 | |||||||||
Financing receivable amount provided to seller | $ 3,600,000 | 2,400,000 | 2,400,000 | $ 2,400,000 | ||||||
Number of second mortgage notes | contract | 2 | |||||||||
Financing receivable, term | 3 years 6 months | |||||||||
Financing receivables, interest rate | 7.38% | |||||||||
Real estate development loans closed in the fourth quarter of 2017 | ||||||||||
Financing Receivable, Impaired [Line Items] | ||||||||||
Number of real estate development loans | 3 | 3 | ||||||||
Loans funded amount | $ 29,600,000 | $ 29,600,000 | $ 29,600,000 | |||||||
Number of hotels | hotel | 3 | 3 | 3 | |||||||
Loans stated interest rate | 8.00% | |||||||||
Loans initial term | 3 years | |||||||||
Real Estate Loan 3 | ||||||||||
Financing Receivable, Impaired [Line Items] | ||||||||||
Number of loans repaid in full | Loan | 1 | |||||||||
Proceeds from collection of finance receivables | $ 3,800,000 | |||||||||
Loss on impairment and write-off of assets | $ 0 | |||||||||
Mezzanine Loans | ||||||||||
Financing Receivable, Impaired [Line Items] | ||||||||||
Number of real estate development loans | project | 2 | |||||||||
Interest in hotel upon completion to purchase | 90.00% | 90.00% | 90.00% | |||||||
Allowance for credit losses | $ 2,600,000 | |||||||||
(Reversal of) provision for credit losses | $ (2,600,000) | |||||||||
Loans commitments amount | 28,900,000 | |||||||||
Mezzanine Loans | Other assets | ||||||||||
Financing Receivable, Impaired [Line Items] | ||||||||||
Purchase options related to real estate loans | $ 4,400,000 | 4,400,000 | $ 4,400,000 | |||||||
Real estate development loans closed in the third quarter of 2019 | ||||||||||
Financing Receivable, Impaired [Line Items] | ||||||||||
Loans funded amount | $ 27,700,000 | $ 27,700,000 | $ 27,700,000 | |||||||
Loans stated interest rate | 9.00% | |||||||||
Interest in hotel upon completion to purchase | 90.00% | 90.00% | 90.00% | |||||||
Loans commitments amount | $ 28,900,000 | |||||||||
Increase of funding commitment | $ 1,000,000 | |||||||||
Period of time after initial option exercise to purchase remaining interests | 5 years | |||||||||
Amortization of discount | $ 1,100,000 | $ 1,100,000 | ||||||||
Loans effective interest rate | 10.60% | 10.60% | 10.60% | |||||||
Real estate development loans closed in the third quarter of 2019 | Letter of credit | Unsecured debt | ||||||||||
Financing Receivable, Impaired [Line Items] | ||||||||||
Credit facility, maximum borrowing capacity | $ 10,000,000 | $ 10,000,000 | $ 10,000,000 | |||||||
Real estate development loans closed in the third quarter of 2019 | Other assets | ||||||||||
Financing Receivable, Impaired [Line Items] | ||||||||||
Purchase options related to real estate loans | $ 2,800,000 | $ 2,800,000 | 2,800,000 | |||||||
Seller-Financing Loans | ||||||||||
Financing Receivable, Impaired [Line Items] | ||||||||||
Financing receivables, interest rate | 9.00% | |||||||||
Financing receivable interest rate, payable in cash | 5.00% | |||||||||
Financing receivable interest rate, paid-in-kind | 4.00% | |||||||||
Financing receivable, semi-annual principal payments | $ 300,000 | |||||||||
Financing receivable, interest income | $ 400,000 |
SUPPLEMENTAL BALANCE SHEET IN_3
SUPPLEMENTAL BALANCE SHEET INFORMATION - Restricted Cash (Details) $ in Thousands | Apr. 13, 2020USD ($)hotelinstallment | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) |
Restricted cash | |||
Restricted cash | $ 32,459 | $ 18,177 | |
Restricted cash released | $ 1,600 | ||
Number of hotels to benefit from restricted cash | hotel | 7 | ||
Restricted cash released, to be repaid in 10 equal installments | $ 8,900 | ||
Restricted cash released, number of equal monthly installments replenished | installment | 10 | ||
Restricted cash released, monthly installment replenished, beginning date prior to next scheduled renovation date | 12 months | ||
Restricted cash released, lump sum payment date prior to each respective renovation date | 60 days | ||
Borrowed reserve no longer obligated to replenish | $ 500 | ||
Minimum | |||
Restricted cash | |||
Restricted cash reserve as percentage of hotel revenues | 2.00% | ||
Maximum | |||
Restricted cash | |||
Restricted cash reserve as percentage of hotel revenues | 5.00% | ||
FF&E reserves | |||
Restricted cash | |||
Restricted cash | $ 23,587 | 16,094 | |
Property taxes | |||
Restricted cash | |||
Restricted cash | 2,132 | 1,469 | |
Other | |||
Restricted cash | |||
Restricted cash | $ 6,740 | $ 614 |
SUPPLEMENTAL BALANCE SHEET IN_4
SUPPLEMENTAL BALANCE SHEET INFORMATION - Prepaid Expenses and Other (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Prepaid expenses and other | ||
Prepaid Acquisition Costs | $ 6,763 | $ 0 |
Prepaid insurance | 6,713 | 4,123 |
Escrow Deposit | 6,000 | 0 |
Other | 3,329 | 3,018 |
Prepaid taxes | 1,691 | 2,622 |
Prepaid expenses and other | $ 24,496 | $ 9,763 |
SUPPLEMENTAL BALANCE SHEET IN_5
SUPPLEMENTAL BALANCE SHEET INFORMATION - Deferred Charges (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Deferred charges | |||
Initial franchise fees | $ 7,034 | $ 6,795 | |
Less - accumulated amortization | (2,687) | (2,366) | |
Deferred Costs, Net | 4,347 | 4,429 | |
Amortization expense | $ 500 | $ 500 | $ 400 |
SUPPLEMENTAL BALANCE SHEET IN_6
SUPPLEMENTAL BALANCE SHEET INFORMATION - Other Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Balance Sheet Related Disclosures [Abstract] | ||
Purchase options related to real estate loans | $ 2,800 | $ 7,161 |
Other | 950 | 1,013 |
Deferred tax asset, net | 49 | 2 |
Total | $ 3,799 | $ 8,176 |
SUPPLEMENTAL BALANCE SHEET IN_7
SUPPLEMENTAL BALANCE SHEET INFORMATION - Accrued Expenses and Other (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Accrued expenses and other | ||
Accrued property, sales and income taxes | $ 17,448 | $ 17,713 |
Derivative financial instruments | 15,723 | 30,850 |
Accrued salaries and benefits | 13,679 | 6,632 |
Other accrued expenses at hotels | 11,880 | 5,922 |
Other | 4,794 | 2,793 |
Accrued interest | 2,695 | 1,189 |
Total | $ 66,219 | $ 65,099 |
DEBT - Additional Information (
DEBT - Additional Information (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Debt Disclosure [Abstract] | ||
Weighted average interest rate for all borrowings | 3.35% | 3.43% |
Fair Value | ||
Debt Instrument [Line Items] | ||
Debt with variable interest rates that had been converted to fixed interest rates | $ 400 | $ 400 |
DEBT - $600 Million Senior Cred
DEBT - $600 Million Senior Credit and Term Loan Facility (Details) - Unsecured debt - USD ($) | Dec. 06, 2018 | Dec. 31, 2021 | Feb. 28, 2021 |
2018 Senior Credit Facility | |||
Debt Instrument [Line Items] | |||
Credit facility, maximum borrowing capacity | $ 600,000,000 | $ 600,000,000 | |
Letter of credit outstanding | 10,000,000 | ||
Additional borrowing capacity | 300,000,000 | ||
Additional borrowing capacity with condition | 50,000,000 | ||
Line of credit outstanding | 200,000,000 | ||
Remaining borrowing capacity | $ 340,000,000 | ||
$400 Million Revolver | |||
Debt Instrument [Line Items] | |||
Credit facility, maximum borrowing capacity | 400,000,000 | $ 400,000,000 | |
$200 Million Term Loan | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | $ 200,000,000 | ||
Effective interest rate | 2.60% | ||
Amended 2018 Senior Credit Facility | |||
Debt Instrument [Line Items] | |||
Additional borrowing capacity | 350,000,000 | ||
Additional borrowing capacity with condition | 50,000,000 | ||
Debt covenant, liquidity amount | $ 150,000,000 | ||
Minimum | $400 Million Revolver | LIBOR | |||
Debt Instrument [Line Items] | |||
Debt, basis spread on variable rate | 1.40% | ||
Minimum | $200 Million Term Loan | LIBOR | |||
Debt Instrument [Line Items] | |||
Debt, basis spread on variable rate | 1.35% | ||
Maximum | $400 Million Revolver | LIBOR | |||
Debt Instrument [Line Items] | |||
Debt, basis spread on variable rate | 2.40% | ||
Maximum | $200 Million Term Loan | LIBOR | |||
Debt Instrument [Line Items] | |||
Debt, basis spread on variable rate | 2.35% |
DEBT - Term Loans (Details)
DEBT - Term Loans (Details) - USD ($) | Feb. 15, 2018 | Sep. 26, 2017 | Dec. 31, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||||
Debt, net of debt issuance costs | $ 1,069,797,000 | $ 1,094,745,000 | ||
2017 Term Loan | Unsecured debt | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, face amount | $ 225,000,000 | |||
Additional borrowing capacity | $ 175,000,000 | |||
Effective interest rate | 2.70% | |||
Debt, net of debt issuance costs | $ 62,000,000 | |||
2017 Term Loan | Unsecured debt | Option One | Minimum | LIBOR | ||||
Debt Instrument [Line Items] | ||||
Debt, basis spread on variable rate | 1.45% | |||
2017 Term Loan | Unsecured debt | Option One | Maximum | LIBOR | ||||
Debt Instrument [Line Items] | ||||
Debt, basis spread on variable rate | 2.25% | |||
2018 Term Loan | Unsecured debt | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, face amount | $ 225,000,000 | |||
Additional borrowing capacity | $ 150,000,000 | |||
Effective interest rate | 2.40% | |||
2018 Term Loan | Unsecured debt | Option One | Minimum | LIBOR | ||||
Debt Instrument [Line Items] | ||||
Debt, basis spread on variable rate | 1.35% | |||
2018 Term Loan | Unsecured debt | Option One | Maximum | LIBOR | ||||
Debt Instrument [Line Items] | ||||
Debt, basis spread on variable rate | 1.95% |
DEBT - Joint Venture Credit Fac
DEBT - Joint Venture Credit Facility (Details) | Apr. 29, 2021 | Oct. 08, 2019USD ($) | Dec. 31, 2021USD ($)hotel |
Debt Instrument [Line Items] | |||
Debt instrument, collateral, number of real estate properties | hotel | 5 | ||
Debt instrument, collateral, number of real estate properties available to be contributed | hotel | 7 | ||
$75 Million Term Loan | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | $ 75,000,000 | ||
Debt extension term | 12 months | ||
Difference of basis spread on variable rate | 0.05% | ||
$75 Million Term Loan | Covenant waiver period | |||
Debt Instrument [Line Items] | |||
Debt, basis spread on variable rate | 2.25% | ||
$75 Million Term Loan | After covenant waiver period | |||
Debt Instrument [Line Items] | |||
Debt, basis spread on variable rate | 2.10% | ||
Revolving credit facility | $125 Million Revolver | |||
Debt Instrument [Line Items] | |||
Credit facility, maximum borrowing capacity | $ 125,000,000 | $ 125,000,000 | |
Debt extension term | 12 months | ||
Revolving credit facility | $125 Million Revolver | Covenant waiver period | |||
Debt Instrument [Line Items] | |||
Debt, basis spread on variable rate | 2.30% | ||
Revolving credit facility | $125 Million Revolver | After covenant waiver period | |||
Debt Instrument [Line Items] | |||
Debt, basis spread on variable rate | 2.15% | ||
Line of Credit | $125 Million Revolver | Option One | LIBOR | |||
Debt Instrument [Line Items] | |||
Debt, basis spread on variable rate | 2.15% | ||
Line of Credit | $125 Million Revolver | Option Two | LIBOR | |||
Debt Instrument [Line Items] | |||
Debt, basis spread on variable rate | 2.15% | ||
Line of Credit | Joint Venture Credit Facility | |||
Debt Instrument [Line Items] | |||
Credit facility current borrowing capacity | $ 200,000,000 | ||
Credit facility, maximum borrowing capacity | 500,000,000 | ||
Additional borrowing capacity | $ 300,000,000 | ||
Line of credit outstanding | $ 68,500,000 |
DEBT - Convertible Senior Notes
DEBT - Convertible Senior Notes and Capped Call Options (Details) $ / shares in Units, $ in Thousands | Jan. 12, 2021$ / shares | Jan. 07, 2021USD ($) | Dec. 31, 2021USD ($)$ / shares | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) |
Debt Instrument [Line Items] | |||||
Amortization of debt issuance costs | $ 4,353 | $ 2,267 | $ 1,485 | ||
Share price (in dollars per share) | $ / shares | $ 8.72 | ||||
1.50% convertible senior notes due 2026 | Convertible notes | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, face amount | $ 287,500 | ||||
Stated interest rate | 1.50% | ||||
Proceeds from convertible debt | $ 280,000 | ||||
Coupon interest expense | $ 4,200 | ||||
Amortization of debt issuance costs | $ 1,500 | ||||
Debt issuance costs | $ 7,600 | ||||
Effective interest rate | 2.00% | ||||
Convertible debt, conversion ratio | 0.0834028 | ||||
Convertible debt, conversion price (in dollars per share) | $ / shares | $ 11.99 | ||||
Conversion price, premium percentage | 37.50% | ||||
Convertible debt, strike price of capped call transactions (in dollars per share) | $ / shares | $ 15.26 | ||||
Convertible debt, strike price of capped call transactions, premium percentage | 75.00% | ||||
1.50% convertible senior notes due 2026 | Convertible notes | Maximum | |||||
Debt Instrument [Line Items] | |||||
Convertible debt, conversion ratio | 0.1146788 |
DEBT - MetaBank Loan (Details)
DEBT - MetaBank Loan (Details) | 6 Months Ended | |
Jun. 30, 2017USD ($)hotel | Dec. 31, 2021hotel | |
Debt Instrument [Line Items] | ||
Debt instrument, collateral, number of real estate properties | 5 | |
Non-recourse loan | MetaBank | Secured debt | ||
Debt Instrument [Line Items] | ||
Debt instrument, face amount | $ | $ 47,600,000 | |
Stated interest rate | 4.44% | |
Loan amortization period after interest only payments period | 25 years | |
Debt instrument, collateral, number of real estate properties | 3 |
DEBT - Summary of outstanding i
DEBT - Summary of outstanding indebtedness (Details) | Mar. 19, 2019USD ($) | Dec. 19, 2014USD ($)contractInstrument | Dec. 31, 2021USD ($)Propertyhotel | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 21, 2021USD ($) | Feb. 28, 2021USD ($) | Jan. 07, 2021USD ($) | Oct. 08, 2019USD ($) | Dec. 06, 2018USD ($) | Jul. 22, 2013USD ($)Property | Mar. 08, 2013USD ($)Property | Mar. 07, 2013USD ($)Property | Jan. 25, 2013USD ($)Property |
Debt Instrument [Line Items] | ||||||||||||||
Debt outstanding | $ 1,081,315,000 | $ 1,101,478,000 | ||||||||||||
Unamortized debt issuance costs | (11,518,000) | (6,733,000) | ||||||||||||
Debt, net of issuance costs | 1,069,797,000 | 1,094,745,000 | ||||||||||||
Debt transaction costs | 220,000 | 365,000 | $ 1,892,000 | |||||||||||
$75 Million Term Loan | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, face amount | $ 75,000,000 | |||||||||||||
Revolving credit facility | $125 Million Revolver | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Credit facility, maximum borrowing capacity | 125,000,000 | $ 125,000,000 | ||||||||||||
Unsecured debt | 2018 Senior Credit Facility | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Credit facility, maximum borrowing capacity | 600,000,000 | $ 600,000,000 | ||||||||||||
Debt outstanding | $ 200,000,000 | 355,000,000 | ||||||||||||
Number of unencumbered hotel properties | hotel | 46 | |||||||||||||
Unsecured debt | $400 Million Revolver | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Credit facility, maximum borrowing capacity | $ 400,000,000 | 400,000,000 | ||||||||||||
Unsecured debt | $200 Million Term Loan | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, face amount | $ 200,000,000 | |||||||||||||
Stated interest rate | 2.60% | |||||||||||||
Debt outstanding | $ 200,000,000 | 200,000,000 | ||||||||||||
Unsecured debt | Joint Venture Credit Facility | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt outstanding | $ 143,500,000 | 142,500,000 | ||||||||||||
Unsecured debt | $75 Million Term Loan | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Stated interest rate | 2.50% | |||||||||||||
Debt outstanding | $ 75,000,000 | 75,000,000 | ||||||||||||
Unsecured debt | Keybank National Association Term Loan due November 25, 2022 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt outstanding | $ 62,000,000 | 225,000,000 | ||||||||||||
Unsecured debt | Keybank National Association Term Loan due February 14, 2025 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Stated interest rate | 2.40% | |||||||||||||
Debt outstanding | $ 225,000,000 | 225,000,000 | ||||||||||||
Unsecured debt | Revolving credit facility | $400 Million Revolver | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Stated interest rate | 2.65% | |||||||||||||
Debt outstanding | $ 0 | 155,000,000 | ||||||||||||
Unsecured debt | Revolving credit facility | $125 Million Revolver | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Stated interest rate | 2.55% | |||||||||||||
Debt outstanding | $ 68,500,000 | 67,500,000 | ||||||||||||
Unsecured debt | Revolving credit facility | Keybank National Association Term Loan due November 25, 2022 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Stated interest rate | 2.70% | |||||||||||||
Mortgage loans | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Number of Properties Encumbered | Property | 16 | |||||||||||||
Debt outstanding | $ 163,315,000 | 153,978,000 | ||||||||||||
Mortgage loans | KeyBank National Association 4.46% Fixed due February 1, 2023 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, face amount | $ 29,400,000 | |||||||||||||
Stated interest rate | 4.46% | 4.46% | ||||||||||||
Amortization Period (Years) | 30 years | |||||||||||||
Number of Properties Encumbered | Property | 3 | 3 | ||||||||||||
Debt outstanding | $ 18,545,000 | 19,039,000 | ||||||||||||
Debt principal amount defeased | $ 6,300,000 | |||||||||||||
Debt transaction costs | $ 600,000 | |||||||||||||
Mortgage loans | KeyBank National Association 4.52% Fixed due April 1, 2023 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, face amount | $ 22,700,000 | |||||||||||||
Stated interest rate | 4.52% | 4.52% | ||||||||||||
Amortization Period (Years) | 30 years | |||||||||||||
Number of Properties Encumbered | Property | 3 | 3 | ||||||||||||
Debt outstanding | $ 19,024,000 | 19,520,000 | ||||||||||||
Mortgage loans | KeyBank National Association 4.30% Fixed due April 1, 2023 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, face amount | $ 22,000,000 | |||||||||||||
Stated interest rate | 4.30% | 4.30% | ||||||||||||
Amortization Period (Years) | 30 years | |||||||||||||
Number of Properties Encumbered | Property | 3 | 3 | ||||||||||||
Debt outstanding | $ 18,358,000 | 18,852,000 | ||||||||||||
Mortgage loans | KeyBank National Association 4.95% Fixed due August 1, 2023 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, face amount | $ 38,700,000 | |||||||||||||
Stated interest rate | 4.95% | 4.95% | ||||||||||||
Amortization Period (Years) | 30 years | |||||||||||||
Number of Properties Encumbered | Property | 2 | 2 | ||||||||||||
Debt outstanding | $ 33,155,000 | 33,947,000 | ||||||||||||
Mortgage loans | Meta Bank 4.44% Fixed due July 1, 2027 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Stated interest rate | 4.44% | |||||||||||||
Amortization Period (Years) | 25 years | |||||||||||||
Number of Properties Encumbered | Property | 3 | |||||||||||||
Debt outstanding | $ 45,070,000 | 46,172,000 | ||||||||||||
Mortgage loans | Bank of Cascades loan(s) | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Amortization Period (Years) | 25 years | |||||||||||||
Loan increase | $ 7,900,000 | |||||||||||||
Number of loans | contract | 2 | |||||||||||||
Number of promissory notes | Instrument | 2 | |||||||||||||
Mortgage loans | Bank Of Cascades Variable due December 19, 2024, Note A | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Stated interest rate | 2.10% | |||||||||||||
Amortization Period (Years) | 25 years | |||||||||||||
Number of Properties Encumbered | Property | 1 | |||||||||||||
Debt outstanding | $ 7,957,000 | 8,224,000 | ||||||||||||
Mortgage loans | Bank Of Cascades Variable due December 19, 2024, Note A | LIBOR | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt, basis spread on variable rate | 2.00% | |||||||||||||
Mortgage loans | Bank Of Cascades 4.30% Fixed due December 19, 2024, Note B | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Stated interest rate | 4.30% | 4.30% | ||||||||||||
Amortization Period (Years) | 25 years | |||||||||||||
Number of Properties Encumbered | Property | 0 | |||||||||||||
Debt outstanding | $ 7,957,000 | 8,224,000 | ||||||||||||
Mortgage loans | Mortgage Loan With Wells Fargo Due June 6, 2028 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Stated interest rate | 4.99% | 4.99% | ||||||||||||
Amortization Period (Years) | 30 years | |||||||||||||
Number of Properties Encumbered | Property | 1 | |||||||||||||
Debt outstanding | $ 13,249,000 | 0 | $ 13,300,000 | |||||||||||
Convertible notes | 1.50% convertible senior notes due 2026 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument, face amount | $ 287,500,000 | |||||||||||||
Stated interest rate | 1.50% | |||||||||||||
Debt outstanding | $ 287,500,000 | $ 0 |
DEBT - Fixed-Rate and Variable-
DEBT - Fixed-Rate and Variable-Rate Debt, after Giving Effect to Interest Rate Derivatives (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Debt Disclosure [Abstract] | ||
Fixed-rate debt | $ 842,858 | $ 545,754 |
Fixed-rate debt, percentage | 78.00% | 50.00% |
Variable-rate debt | $ 238,457 | $ 555,724 |
Variable-rate debt, percentage | 22.00% | 50.00% |
Debt, gross | $ 1,081,315 | $ 1,101,478 |
DEBT - Schedule of Principal Pa
DEBT - Schedule of Principal Payments for Each of the Next Five Years (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Principal payments for each of the next five years | ||
2022 | $ 66,308 | |
2023 | 232,183 | |
2024 | 216,365 | |
2025 | 226,594 | |
2026 | 289,169 | |
Thereafter | 50,696 | |
Debt, gross | $ 1,081,315 | $ 1,101,478 |
DEBT - Fair Value of Fixed-Rate
DEBT - Fair Value of Fixed-Rate Debt not Recorded at Fair Value (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Carrying Value | ||
Debt | ||
Debt | $ 442,858 | $ 145,754 |
Carrying Value | Level 1 | Convertible notes | ||
Debt | ||
Debt | 287,500 | 0 |
Carrying Value | Level 2 | Fixed-rate debt | ||
Debt | ||
Debt | 155,358 | 145,754 |
Fair Value | ||
Debt | ||
Debt | 456,149 | 143,244 |
Fair Value | Level 1 | Convertible notes | ||
Debt | ||
Debt | 300,384 | 0 |
Fair Value | Level 2 | Fixed-rate debt | ||
Debt | ||
Debt | $ 155,765 | $ 143,244 |
LEASES - Additional Information
LEASES - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Real Estate Properties [Line Items] | |||
Tenant income | $ 2.2 | $ 1.9 | $ 2.2 |
Operating lease weighted average discount rate | 4.90% | ||
Operating lease, cost | $ 3.3 | 3.1 | 3.3 |
Operating cash outflows from operating leases | $ 3.1 | $ 2.8 | $ 3 |
Operating lease weighted average remaining lease term | 28 years 3 months | ||
Minimum | |||
Real Estate Properties [Line Items] | |||
Lease remaining term | 1 year | ||
Maximum | |||
Real Estate Properties [Line Items] | |||
Lease remaining term | 77 years |
LEASES - Operating Lease Maturi
LEASES - Operating Lease Maturities (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Leases [Abstract] | ||
2022 | $ 1,845 | |
2023 | 974 | |
2024 | 913 | |
2025 | 914 | |
2026 | 925 | |
Thereafter | 27,069 | |
Total lease payments | 32,640 | |
Less imputed interest | (15,408) | |
Lease liabilities, net | $ 17,232 | $ 18,438 |
DERIVATIVE FINANCIAL INSTRUME_3
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING - Additional Information (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Derivative [Line Items] | |
Maximum length of time over which instruments are hedged | 7 years |
Interest rate swaps | |
Derivative [Line Items] | |
Estimated reclassification from other comprehensive income as an increase to interest expense | $ 8 |
DERIVATIVE FINANCIAL INSTRUME_4
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING - Information about Derivative Financial Instruments (Details) - Designated as hedges - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Interest rate swaps | ||
Derivative [Line Items] | ||
Notional Amount | $ 400,000 | $ 400,000 |
Fair Value | $ (15,723) | (30,850) |
Interest Rate Swap Expiring January 31, 2023 One | ||
Derivative [Line Items] | ||
Average Annual Effective Fixed Rate | 1.98% | |
Notional Amount | $ 100,000 | 100,000 |
Fair Value | $ (1,617) | (3,831) |
Interest Rate Swap Expiring January 31, 2023 Two | ||
Derivative [Line Items] | ||
Average Annual Effective Fixed Rate | 1.98% | |
Notional Amount | $ 100,000 | 100,000 |
Fair Value | $ (1,629) | (3,853) |
Interest Rate Swap Expiring September 30, 2024 | ||
Derivative [Line Items] | ||
Average Annual Effective Fixed Rate | 2.87% | |
Notional Amount | $ 75,000 | 75,000 |
Fair Value | $ (3,831) | (7,371) |
Interest Rate Swap Expiring December 31, 2025 | ||
Derivative [Line Items] | ||
Average Annual Effective Fixed Rate | 2.93% | |
Notional Amount | $ 125,000 | 125,000 |
Fair Value | $ (8,646) | $ (15,795) |
DERIVATIVE FINANCIAL INSTRUME_5
DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING - Gain or Loss Recognized on Derivative Financial Instruments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Derivative instruments, gain (loss) recognized | |||
Total interest expense and other finance expense presented in the Consolidated Statement of Operations in which the effects of cash flow hedges are recorded | $ (43,368) | $ (43,300) | $ (41,030) |
Cash flow hedges | Interest rate swaps | |||
Derivative instruments, gain (loss) recognized | |||
Gain (loss) recognized in Accumulated other comprehensive loss on derivative financial instruments | 5,631 | (22,090) | (15,327) |
Loss reclassified from Accumulated other comprehensive loss to Interest expense | (9,496) | (7,417) | (731) |
Total interest expense and other finance expense presented in the Consolidated Statement of Operations in which the effects of cash flow hedges are recorded | $ (43,368) | $ (43,300) | $ (41,030) |
EQUITY - Additional Information
EQUITY - Additional Information (Details) $ / shares in Units, $ in Thousands | Jan. 28, 2022 | Jan. 13, 2022Roomhotelshares | Sep. 04, 2021USD ($)$ / sharesshares | Aug. 12, 2021USD ($)shares | May 01, 2021hotel | May 25, 2017USD ($) | Dec. 31, 2021USD ($)hotelVote$ / sharesshares | Dec. 31, 2020USD ($)$ / sharesshares | Dec. 31, 2019USD ($) | Feb. 11, 2022hotel |
Class of Stock [Line Items] | ||||||||||
Common stock, shares authorized (in shares) | 500,000,000 | 500,000,000 | ||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | ||||||||
Number of votes a share of outstanding common stock is entitled | Vote | 1 | |||||||||
Aggregate offering price | $ | $ 200,000 | |||||||||
Shares reserved for issuance (in shares) | 15,864,515 | 13,760,920 | ||||||||
Preferred stock, shares authorized (in shares) | 100,000,000 | 100,000,000 | ||||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | ||||||||
Premium on redemption of preferred stock | $ | $ 2,710 | $ 0 | $ 0 | |||||||
Hotels | ||||||||||
Class of Stock [Line Items] | ||||||||||
Number of hotels | hotel | 74 | |||||||||
Hotels | Subsequent events | ||||||||||
Class of Stock [Line Items] | ||||||||||
Number of hotels | hotel | 100 | |||||||||
Hotels | Joint Venture with GIC | Canopy New Orleans | Subsequent events | ||||||||||
Class of Stock [Line Items] | ||||||||||
Number of hotels | Room | 176 | |||||||||
Hotels | Joint Venture with GIC | Hotel Portfolio Acquired In January 2022 | Subsequent events | ||||||||||
Class of Stock [Line Items] | ||||||||||
Number of hotels | hotel | 26 | |||||||||
Operating partnership | Noncontrolling Interest | ||||||||||
Class of Stock [Line Items] | ||||||||||
Limited partner, ownership percentage | 1.00% | 1.00% | ||||||||
Joint Venture with GIC | ||||||||||
Class of Stock [Line Items] | ||||||||||
General partner, ownership interest | 51.00% | |||||||||
Five hotels acquired in 2019 through joint venture | Hotels | ||||||||||
Class of Stock [Line Items] | ||||||||||
Number of hotels acquired | hotel | 5 | |||||||||
Six Hotels Contributed In 2021 Into Joint Venture | Hotels | ||||||||||
Class of Stock [Line Items] | ||||||||||
Number of hotels | hotel | 6 | |||||||||
Two Hotels Acquired In 2021 | Hotels | ||||||||||
Class of Stock [Line Items] | ||||||||||
Number of hotels acquired | hotel | 2 | |||||||||
Undesignated preferred stock | ||||||||||
Class of Stock [Line Items] | ||||||||||
Preferred stock, shares authorized (in shares) | 89,600,000 | |||||||||
6.25% Series E Preferred Stock | ||||||||||
Class of Stock [Line Items] | ||||||||||
Preferred stock, shares authorized (in shares) | 6,400,000 | |||||||||
Preferred stock, dividend rate | 6.25% | 6.25% | ||||||||
Preferred stock, shares outstanding (in shares) | 6,400,000 | 6,400,000 | ||||||||
Preferred stock, redemption price (in dollars per share) | $ / shares | $ 25 | |||||||||
Annual dividend rate per share (in dollars per share) | $ / shares | $ 1.5625 | |||||||||
6.25% Series E Preferred Stock | Subsequent events | ||||||||||
Class of Stock [Line Items] | ||||||||||
Preferred stock, dividend rate | 6.25% | |||||||||
6.25% Series E Preferred Stock | Maximum | ||||||||||
Class of Stock [Line Items] | ||||||||||
Ratio for conversion | 3.1686 | |||||||||
5.875% Series F Preferred Stock | ||||||||||
Class of Stock [Line Items] | ||||||||||
Preferred stock, shares authorized (in shares) | 4,000,000 | |||||||||
Preferred stock, dividend rate | 5.875% | |||||||||
Number of common stock sold (in shares) | 4,000,000 | |||||||||
Net proceeds from offering of preferred shares | $ | $ 96,600 | |||||||||
Underwriting discount and offering related expense | $ | $ 3,400 | |||||||||
Preferred stock, shares outstanding (in shares) | 4,000,000 | |||||||||
Preferred stock, redemption price (in dollars per share) | $ / shares | $ 25 | |||||||||
Annual dividend rate per share (in dollars per share) | $ / shares | $ 1.46875 | |||||||||
5.875% Series F Preferred Stock | Subsequent events | ||||||||||
Class of Stock [Line Items] | ||||||||||
Preferred stock, dividend rate | 5.875% | |||||||||
5.875% Series F Preferred Stock | Maximum | ||||||||||
Class of Stock [Line Items] | ||||||||||
Ratio for conversion | 5.8275 | |||||||||
6.45% Series D Preferred Stock | ||||||||||
Class of Stock [Line Items] | ||||||||||
Preferred stock, dividend rate | 6.45% | 6.45% | ||||||||
Preferred stock, redemption amount | $ | $ 75,000 | |||||||||
Preferred stock, shares outstanding (in shares) | 3,000,000 | 3,000,000 | ||||||||
Preferred stock, redemption price (in dollars per share) | $ / shares | $ 25 | |||||||||
Premium on redemption of preferred stock | $ | $ 2,700 | |||||||||
Series Z Preferred Units | Subsequent events | ||||||||||
Class of Stock [Line Items] | ||||||||||
Preferred stock, dividend rate | 5.25% | |||||||||
Series Z Preferred Units | Hotel Portfolio Acquired In January 2022 | Subsequent events | ||||||||||
Class of Stock [Line Items] | ||||||||||
Preferred stock, dividend rate | 5.25% | |||||||||
Series Z Preferred Units | Hotels | Joint Venture with GIC | Hotel Portfolio Acquired In January 2022 | Subsequent events | ||||||||||
Class of Stock [Line Items] | ||||||||||
Number of shares issued in asset acquisition (in shares) | 1,958,429 | |||||||||
GIC | Joint Venture with GIC | ||||||||||
Class of Stock [Line Items] | ||||||||||
Limited partner, ownership percentage | 49.00% | |||||||||
GIC | Joint Venture with GIC | Hotels | ||||||||||
Class of Stock [Line Items] | ||||||||||
Limited partner, ownership percentage | 49.00% | |||||||||
Unaffiliated Third Parties | Operating partnership | ||||||||||
Class of Stock [Line Items] | ||||||||||
Limited partner capital account units conversion ratio | 1 | |||||||||
Number of common units of operating partnership owned by unaffiliated third parties (in shares) | 124,797 | 161,742 |
EQUITY - Changes in common stoc
EQUITY - Changes in common stock (Details) - shares | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Class of Stock [Line Items] | ||
Beginning common shares outstanding | 105,708,787 | 105,169,515 |
Common Unit redemptions | 36,945 | 47,279 |
Performance share and other forfeitures | (61,996) | (212,643) |
Shares retained for employee tax withholding requirements | (267,468) | (65,345) |
Ending common shares outstanding | 106,337,724 | 105,708,787 |
Director stock | ||
Class of Stock [Line Items] | ||
Grants under the Equity Plan | 60,546 | 93,810 |
Grants under the Equity Plan | ||
Class of Stock [Line Items] | ||
Grants under the Equity Plan | 860,910 | 676,171 |
FAIR VALUE MEASUREMENT - Schedu
FAIR VALUE MEASUREMENT - Schedule of Financial Instruments Measured at Fair Value (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Assets: | ||
Purchase options related to real estate loans | $ 2,800 | $ 7,161 |
Liabilities: | ||
Interest rate swaps | 15,723 | 30,850 |
Recurring basis | ||
Assets: | ||
Purchase options related to real estate loans | 2,800 | 7,161 |
Recurring basis | Interest rate swaps | ||
Liabilities: | ||
Interest rate swaps | 15,723 | 30,850 |
Recurring basis | Level 1 | ||
Assets: | ||
Purchase options related to real estate loans | 0 | 0 |
Recurring basis | Level 1 | Interest rate swaps | ||
Liabilities: | ||
Interest rate swaps | 0 | 0 |
Recurring basis | Level 2 | ||
Assets: | ||
Purchase options related to real estate loans | 0 | 0 |
Recurring basis | Level 2 | Interest rate swaps | ||
Liabilities: | ||
Interest rate swaps | 15,723 | 30,850 |
Recurring basis | Level 3 | ||
Assets: | ||
Purchase options related to real estate loans | 2,800 | 7,161 |
Recurring basis | Level 3 | Interest rate swaps | ||
Liabilities: | ||
Interest rate swaps | $ 0 | $ 0 |
FAIR VALUE MEASUREMENT - Sche_2
FAIR VALUE MEASUREMENT - Schedule of Unobservable Inputs for Fair Values of Purchase Options (Details) - Recurring basis - Level 3 $ / shares in Thousands | 12 Months Ended |
Dec. 31, 2021$ / shares | |
Real Estate Loan 1 | |
Fair value | |
Purchase options, term | 2 years 7 months 2 days |
Real Estate Loan 2 | |
Fair value | |
Purchase options, term | 2 years 8 months 4 days |
Real Estate Loan 3 | |
Fair value | |
Purchase options, term | 1 year 5 months 1 day |
Exercise price | Real Estate Loan 1 | |
Fair value | |
Purchase options, measurement input | 15,143 |
Exercise price | Real Estate Loan 2 | |
Fair value | |
Purchase options, measurement input | 17,377 |
Exercise price | Real Estate Loan 3 | |
Fair value | |
Purchase options, measurement input | 37,800 |
Expected volatility | Real Estate Loan 1 | |
Fair value | |
Purchase options, measurement input | 0.650 |
Expected volatility | Real Estate Loan 2 | |
Fair value | |
Purchase options, measurement input | 0.550 |
Expected volatility | Real Estate Loan 3 | |
Fair value | |
Purchase options, measurement input | 0.550 |
Risk-free rate | Real Estate Loan 1 | |
Fair value | |
Purchase options, measurement input | 0.003 |
Risk-free rate | Real Estate Loan 2 | |
Fair value | |
Purchase options, measurement input | 0.003 |
Risk-free rate | Real Estate Loan 3 | |
Fair value | |
Purchase options, measurement input | 0.002 |
Expected annualized equity dividend yield | Real Estate Loan 1 | |
Fair value | |
Purchase options, measurement input | 0.065 |
Expected annualized equity dividend yield | Real Estate Loan 2 | |
Fair value | |
Purchase options, measurement input | 0.075 |
Expected annualized equity dividend yield | Real Estate Loan 3 | |
Fair value | |
Purchase options, measurement input | 0 |
FAIR VALUE MEASUREMENT - Purcha
FAIR VALUE MEASUREMENT - Purchase Option Value (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Movement In Purchase Option Value [Roll Forward] | ||||
Loss on impairment and write-off of assets | $ (4,400) | $ (4,361) | $ (1,759) | $ (2,521) |
Real Estate Loan 1 | ||||
Movement In Purchase Option Value [Roll Forward] | ||||
Purchase option value, beginning balance | 1,600 | |||
Loss on impairment and write-off of assets | (1,600) | |||
Purchase option value, ending balance | 0 | 0 | 1,600 | |
Real Estate Loan 2 | ||||
Movement In Purchase Option Value [Roll Forward] | ||||
Purchase option value, beginning balance | 2,761 | |||
Loss on impairment and write-off of assets | (2,761) | |||
Purchase option value, ending balance | 0 | 0 | 2,761 | |
Real Estate Loan 3 | ||||
Movement In Purchase Option Value [Roll Forward] | ||||
Purchase option value, beginning balance | 2,800 | |||
Loss on impairment and write-off of assets | 0 | |||
Purchase option value, ending balance | $ 2,800 | $ 2,800 | $ 2,800 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Franchise Agreements and Management Agreements (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Franchise Agreements | |||
Commitments and contingencies | |||
Fees related to the agreement | $ 25 | $ 20.7 | $ 47.8 |
Franchise Agreements | Minimum | |||
Commitments and contingencies | |||
Agreement term | 10 years | ||
Franchise fees received by each franchisor as a percentage of each hotel property's gross revenue | 2.00% | ||
Franchise Agreements | Maximum | |||
Commitments and contingencies | |||
Agreement term | 20 years | ||
Franchise fees received by each franchisor as a percentage of each hotel property's gross revenue | 6.00% | ||
Marketing fees payable as a percentage of gross revenue | 4.00% | ||
Deposits required under the agreement as a percentage of the hotel property's gross revenue, into a reserve fund for capital expenditures | 5.00% | ||
Management Agreements | |||
Commitments and contingencies | |||
Fees related to the agreement | $ 9.9 | $ 6.3 | $ 16.6 |
Management Agreements | Maximum | |||
Commitments and contingencies | |||
Agreement term | 25 years |
EQUITY-BASED COMPENSATION - Add
EQUITY-BASED COMPENSATION - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Equity-based compensation | |||
Number of exercisable shares (in shares) | 235,000 | ||
Number of outstanding shares (in shares) | 235,000 | ||
Stock options | Minimum | |||
Equity-based compensation | |||
Award term | 5 years | ||
Stock options | Maximum | |||
Equity-based compensation | |||
Award term | 10 years | ||
Restricted Stock Awards | Executive officers | Minimum | |||
Equity-based compensation | |||
Vesting percentage | 0.00% | ||
Restricted Stock Awards | Executive officers | Maximum | |||
Equity-based compensation | |||
Vesting percentage | 200.00% | ||
Restricted Stock Awards | Former Executive Chairman | |||
Equity-based compensation | |||
Additional stock-based compensation expense | $ 2.9 | ||
Restricted Stock Awards | Time-based restricted stock | |||
Equity-based compensation | |||
Total fair value of awards vested | $ 5.3 | $ 2.3 | $ 2 |
Restricted Stock Awards | Time-based restricted stock | Employees | |||
Equity-based compensation | |||
Vesting period | 4 years | ||
Restricted Stock Awards | Time-based restricted stock | Employees | Period one | |||
Equity-based compensation | |||
Vesting percentage | 20.00% | ||
Restricted Stock Awards | Time-based restricted stock | Employees | Period two | |||
Equity-based compensation | |||
Vesting percentage | 20.00% | ||
Restricted Stock Awards | Time-based restricted stock | Employees | Period three | |||
Equity-based compensation | |||
Vesting percentage | 20.00% | ||
Restricted Stock Awards | Time-based restricted stock | Employees | Period four | |||
Equity-based compensation | |||
Vesting percentage | 40.00% | ||
Restricted Stock Awards | Time-based restricted stock | Executive officers | |||
Equity-based compensation | |||
Vesting period | 3 years | ||
Restricted Stock Awards | Time-based restricted stock | Executive officers | Period one | |||
Equity-based compensation | |||
Vesting percentage | 25.00% | ||
Restricted Stock Awards | Time-based restricted stock | Executive officers | Period two | |||
Equity-based compensation | |||
Vesting percentage | 25.00% | ||
Restricted Stock Awards | Time-based restricted stock | Executive officers | Period three | |||
Equity-based compensation | |||
Vesting percentage | 50.00% | ||
Restricted Stock Awards | Time-based restricted stock | Former Executive Chairman | |||
Equity-based compensation | |||
Additional stock-based compensation expense | $ 1.5 | ||
Restricted Stock Awards | Performance-based restricted stock | |||
Equity-based compensation | |||
Vesting period | 3 years | ||
Restricted Stock Awards | Performance-based restricted stock | Former Executive Chairman | |||
Equity-based compensation | |||
Additional stock-based compensation expense | $ 1.4 |
EQUITY-BASED COMPENSATION - Tim
EQUITY-BASED COMPENSATION - Time-Based Restricted Stock Awards (Details) - Restricted Stock Awards - Time-based restricted stock - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Number of Shares | ||
Non-vested at the beginning of year (in shares) | 573,577 | 448,467 |
Granted (in shares) | 536,980 | 299,562 |
Vested (in shares) | (503,914) | (172,170) |
Forfeited (in shares) | (1,173) | (2,282) |
Non-vested at end of year (in shares) | 605,470 | 573,577 |
Weighted Average Grant Date Fair Value per Share | ||
Non-vested at beginning of year (in dollars per share) | $ 10.18 | $ 12.51 |
Granted (in dollars per share) | 10.27 | 8.47 |
Vested (in dollars per share) | 10.51 | 13.31 |
Forfeited (in dollars per share) | 9.98 | 8.64 |
Non-vested at end of year (in dollars per share) | $ 9.98 | $ 10.18 |
Aggregate Current Value | ||
Aggregate Current Value | $ 5,909 |
EQUITY-BASED COMPENSATION - Per
EQUITY-BASED COMPENSATION - Performance-Based Restricted Stock Awards (Details) - Restricted Stock Awards - Performance-based restricted stock $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021USD ($)Iteration$ / sharesshares | Dec. 31, 2020Iteration$ / sharesshares | Dec. 31, 2019Iteration$ / sharesshares | |
Number of Shares | |||
Non-vested at the beginning of year (in shares) | shares | 922,239 | 755,991 | |
Granted (in shares) | shares | 323,930 | 376,609 | |
Vested (in shares) | shares | (182,480) | 0 | |
Forfeited (in shares) | shares | (60,823) | (210,361) | |
Non-vested at end of year (in shares) | shares | 1,002,866 | 922,239 | 755,991 |
Weighted Average Grant Date Fair Value per Share | |||
Non-vested at beginning of year (in dollars per share) | $ 11.65 | $ 14.31 | |
Granted (in dollars per share) | 14.05 | 9.38 | $ 12.81 |
Vested (in dollars per share) | 13.73 | 0 | |
Forfeited (in dollars per share) | 13.73 | 17.13 | |
Non-vested at end of year (in dollars per share) | $ 11.92 | $ 11.65 | $ 14.31 |
Aggregate Current Value | |||
Aggregate Current Value | $ | $ 9,788 | ||
Assumptions used to estimate the fair value of options granted | |||
Expected dividend yield | 0.00% | 8.16% | 6.17% |
Expected stock price volatility | 63.70% | 23.70% | 23.20% |
Risk-free interest rate | 0.34% | 0.53% | 2.43% |
Monte Carlo iterations | Iteration | 100,000 | 100,000 | 100,000 |
Weighted average estimated fair value of performance-based restricted stock awards | $ 14.05 | $ 9.38 | $ 12.81 |
EQUITY-BASED COMPENSATION - Dir
EQUITY-BASED COMPENSATION - Director Stock Awards (Details) - Director stock - shares | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Equity-based compensation | ||
Grant of stock (in shares) | 60,546 | 93,810 |
Common Stock | ||
Equity-based compensation | ||
Grant of stock (in shares) | 60,546 | 93,810 |
EQUITY-BASED COMPENSATION - Equ
EQUITY-BASED COMPENSATION - Equity-Based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Compensation expense to be recognized | |||
Total | $ 7,976 | ||
2022 | 4,190 | ||
2023 | 3,105 | ||
2024 | 659 | ||
2025 | 22 | ||
Restricted Stock Awards | Time-based restricted stock | |||
Compensation expense to be recognized | |||
Total | 3,823 | ||
2022 | 1,929 | ||
2023 | 1,468 | ||
2024 | 404 | ||
2025 | 22 | ||
Restricted Stock Awards | Performance-based restricted stock | |||
Compensation expense to be recognized | |||
Total | 4,153 | ||
2022 | 2,261 | ||
2023 | 1,637 | ||
2024 | 255 | ||
2025 | 0 | ||
Corporate general and administrative | |||
Equity-based compensation expense | |||
Share based compensation expense | 10,681 | $ 6,476 | $ 6,219 |
Corporate general and administrative | Restricted Stock Awards | Time-based restricted stock | |||
Equity-based compensation expense | |||
Share based compensation expense | 4,784 | 2,470 | 2,327 |
Corporate general and administrative | Restricted Stock Awards | Performance-based restricted stock | |||
Equity-based compensation expense | |||
Share based compensation expense | 5,314 | 3,559 | 3,396 |
Corporate general and administrative | Director stock | Director stock | |||
Equity-based compensation expense | |||
Share based compensation expense | $ 583 | $ 447 | $ 496 |
BENEFIT PLANS (Details)
BENEFIT PLANS (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Retirement Benefits [Abstract] | |||
Employer contribution expense | $ 0.3 | $ 0.3 | $ 0.3 |
INCOME TAXES - Components of In
INCOME TAXES - Components of Income Tax Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Current: | |||
Federal | $ 1,036 | $ (904) | $ 869 |
State and local | 456 | 224 | 643 |
Deferred: | |||
Federal | (19) | 1,548 | (32) |
State and local | 0 | 508 | 20 |
Income tax expense | $ 1,473 | $ 1,376 | $ 1,500 |
INCOME TAXES - Reconciliation o
INCOME TAXES - Reconciliation of Tax Rate for TRS and Total Provision for TRS and Operating Partnership (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Reconciliation of the federal statutory rate to the effective income tax rate for the TRSs | |||
Statutory federal income tax provision | $ (14,093) | $ (31,052) | $ 17,608 |
Nontaxable income of the REITs | 16,812 | 19,963 | (16,996) |
State income taxes, net of federal tax benefit | 891 | (3,079) | 568 |
Provision to return and deferred adjustment | 0 | (16) | (6) |
Effect of permanent differences and other | 99 | 319 | 326 |
Change in valuation allowance | (2,236) | 15,241 | 0 |
Income tax expense | $ 1,473 | $ 1,376 | $ 1,500 |
INCOME TAXES - Additional Infor
INCOME TAXES - Additional Information (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Income taxes | ||
Number of year cumulative loss | 3 years | |
Valuation allowance | $ 13,005,000 | $ 15,241,000 |
Unrecognized tax benefits | 0 | |
Estimated employee retention tax credit, CARES Act | 1,100,000 | |
Federal | ||
Income taxes | ||
Operating loss carryforwards | 54,700,000 | |
Federal | TRSs | ||
Income taxes | ||
Operating loss carryforwards | 40,500,000 | |
Federal | REIT Subsidiaries | ||
Income taxes | ||
Operating loss carryforwards | 3,000,000 | |
State | TRSs | ||
Income taxes | ||
Operating loss carryforwards | $ 41,900,000 |
INCOME TAXES - Significant Comp
INCOME TAXES - Significant Components of Deferred Tax Assets (Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Significant components of the Company's deferred tax assets and liabilities | ||
Tax carryforwards | $ 11,251 | $ 13,521 |
Accrued expenses | 1,704 | 1,537 |
Other | 71 | 185 |
Valuation allowance | (13,005) | (15,241) |
Net deferred tax assets | 21 | 2 |
Net Deferred Tax Assets | ||
Gross deferred tax assets | 13,066 | 15,267 |
Gross deferred tax liabilities | (40) | (24) |
Valuation allowance | (13,005) | (15,241) |
Net deferred tax assets | $ 21 | $ 2 |
INCOME TAXES - Characterization
INCOME TAXES - Characterization of Distributions (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Common Stock | |||
Class of Stock [Line Items] | |||
Ordinary income (in dollars per share) | $ 0 | $ 0.0944 | $ 0.6132 |
Ordinary income, percent | 0.00% | 52.46% | 85.16% |
Capital gain distributions (in dollars per share) | $ 0 | $ 0 | $ 0.1068 |
Capital gain distributions, percent | 0.00% | 0.00% | 14.84% |
Return of capital (in dollars per share) | $ 0 | $ 0.0856 | $ 0 |
Return of capital, percent | 0.00% | 47.54% | 0.00% |
Distribution per share (in dollars per share) | $ 0 | $ 0.1800 | $ 0.7200 |
Distribution paid, percent | 0.00% | 100.00% | 100.00% |
Preferred Stock - Series D | |||
Class of Stock [Line Items] | |||
Ordinary income (in dollars per share) | $ 0 | $ 0.4031 | $ 1.3732 |
Ordinary income, percent | 0.00% | 25.00% | 85.16% |
Capital gain distributions (in dollars per share) | $ 0 | $ 0 | $ 0.2393 |
Capital gain distributions, percent | 0.00% | 0.00% | 14.84% |
Return of capital (in dollars per share) | $ 1.2228 | $ 1.2094 | $ 0 |
Return of capital, percent | 100.00% | 75.00% | 0.00% |
Distribution per share (in dollars per share) | $ 1.2228 | $ 1.6125 | $ 1.6125 |
Distribution paid, percent | 100.00% | 100.00% | 100.00% |
Preferred Stock - Series E | |||
Class of Stock [Line Items] | |||
Ordinary income (in dollars per share) | $ 0 | $ 0.3906 | $ 1.3307 |
Ordinary income, percent | 0.00% | 25.00% | 85.16% |
Capital gain distributions (in dollars per share) | $ 0 | $ 0 | $ 0.2318 |
Capital gain distributions, percent | 0.00% | 0.00% | 14.84% |
Return of capital (in dollars per share) | $ 1.5625 | $ 1.1719 | $ 0 |
Return of capital, percent | 100.00% | 75.00% | 0.00% |
Distribution per share (in dollars per share) | $ 1.5625 | $ 1.5625 | $ 1.5625 |
Distribution paid, percent | 100.00% | 100.00% | 100.00% |
Preferred Stock - Series F | |||
Class of Stock [Line Items] | |||
Ordinary income (in dollars per share) | $ 0 | $ 0 | $ 0 |
Ordinary income, percent | 0.00% | 0.00% | 0.00% |
Capital gain distributions (in dollars per share) | $ 0 | $ 0 | $ 0 |
Capital gain distributions, percent | 0.00% | 0.00% | 0.00% |
Return of capital (in dollars per share) | $ 0.4406 | $ 0 | $ 0 |
Return of capital, percent | 100.00% | 0.00% | 0.00% |
Distribution per share (in dollars per share) | $ 0.4406 | $ 0 | $ 0 |
Distribution paid, percent | 100.00% | 0.00% | 0.00% |
EARNINGS PER SHARE - Anti-Dilut
EARNINGS PER SHARE - Anti-Dilutive Stock Options (Details) - shares | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Restricted Stock Awards | |||
Anti-dilutive options excluded from computation of diluted earnings per share | |||
Anti-dilutive securities excluded from computation of diluted earnings per share (in shares) | 1,002,866 | 922,239 | 755,991 |
EARNINGS PER SHARE - Summary of
EARNINGS PER SHARE - Summary of Components Used to Calculate Basic and Diluted (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Numerator: | |||||||||||
Net (loss) income | $ (10,905) | $ (4,239) | $ (20,569) | $ (32,871) | $ (44,708) | $ (35,775) | $ (52,548) | $ (16,214) | $ (68,584) | $ (149,245) | $ 82,348 |
Less: Preferred dividends | (15,431) | (14,838) | (14,838) | ||||||||
Premium on redemption of preferred stock | (2,710) | 0 | 0 | ||||||||
Allocation to participating securities | 0 | (81) | (309) | ||||||||
Attributable to non-controlling interest in Operating Partnership | 115 | 271 | (157) | ||||||||
Attributable to non-controlling interest in joint venture | 2,896 | 5,635 | 419 | ||||||||
Net (loss) income attributable to common stockholders | $ (83,714) | $ (158,258) | $ 67,463 | ||||||||
Denominator: | |||||||||||
Weighted average common shares outstanding - basic | 104,471 | 104,141 | 103,887 | ||||||||
Dilutive effect of equity-based compensation awards | 0 | 0 | 52 | ||||||||
Weighted average common shares outstanding - diluted | 104,471 | 104,141 | 103,939 | ||||||||
Basic (in shares) | $ (0.15) | $ (0.10) | $ (0.21) | $ (0.34) | $ (0.45) | $ (0.37) | $ (0.52) | $ (0.18) | $ (0.80) | $ (1.52) | $ 0.65 |
Diluted (in shares) | $ (0.15) | $ (0.10) | $ (0.21) | $ (0.34) | $ (0.45) | $ (0.37) | $ (0.52) | $ (0.18) | $ (0.80) | $ (1.52) | $ 0.65 |
SELECTED QUARTERLY FINANCIAL _3
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Total revenues | $ 106,862 | $ 110,686 | $ 86,524 | $ 57,854 | $ 48,230 | $ 52,412 | $ 25,436 | $ 108,385 | $ 361,926 | $ 234,463 | $ 549,348 |
Net loss | (10,905) | (4,239) | (20,569) | (32,871) | (44,708) | (35,775) | (52,548) | (16,214) | (68,584) | (149,245) | 82,348 |
Net loss attributable to Summit Hotel Properties, Inc. | $ (11,012) | $ (4,504) | $ (18,692) | $ (31,365) | $ (43,054) | $ (34,546) | $ (50,417) | $ (15,322) | $ (65,573) | $ (143,339) | $ 82,610 |
Loss per share: | |||||||||||
Basic (in shares) | $ (0.15) | $ (0.10) | $ (0.21) | $ (0.34) | $ (0.45) | $ (0.37) | $ (0.52) | $ (0.18) | $ (0.80) | $ (1.52) | $ 0.65 |
Diluted (in shares) | $ (0.15) | $ (0.10) | $ (0.21) | $ (0.34) | $ (0.45) | $ (0.37) | $ (0.52) | $ (0.18) | $ (0.80) | $ (1.52) | $ 0.65 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - USD ($) $ / shares in Units, $ in Thousands | Jan. 28, 2022 | Jan. 13, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Subsequent events | |||||
Asset acquisition, purchase price | $ 58,500 | ||||
Debt draw amount | $ 1,069,797 | $ 1,094,745 | |||
6.25% Series E Preferred Stock | |||||
Subsequent events | |||||
Preferred stock, dividend rate | 6.25% | 6.25% | |||
5.875% Series F Preferred Stock | |||||
Subsequent events | |||||
Preferred stock, dividend rate | 5.875% | ||||
Subsequent events | NCI credit facility | Secured debt | |||||
Subsequent events | |||||
Debt instrument, face amount | $ 410,000 | ||||
Credit facility, maximum borrowing capacity | 600,000 | ||||
Debt instrument, accordion feature, increase of commitments amount | $ 190,000 | ||||
Debt instrument, extension period | 12 months | ||||
Debt draw amount | $ 382,000 | ||||
Remaining borrowing capacity | $ 28,000 | ||||
Subsequent events | NCI credit facility | Secured debt | SOFR | |||||
Subsequent events | |||||
Debt, basis spread on variable rate | 2.86% | ||||
Subsequent events | 6.25% Series E Preferred Stock | |||||
Subsequent events | |||||
Cash dividends declared, preferred stock (in dollars per share) | $ 0.390625 | ||||
Preferred stock, dividend rate | 6.25% | ||||
Subsequent events | 5.875% Series F Preferred Stock | |||||
Subsequent events | |||||
Cash dividends declared, preferred stock (in dollars per share) | $ 0.3671875 | ||||
Preferred stock, dividend rate | 5.875% | ||||
Subsequent events | Series Z Preferred Units | |||||
Subsequent events | |||||
Cash dividends declared, preferred stock (in dollars per share) | $ 0.171354 | ||||
Preferred stock, dividend rate | 5.25% | ||||
Hotel Portfolio Acquired In January 2022 | Subsequent events | Series Z Preferred Units | |||||
Subsequent events | |||||
Preferred stock, dividend rate | 5.25% | ||||
Hotels | Subsequent events | Series Z Preferred Units | |||||
Subsequent events | |||||
Asset acquisition common operating partnership units issued price (in USD per unit) | $ 25 | ||||
Hotels | Hotel Portfolio Acquired In January 2022 | Subsequent events | Joint Venture with GIC | |||||
Subsequent events | |||||
Asset acquisition, purchase price | $ 766,000 | ||||
Hotels | Hotel Portfolio Acquired In January 2022 | Subsequent events | Operating Partnership Units | Joint Venture with GIC | |||||
Subsequent events | |||||
Number of shares issued in asset acquisition (in shares) | 15,314,494 | ||||
Asset acquisition, share price (in USD per share) | $ 10.0853 | ||||
Hotels | Hotel Portfolio Acquired In January 2022 | Subsequent events | Series Z Preferred Units | Joint Venture with GIC | |||||
Subsequent events | |||||
Number of shares issued in asset acquisition (in shares) | 1,958,429 | ||||
Hotels | Canopy New Orleans | Forecast | Subsequent events | Joint Venture with GIC | |||||
Subsequent events | |||||
Asset acquisition, purchase price | $ 56,000 | ||||
Hotels | Canopy New Orleans | Forecast | Subsequent events | Operating Partnership Units | Joint Venture with GIC | |||||
Subsequent events | |||||
Number of shares issued in asset acquisition (in shares) | 550,180 | ||||
Hotels | Canopy New Orleans | Forecast | Subsequent events | Series Z Preferred Units | Joint Venture with GIC | |||||
Subsequent events | |||||
Number of shares issued in asset acquisition (in shares) | 41,571 |
Schedule III - Real Estate an_2
Schedule III - Real Estate and Accumulated Depreciation - Schedule of Real Estate (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Initial Cost | ||||
Land | $ 326,748 | |||
Building & Improvements | 2,178,578 | |||
Cost Capitalized Subsequent to Acquisition | 133,223 | |||
Total Cost | ||||
Land | 325,201 | |||
Building & Improvements | 2,313,348 | |||
Total | 2,638,549 | $ 2,570,768 | $ 2,553,428 | $ 2,406,269 |
Accumulated Depreciation | (583,080) | $ (490,326) | $ (383,763) | $ (351,821) |
Total Cost Net of Accumulated Depreciation | 2,055,469 | |||
Mortgage Debt | 163,315 | |||
Land Parcels | ||||
Initial Cost | ||||
Building & Improvements | 0 | |||
Cost Capitalized Subsequent to Acquisition | (2,720) | |||
Total Cost | ||||
Land | 1,925 | |||
Building & Improvements | 0 | |||
Total | 1,925 | |||
Accumulated Depreciation | 0 | |||
Total Cost Net of Accumulated Depreciation | 1,925 | |||
Mortgage Debt | 0 | |||
Aliso Viejo, CA | Homewood Suites | ||||
Initial Cost | ||||
Land | 5,599 | |||
Building & Improvements | 32,367 | |||
Cost Capitalized Subsequent to Acquisition | 480 | |||
Total Cost | ||||
Land | 5,599 | |||
Building & Improvements | 32,847 | |||
Total | 38,446 | |||
Accumulated Depreciation | (6,897) | |||
Total Cost Net of Accumulated Depreciation | 31,549 | |||
Mortgage Debt | 0 | |||
Arlington, TX | Courtyard | ||||
Initial Cost | ||||
Land | 1,497 | |||
Building & Improvements | 15,573 | |||
Cost Capitalized Subsequent to Acquisition | (412) | |||
Total Cost | ||||
Land | 1,497 | |||
Building & Improvements | 15,161 | |||
Total | 16,658 | |||
Accumulated Depreciation | (5,114) | |||
Total Cost Net of Accumulated Depreciation | 11,544 | |||
Mortgage Debt | 0 | |||
Arlington, TX | Residence Inn | ||||
Initial Cost | ||||
Land | 1,646 | |||
Building & Improvements | 15,440 | |||
Cost Capitalized Subsequent to Acquisition | 92 | |||
Total Cost | ||||
Land | 1,646 | |||
Building & Improvements | 15,532 | |||
Total | 17,178 | |||
Accumulated Depreciation | (5,124) | |||
Total Cost Net of Accumulated Depreciation | 12,054 | |||
Mortgage Debt | 0 | |||
Asheville, NC | Hotel Indigo | ||||
Initial Cost | ||||
Land | 2,100 | |||
Building & Improvements | 34,755 | |||
Cost Capitalized Subsequent to Acquisition | 1,266 | |||
Total Cost | ||||
Land | 2,100 | |||
Building & Improvements | 36,021 | |||
Total | 38,121 | |||
Accumulated Depreciation | (9,546) | |||
Total Cost Net of Accumulated Depreciation | 28,575 | |||
Mortgage Debt | 0 | |||
Atlanta, GA | Courtyard | ||||
Initial Cost | ||||
Land | 2,050 | |||
Building & Improvements | 27,969 | |||
Cost Capitalized Subsequent to Acquisition | 3,221 | |||
Total Cost | ||||
Land | 2,050 | |||
Building & Improvements | 31,190 | |||
Total | 33,240 | |||
Accumulated Depreciation | (8,168) | |||
Total Cost Net of Accumulated Depreciation | 25,072 | |||
Mortgage Debt | 0 | |||
Atlanta, GA | Residence Inn | ||||
Initial Cost | ||||
Land | 3,381 | |||
Building & Improvements | 34,820 | |||
Cost Capitalized Subsequent to Acquisition | 1,528 | |||
Total Cost | ||||
Land | 3,381 | |||
Building & Improvements | 36,348 | |||
Total | 39,729 | |||
Accumulated Depreciation | (6,971) | |||
Total Cost Net of Accumulated Depreciation | 32,758 | |||
Mortgage Debt | 0 | |||
Atlanta, GA | AC Hotel | ||||
Initial Cost | ||||
Land | 5,670 | |||
Building & Improvements | 51,922 | |||
Cost Capitalized Subsequent to Acquisition | 747 | |||
Total Cost | ||||
Land | 5,670 | |||
Building & Improvements | 52,669 | |||
Total | 58,339 | |||
Accumulated Depreciation | (9,746) | |||
Total Cost Net of Accumulated Depreciation | 48,593 | |||
Mortgage Debt | 0 | |||
Austin, TX | Hampton Inn & Suites | ||||
Initial Cost | ||||
Land | 0 | |||
Building & Improvements | 56,394 | |||
Cost Capitalized Subsequent to Acquisition | 4,553 | |||
Total Cost | ||||
Land | 0 | |||
Building & Improvements | 60,947 | |||
Total | 60,947 | |||
Accumulated Depreciation | (13,564) | |||
Total Cost Net of Accumulated Depreciation | 47,383 | |||
Mortgage Debt | 0 | |||
Austin, TX | Corporate Office | ||||
Initial Cost | ||||
Land | 0 | |||
Building & Improvements | 6,048 | |||
Cost Capitalized Subsequent to Acquisition | 340 | |||
Total Cost | ||||
Land | 0 | |||
Building & Improvements | 6,388 | |||
Total | 6,388 | |||
Accumulated Depreciation | (2,531) | |||
Total Cost Net of Accumulated Depreciation | 3,857 | |||
Mortgage Debt | 0 | |||
Baltimore, MD | Residence Inn | ||||
Initial Cost | ||||
Land | 1,986 | |||
Building & Improvements | 37,016 | |||
Cost Capitalized Subsequent to Acquisition | 6,604 | |||
Total Cost | ||||
Land | 1,986 | |||
Building & Improvements | 43,620 | |||
Total | 45,606 | |||
Accumulated Depreciation | (9,016) | |||
Total Cost Net of Accumulated Depreciation | 36,590 | |||
Mortgage Debt | 0 | |||
Baltimore, MD | Hampton Inn & Suites | ||||
Initial Cost | ||||
Land | 2,205 | |||
Building & Improvements | 16,013 | |||
Cost Capitalized Subsequent to Acquisition | 5,590 | |||
Total Cost | ||||
Land | 2,205 | |||
Building & Improvements | 21,603 | |||
Total | 23,808 | |||
Accumulated Depreciation | (3,853) | |||
Total Cost Net of Accumulated Depreciation | 19,955 | |||
Mortgage Debt | 0 | |||
Boulder, CO | Marriott | ||||
Initial Cost | ||||
Land | 11,115 | |||
Building & Improvements | 49,204 | |||
Cost Capitalized Subsequent to Acquisition | 9,177 | |||
Total Cost | ||||
Land | 11,115 | |||
Building & Improvements | 58,381 | |||
Total | 69,496 | |||
Accumulated Depreciation | (12,789) | |||
Total Cost Net of Accumulated Depreciation | 56,707 | |||
Mortgage Debt | 0 | |||
Branchburg, NJ | Residence Inn | ||||
Initial Cost | ||||
Land | 2,374 | |||
Building & Improvements | 24,411 | |||
Cost Capitalized Subsequent to Acquisition | 93 | |||
Total Cost | ||||
Land | 2,374 | |||
Building & Improvements | 24,504 | |||
Total | 26,878 | |||
Accumulated Depreciation | (6,570) | |||
Total Cost Net of Accumulated Depreciation | 20,308 | |||
Mortgage Debt | 0 | |||
Brisbane, CA | DoubleTree | ||||
Initial Cost | ||||
Land | 3,300 | |||
Building & Improvements | 39,686 | |||
Cost Capitalized Subsequent to Acquisition | 1,293 | |||
Total Cost | ||||
Land | 3,300 | |||
Building & Improvements | 40,979 | |||
Total | 44,279 | |||
Accumulated Depreciation | (15,857) | |||
Total Cost Net of Accumulated Depreciation | 28,422 | |||
Mortgage Debt | 0 | |||
Camarillo, CA | Hampton Inn & Suites | ||||
Initial Cost | ||||
Land | 2,200 | |||
Building & Improvements | 17,366 | |||
Cost Capitalized Subsequent to Acquisition | 607 | |||
Total Cost | ||||
Land | 2,200 | |||
Building & Improvements | 17,973 | |||
Total | 20,173 | |||
Accumulated Depreciation | (7,689) | |||
Total Cost Net of Accumulated Depreciation | 12,484 | |||
Mortgage Debt | 0 | |||
Charlotte, NC | Courtyard | ||||
Initial Cost | ||||
Land | 0 | |||
Building & Improvements | 41,094 | |||
Cost Capitalized Subsequent to Acquisition | 1,917 | |||
Total Cost | ||||
Land | 0 | |||
Building & Improvements | 43,011 | |||
Total | 43,011 | |||
Accumulated Depreciation | (8,354) | |||
Total Cost Net of Accumulated Depreciation | 34,657 | |||
Mortgage Debt | 0 | |||
Chicago, IL | Hyatt Place | ||||
Initial Cost | ||||
Land | 5,395 | |||
Building & Improvements | 68,355 | |||
Cost Capitalized Subsequent to Acquisition | 269 | |||
Total Cost | ||||
Land | 5,395 | |||
Building & Improvements | 68,624 | |||
Total | 74,019 | |||
Accumulated Depreciation | (15,022) | |||
Total Cost Net of Accumulated Depreciation | 58,997 | |||
Mortgage Debt | 0 | |||
Cleveland, OH | Residence Inn | ||||
Initial Cost | ||||
Land | 10,075 | |||
Building & Improvements | 33,340 | |||
Cost Capitalized Subsequent to Acquisition | 2,081 | |||
Total Cost | ||||
Land | 10,075 | |||
Building & Improvements | 35,421 | |||
Total | 45,496 | |||
Accumulated Depreciation | (7,774) | |||
Total Cost Net of Accumulated Depreciation | 37,722 | |||
Mortgage Debt | 0 | |||
Decatur, GA | Courtyard | ||||
Initial Cost | ||||
Land | 4,046 | |||
Building & Improvements | 34,151 | |||
Cost Capitalized Subsequent to Acquisition | 3,715 | |||
Total Cost | ||||
Land | 4,046 | |||
Building & Improvements | 37,866 | |||
Total | 41,912 | |||
Accumulated Depreciation | (9,034) | |||
Total Cost Net of Accumulated Depreciation | 32,878 | |||
Mortgage Debt | 0 | |||
Eden Prairie, MN | Hilton Garden Inn | ||||
Initial Cost | ||||
Land | 1,800 | |||
Building & Improvements | 11,211 | |||
Cost Capitalized Subsequent to Acquisition | 188 | |||
Total Cost | ||||
Land | 1,800 | |||
Building & Improvements | 11,399 | |||
Total | 13,199 | |||
Accumulated Depreciation | (4,897) | |||
Total Cost Net of Accumulated Depreciation | 8,302 | |||
Mortgage Debt | 0 | |||
Englewood, CO | Hyatt Place | ||||
Initial Cost | ||||
Land | 2,000 | |||
Building & Improvements | 11,950 | |||
Cost Capitalized Subsequent to Acquisition | (321) | |||
Total Cost | ||||
Land | 2,000 | |||
Building & Improvements | 11,629 | |||
Total | 13,629 | |||
Accumulated Depreciation | (4,949) | |||
Total Cost Net of Accumulated Depreciation | 8,680 | |||
Mortgage Debt | 18,545 | |||
Englewood, CO | Hyatt House | ||||
Initial Cost | ||||
Land | 2,700 | |||
Building & Improvements | 16,267 | |||
Cost Capitalized Subsequent to Acquisition | 856 | |||
Total Cost | ||||
Land | 2,700 | |||
Building & Improvements | 17,123 | |||
Total | 19,823 | |||
Accumulated Depreciation | (7,843) | |||
Total Cost Net of Accumulated Depreciation | 11,980 | |||
Mortgage Debt | 19,024 | |||
Fort Lauderdale, FL | Courtyard | ||||
Initial Cost | ||||
Land | 37,950 | |||
Building & Improvements | 47,002 | |||
Cost Capitalized Subsequent to Acquisition | 5,083 | |||
Total Cost | ||||
Land | 37,950 | |||
Building & Improvements | 52,085 | |||
Total | 90,035 | |||
Accumulated Depreciation | (9,814) | |||
Total Cost Net of Accumulated Depreciation | 80,221 | |||
Mortgage Debt | 0 | |||
Fort Worth, TX | Courtyard | ||||
Initial Cost | ||||
Land | 1,920 | |||
Building & Improvements | 38,070 | |||
Cost Capitalized Subsequent to Acquisition | 9,869 | |||
Total Cost | ||||
Land | 1,920 | |||
Building & Improvements | 47,939 | |||
Total | 49,859 | |||
Accumulated Depreciation | (9,101) | |||
Total Cost Net of Accumulated Depreciation | 40,758 | |||
Mortgage Debt | 0 | |||
Garden City, NY | Hyatt Place | ||||
Initial Cost | ||||
Land | 4,200 | |||
Building & Improvements | 27,775 | |||
Cost Capitalized Subsequent to Acquisition | 343 | |||
Total Cost | ||||
Land | 4,283 | |||
Building & Improvements | 28,035 | |||
Total | 32,318 | |||
Accumulated Depreciation | (7,649) | |||
Total Cost Net of Accumulated Depreciation | 24,669 | |||
Mortgage Debt | 0 | |||
Glendale, CO | Staybridge Suites | ||||
Initial Cost | ||||
Land | 2,100 | |||
Building & Improvements | 10,151 | |||
Cost Capitalized Subsequent to Acquisition | 333 | |||
Total Cost | ||||
Land | 2,100 | |||
Building & Improvements | 10,484 | |||
Total | 12,584 | |||
Accumulated Depreciation | (4,272) | |||
Total Cost Net of Accumulated Depreciation | 8,312 | |||
Mortgage Debt | 0 | |||
Greenville, SC | Hilton Garden Inn | ||||
Initial Cost | ||||
Land | 1,200 | |||
Building & Improvements | 14,566 | |||
Cost Capitalized Subsequent to Acquisition | 3,101 | |||
Total Cost | ||||
Land | 1,200 | |||
Building & Improvements | 17,667 | |||
Total | 18,867 | |||
Accumulated Depreciation | (5,938) | |||
Total Cost Net of Accumulated Depreciation | 12,929 | |||
Mortgage Debt | 0 | |||
Hillsboro, OR | Residence Inn | ||||
Initial Cost | ||||
Land | 4,943 | |||
Building & Improvements | 42,541 | |||
Cost Capitalized Subsequent to Acquisition | 440 | |||
Total Cost | ||||
Land | 4,943 | |||
Building & Improvements | 42,981 | |||
Total | 47,924 | |||
Accumulated Depreciation | (4,224) | |||
Total Cost Net of Accumulated Depreciation | 43,700 | |||
Mortgage Debt | 0 | |||
Hoffman Estates, IL | Hyatt Place | ||||
Initial Cost | ||||
Land | 1,900 | |||
Building & Improvements | 8,917 | |||
Cost Capitalized Subsequent to Acquisition | (1,793) | |||
Total Cost | ||||
Land | 1,900 | |||
Building & Improvements | 7,124 | |||
Total | 9,024 | |||
Accumulated Depreciation | (3,879) | |||
Total Cost Net of Accumulated Depreciation | 5,145 | |||
Mortgage Debt | 18,358 | |||
Houston, TX | Hilton Garden Inn | ||||
Initial Cost | ||||
Land | 0 | |||
Building & Improvements | 41,838 | |||
Cost Capitalized Subsequent to Acquisition | 2,923 | |||
Total Cost | ||||
Land | 0 | |||
Building & Improvements | 44,761 | |||
Total | 44,761 | |||
Accumulated Depreciation | (12,043) | |||
Total Cost Net of Accumulated Depreciation | 32,718 | |||
Mortgage Debt | 0 | |||
Houston, TX | Hilton Garden Inn | ||||
Initial Cost | ||||
Land | 2,800 | |||
Building & Improvements | 33,777 | |||
Cost Capitalized Subsequent to Acquisition | 4,440 | |||
Total Cost | ||||
Land | 2,800 | |||
Building & Improvements | 38,217 | |||
Total | 41,017 | |||
Accumulated Depreciation | (7,234) | |||
Total Cost Net of Accumulated Depreciation | 33,783 | |||
Mortgage Debt | 0 | |||
Hunt Valley, MD | Residence Inn | ||||
Initial Cost | ||||
Land | 0 | |||
Building & Improvements | 35,436 | |||
Cost Capitalized Subsequent to Acquisition | 1,166 | |||
Total Cost | ||||
Land | 1,076 | |||
Building & Improvements | 35,526 | |||
Total | 36,602 | |||
Accumulated Depreciation | (8,987) | |||
Total Cost Net of Accumulated Depreciation | 27,615 | |||
Mortgage Debt | 0 | |||
Indianapolis, IN | Courtyard | ||||
Initial Cost | ||||
Land | 7,788 | |||
Building & Improvements | 54,384 | |||
Cost Capitalized Subsequent to Acquisition | (2,097) | |||
Total Cost | ||||
Land | 7,788 | |||
Building & Improvements | 52,287 | |||
Total | 60,075 | |||
Accumulated Depreciation | (14,266) | |||
Total Cost Net of Accumulated Depreciation | 45,809 | |||
Mortgage Debt | 0 | |||
Indianapolis, IN | SpringHill Suites | ||||
Initial Cost | ||||
Land | 4,012 | |||
Building & Improvements | 27,910 | |||
Cost Capitalized Subsequent to Acquisition | (630) | |||
Total Cost | ||||
Land | 4,012 | |||
Building & Improvements | 27,280 | |||
Total | 31,292 | |||
Accumulated Depreciation | (7,769) | |||
Total Cost Net of Accumulated Depreciation | 23,523 | |||
Mortgage Debt | 0 | |||
Kansas City, MO | Courtyard | ||||
Initial Cost | ||||
Land | 3,955 | |||
Building & Improvements | 20,608 | |||
Cost Capitalized Subsequent to Acquisition | 2,598 | |||
Total Cost | ||||
Land | 3,955 | |||
Building & Improvements | 23,206 | |||
Total | 27,161 | |||
Accumulated Depreciation | (4,419) | |||
Total Cost Net of Accumulated Depreciation | 22,742 | |||
Mortgage Debt | 0 | |||
Lombard, IL | Hyatt Place | ||||
Initial Cost | ||||
Land | 1,550 | |||
Building & Improvements | 17,351 | |||
Cost Capitalized Subsequent to Acquisition | 80 | |||
Total Cost | ||||
Land | 1,550 | |||
Building & Improvements | 17,431 | |||
Total | 18,981 | |||
Accumulated Depreciation | (6,629) | |||
Total Cost Net of Accumulated Depreciation | 12,352 | |||
Mortgage Debt | 0 | |||
Lone Tree, CO | Hyatt Place | ||||
Initial Cost | ||||
Land | 1,300 | |||
Building & Improvements | 11,704 | |||
Cost Capitalized Subsequent to Acquisition | (141) | |||
Total Cost | ||||
Land | 1,314 | |||
Building & Improvements | 11,549 | |||
Total | 12,863 | |||
Accumulated Depreciation | (5,098) | |||
Total Cost Net of Accumulated Depreciation | 7,765 | |||
Mortgage Debt | 0 | |||
Louisville, KY | SpringHill Suites | ||||
Initial Cost | ||||
Land | 4,880 | |||
Building & Improvements | 37,361 | |||
Cost Capitalized Subsequent to Acquisition | (590) | |||
Total Cost | ||||
Land | 4,880 | |||
Building & Improvements | 36,771 | |||
Total | 41,651 | |||
Accumulated Depreciation | (11,743) | |||
Total Cost Net of Accumulated Depreciation | 29,908 | |||
Mortgage Debt | 0 | |||
Louisville, KY | Fairfield Inn & Suites | ||||
Initial Cost | ||||
Land | 3,120 | |||
Building & Improvements | 24,231 | |||
Cost Capitalized Subsequent to Acquisition | (534) | |||
Total Cost | ||||
Land | 3,120 | |||
Building & Improvements | 23,697 | |||
Total | 26,817 | |||
Accumulated Depreciation | (7,573) | |||
Total Cost Net of Accumulated Depreciation | 19,244 | |||
Mortgage Debt | 33,155 | |||
Mesa, AZ | Hyatt Place | ||||
Initial Cost | ||||
Land | 2,400 | |||
Building & Improvements | 19,848 | |||
Cost Capitalized Subsequent to Acquisition | 1,184 | |||
Total Cost | ||||
Land | 2,400 | |||
Building & Improvements | 21,032 | |||
Total | 23,432 | |||
Accumulated Depreciation | (5,236) | |||
Total Cost Net of Accumulated Depreciation | 18,196 | |||
Mortgage Debt | 45,070 | |||
Metairie, LA | Courtyard | ||||
Initial Cost | ||||
Land | 1,860 | |||
Building & Improvements | 25,168 | |||
Cost Capitalized Subsequent to Acquisition | 643 | |||
Total Cost | ||||
Land | 1,860 | |||
Building & Improvements | 25,811 | |||
Total | 27,671 | |||
Accumulated Depreciation | (9,718) | |||
Total Cost Net of Accumulated Depreciation | 17,953 | |||
Mortgage Debt | 0 | |||
Metairie, LA | Residence Inn | ||||
Initial Cost | ||||
Land | 1,791 | |||
Building & Improvements | 23,386 | |||
Cost Capitalized Subsequent to Acquisition | 122 | |||
Total Cost | ||||
Land | 1,791 | |||
Building & Improvements | 23,508 | |||
Total | 25,299 | |||
Accumulated Depreciation | (10,519) | |||
Total Cost Net of Accumulated Depreciation | 14,780 | |||
Mortgage Debt | 0 | |||
Miami, FL | Hyatt House | ||||
Initial Cost | ||||
Land | 4,926 | |||
Building & Improvements | 40,087 | |||
Cost Capitalized Subsequent to Acquisition | 2,575 | |||
Total Cost | ||||
Land | 4,926 | |||
Building & Improvements | 42,662 | |||
Total | 47,588 | |||
Accumulated Depreciation | (13,532) | |||
Total Cost Net of Accumulated Depreciation | 34,056 | |||
Mortgage Debt | 0 | |||
Milpitas, CA | Hilton Garden Inn | ||||
Initial Cost | ||||
Land | 7,921 | |||
Building & Improvements | 46,141 | |||
Cost Capitalized Subsequent to Acquisition | 912 | |||
Total Cost | ||||
Land | 7,921 | |||
Building & Improvements | 47,053 | |||
Total | 54,974 | |||
Accumulated Depreciation | (5,379) | |||
Total Cost Net of Accumulated Depreciation | 49,595 | |||
Mortgage Debt | 0 | |||
Minneapolis, MN | Hampton Inn & Suites | ||||
Initial Cost | ||||
Land | 3,502 | |||
Building & Improvements | 35,433 | |||
Cost Capitalized Subsequent to Acquisition | 261 | |||
Total Cost | ||||
Land | 3,502 | |||
Building & Improvements | 35,694 | |||
Total | 39,196 | |||
Accumulated Depreciation | (10,209) | |||
Total Cost Net of Accumulated Depreciation | 28,987 | |||
Mortgage Debt | 0 | |||
Minneapolis, MN | Hyatt Place | ||||
Initial Cost | ||||
Land | 0 | |||
Building & Improvements | 34,026 | |||
Cost Capitalized Subsequent to Acquisition | 2,154 | |||
Total Cost | ||||
Land | 0 | |||
Building & Improvements | 36,180 | |||
Total | 36,180 | |||
Accumulated Depreciation | (10,006) | |||
Total Cost Net of Accumulated Depreciation | 26,174 | |||
Mortgage Debt | 0 | |||
Minnetonka, MN | Holiday Inn Express & Suites | ||||
Initial Cost | ||||
Land | 1,000 | |||
Building & Improvements | 7,662 | |||
Cost Capitalized Subsequent to Acquisition | 219 | |||
Total Cost | ||||
Land | 1,000 | |||
Building & Improvements | 7,881 | |||
Total | 8,881 | |||
Accumulated Depreciation | (3,449) | |||
Total Cost Net of Accumulated Depreciation | 5,432 | |||
Mortgage Debt | 0 | |||
Nashville, TN | Courtyard | ||||
Initial Cost | ||||
Land | 8,792 | |||
Building & Improvements | 62,759 | |||
Cost Capitalized Subsequent to Acquisition | 7,824 | |||
Total Cost | ||||
Land | 8,792 | |||
Building & Improvements | 70,583 | |||
Total | 79,375 | |||
Accumulated Depreciation | (13,950) | |||
Total Cost Net of Accumulated Depreciation | 65,425 | |||
Mortgage Debt | 0 | |||
Nashville, TN | SpringHill Suites | ||||
Initial Cost | ||||
Land | 777 | |||
Building & Improvements | 5,598 | |||
Cost Capitalized Subsequent to Acquisition | 644 | |||
Total Cost | ||||
Land | 777 | |||
Building & Improvements | 6,242 | |||
Total | 7,019 | |||
Accumulated Depreciation | (3,794) | |||
Total Cost Net of Accumulated Depreciation | 3,225 | |||
Mortgage Debt | 0 | |||
New Haven, CT | Courtyard | ||||
Initial Cost | ||||
Land | 11,990 | |||
Building & Improvements | 51,497 | |||
Cost Capitalized Subsequent to Acquisition | 1,809 | |||
Total Cost | ||||
Land | 11,990 | |||
Building & Improvements | 53,306 | |||
Total | 65,296 | |||
Accumulated Depreciation | (8,969) | |||
Total Cost Net of Accumulated Depreciation | 56,327 | |||
Mortgage Debt | 0 | |||
New Orleans, LA | Courtyard | ||||
Initial Cost | ||||
Land | 1,944 | |||
Building & Improvements | 25,120 | |||
Cost Capitalized Subsequent to Acquisition | 3,296 | |||
Total Cost | ||||
Land | 1,944 | |||
Building & Improvements | 28,416 | |||
Total | 30,360 | |||
Accumulated Depreciation | (12,347) | |||
Total Cost Net of Accumulated Depreciation | 18,013 | |||
Mortgage Debt | 0 | |||
New Orleans, LA | Courtyard | ||||
Initial Cost | ||||
Land | 2,490 | |||
Building & Improvements | 34,220 | |||
Cost Capitalized Subsequent to Acquisition | 1,848 | |||
Total Cost | ||||
Land | 2,490 | |||
Building & Improvements | 36,068 | |||
Total | 38,558 | |||
Accumulated Depreciation | (14,314) | |||
Total Cost Net of Accumulated Depreciation | 24,244 | |||
Mortgage Debt | 0 | |||
New Orleans, LA | SpringHill Suites | ||||
Initial Cost | ||||
Land | 2,046 | |||
Building & Improvements | 33,270 | |||
Cost Capitalized Subsequent to Acquisition | 5,918 | |||
Total Cost | ||||
Land | 2,046 | |||
Building & Improvements | 39,188 | |||
Total | 41,234 | |||
Accumulated Depreciation | (14,959) | |||
Total Cost Net of Accumulated Depreciation | 26,275 | |||
Mortgage Debt | 0 | |||
Orlando, FL | Hyatt Place | ||||
Initial Cost | ||||
Land | 3,100 | |||
Building & Improvements | 11,343 | |||
Cost Capitalized Subsequent to Acquisition | (167) | |||
Total Cost | ||||
Land | 3,100 | |||
Building & Improvements | 11,176 | |||
Total | 14,276 | |||
Accumulated Depreciation | (4,808) | |||
Total Cost Net of Accumulated Depreciation | 9,468 | |||
Mortgage Debt | 0 | |||
Orlando, FL | Hyatt Place | ||||
Initial Cost | ||||
Land | 2,716 | |||
Building & Improvements | 11,221 | |||
Cost Capitalized Subsequent to Acquisition | 1,655 | |||
Total Cost | ||||
Land | 2,716 | |||
Building & Improvements | 12,876 | |||
Total | 15,592 | |||
Accumulated Depreciation | (5,045) | |||
Total Cost Net of Accumulated Depreciation | 10,547 | |||
Mortgage Debt | 0 | |||
Orlando, FL | Hyatt House | ||||
Initial Cost | ||||
Land | 2,800 | |||
Building & Improvements | 34,423 | |||
Cost Capitalized Subsequent to Acquisition | 147 | |||
Total Cost | ||||
Land | 2,800 | |||
Building & Improvements | 34,570 | |||
Total | 37,370 | |||
Accumulated Depreciation | (7,848) | |||
Total Cost Net of Accumulated Depreciation | 29,522 | |||
Mortgage Debt | 0 | |||
Owings Mills, MD | Hyatt Place | ||||
Initial Cost | ||||
Land | 2,100 | |||
Building & Improvements | 9,799 | |||
Cost Capitalized Subsequent to Acquisition | 156 | |||
Total Cost | ||||
Land | 2,100 | |||
Building & Improvements | 9,955 | |||
Total | 12,055 | |||
Accumulated Depreciation | (3,995) | |||
Total Cost Net of Accumulated Depreciation | 8,060 | |||
Mortgage Debt | 0 | |||
Pittsburgh, PA | Courtyard | ||||
Initial Cost | ||||
Land | 1,652 | |||
Building & Improvements | 40,749 | |||
Cost Capitalized Subsequent to Acquisition | 6,057 | |||
Total Cost | ||||
Land | 1,652 | |||
Building & Improvements | 46,806 | |||
Total | 48,458 | |||
Accumulated Depreciation | (8,163) | |||
Total Cost Net of Accumulated Depreciation | 40,295 | |||
Mortgage Debt | 0 | |||
Portland, OR | Hyatt Place | ||||
Initial Cost | ||||
Land | 0 | |||
Building & Improvements | 14,700 | |||
Cost Capitalized Subsequent to Acquisition | 664 | |||
Total Cost | ||||
Land | 0 | |||
Building & Improvements | 15,364 | |||
Total | 15,364 | |||
Accumulated Depreciation | (5,935) | |||
Total Cost Net of Accumulated Depreciation | 9,429 | |||
Mortgage Debt | 0 | |||
Poway, CA | Hampton Inn & Suites | ||||
Initial Cost | ||||
Land | 2,300 | |||
Building & Improvements | 14,728 | |||
Cost Capitalized Subsequent to Acquisition | 1,097 | |||
Total Cost | ||||
Land | 2,300 | |||
Building & Improvements | 15,825 | |||
Total | 18,125 | |||
Accumulated Depreciation | (5,560) | |||
Total Cost Net of Accumulated Depreciation | 12,565 | |||
Mortgage Debt | 0 | |||
San Francisco, CA | Hilton Garden Inn | ||||
Initial Cost | ||||
Land | 12,346 | |||
Building & Improvements | 45,730 | |||
Cost Capitalized Subsequent to Acquisition | 410 | |||
Total Cost | ||||
Land | 12,346 | |||
Building & Improvements | 46,140 | |||
Total | 58,486 | |||
Accumulated Depreciation | (5,433) | |||
Total Cost Net of Accumulated Depreciation | 53,053 | |||
Mortgage Debt | 0 | |||
San Francisco, CA | Holiday Inn Express & Suites | ||||
Initial Cost | ||||
Land | 15,545 | |||
Building & Improvements | 49,469 | |||
Cost Capitalized Subsequent to Acquisition | 3,899 | |||
Total Cost | ||||
Land | 15,545 | |||
Building & Improvements | 53,368 | |||
Total | 68,913 | |||
Accumulated Depreciation | (18,576) | |||
Total Cost Net of Accumulated Depreciation | 50,337 | |||
Mortgage Debt | 0 | |||
San Francisco, CA | Four Points | ||||
Initial Cost | ||||
Land | 1,200 | |||
Building & Improvements | 21,397 | |||
Cost Capitalized Subsequent to Acquisition | 3,107 | |||
Total Cost | ||||
Land | 1,200 | |||
Building & Improvements | 24,504 | |||
Total | 25,704 | |||
Accumulated Depreciation | (7,891) | |||
Total Cost Net of Accumulated Depreciation | 17,813 | |||
Mortgage Debt | 0 | |||
Scottsdale, AZ | Courtyard | ||||
Initial Cost | ||||
Land | 3,225 | |||
Building & Improvements | 12,571 | |||
Cost Capitalized Subsequent to Acquisition | 3,533 | |||
Total Cost | ||||
Land | 3,225 | |||
Building & Improvements | 16,104 | |||
Total | 19,329 | |||
Accumulated Depreciation | (7,940) | |||
Total Cost Net of Accumulated Depreciation | 11,389 | |||
Mortgage Debt | 0 | |||
Scottsdale, AZ | Hyatt Place | ||||
Initial Cost | ||||
Land | 1,500 | |||
Building & Improvements | 10,171 | |||
Cost Capitalized Subsequent to Acquisition | (336) | |||
Total Cost | ||||
Land | 1,500 | |||
Building & Improvements | 9,835 | |||
Total | 11,335 | |||
Accumulated Depreciation | (3,835) | |||
Total Cost Net of Accumulated Depreciation | 7,500 | |||
Mortgage Debt | 0 | |||
Scottsdale, AZ | SpringHill Suites | ||||
Initial Cost | ||||
Land | 2,195 | |||
Building & Improvements | 9,496 | |||
Cost Capitalized Subsequent to Acquisition | 1,660 | |||
Total Cost | ||||
Land | 2,195 | |||
Building & Improvements | 11,156 | |||
Total | 13,351 | |||
Accumulated Depreciation | (5,547) | |||
Total Cost Net of Accumulated Depreciation | 7,804 | |||
Mortgage Debt | 0 | |||
Silverthorne, CO | Hampton Inn & Suites | ||||
Initial Cost | ||||
Land | 6,845 | |||
Building & Improvements | 21,125 | |||
Cost Capitalized Subsequent to Acquisition | 1,159 | |||
Total Cost | ||||
Land | 6,845 | |||
Building & Improvements | 22,284 | |||
Total | 29,129 | |||
Accumulated Depreciation | (1,977) | |||
Total Cost Net of Accumulated Depreciation | 27,152 | |||
Mortgage Debt | 0 | |||
Steamboat Springs, CO | Residence Inn | ||||
Initial Cost | ||||
Land | 1,832 | |||
Building & Improvements | 31,214 | |||
Cost Capitalized Subsequent to Acquisition | 21 | |||
Total Cost | ||||
Land | 1,832 | |||
Building & Improvements | 31,235 | |||
Total | 33,067 | |||
Accumulated Depreciation | (670) | |||
Total Cost Net of Accumulated Depreciation | 32,397 | |||
Mortgage Debt | 0 | |||
Tampa, FL | Hampton Inn & Suites | ||||
Initial Cost | ||||
Land | 3,600 | |||
Building & Improvements | 20,366 | |||
Cost Capitalized Subsequent to Acquisition | 4,446 | |||
Total Cost | ||||
Land | 3,600 | |||
Building & Improvements | 24,812 | |||
Total | 28,412 | |||
Accumulated Depreciation | (7,516) | |||
Total Cost Net of Accumulated Depreciation | 20,896 | |||
Mortgage Debt | 0 | |||
Tucson, AZ | Embassy Suites | ||||
Initial Cost | ||||
Land | 1,841 | |||
Building & Improvements | 23,958 | |||
Cost Capitalized Subsequent to Acquisition | 0 | |||
Total Cost | ||||
Land | 1,841 | |||
Building & Improvements | 23,958 | |||
Total | 25,799 | |||
Accumulated Depreciation | 0 | |||
Total Cost Net of Accumulated Depreciation | 25,799 | |||
Mortgage Debt | 13,249 | |||
Tucson, AZ | Homewood Suites | ||||
Initial Cost | ||||
Land | 2,570 | |||
Building & Improvements | 22,802 | |||
Cost Capitalized Subsequent to Acquisition | 1,156 | |||
Total Cost | ||||
Land | 2,570 | |||
Building & Improvements | 23,958 | |||
Total | 26,528 | |||
Accumulated Depreciation | (5,419) | |||
Total Cost Net of Accumulated Depreciation | 21,109 | |||
Mortgage Debt | 0 | |||
Waltham, MA | Hilton Garden Inn | ||||
Initial Cost | ||||
Land | 10,644 | |||
Building & Improvements | 21,713 | |||
Cost Capitalized Subsequent to Acquisition | 6,277 | |||
Total Cost | ||||
Land | 10,644 | |||
Building & Improvements | 27,990 | |||
Total | 38,634 | |||
Accumulated Depreciation | (5,787) | |||
Total Cost Net of Accumulated Depreciation | 32,847 | |||
Mortgage Debt | 0 | |||
Watertown, MA | Residence Inn | ||||
Initial Cost | ||||
Land | 25,083 | |||
Building & Improvements | 45,917 | |||
Cost Capitalized Subsequent to Acquisition | 307 | |||
Total Cost | ||||
Land | 25,083 | |||
Building & Improvements | 46,224 | |||
Total | 71,307 | |||
Accumulated Depreciation | (6,530) | |||
Total Cost Net of Accumulated Depreciation | 64,777 | |||
Mortgage Debt | 0 | |||
Land Parcels | Land Parcels | ||||
Initial Cost | ||||
Land | 4,645 | |||
2009 | Portland, OR | Residence Inn | ||||
Initial Cost | ||||
Land | 0 | |||
Building & Improvements | 15,629 | |||
Cost Capitalized Subsequent to Acquisition | 353 | |||
Total Cost | ||||
Land | 0 | |||
Building & Improvements | 15,982 | |||
Total | 15,982 | |||
Accumulated Depreciation | (6,664) | |||
Total Cost Net of Accumulated Depreciation | 9,318 | |||
Mortgage Debt | 15,914 | |||
2019 | Portland, OR | Residence Inn | ||||
Initial Cost | ||||
Land | 12,813 | |||
Building & Improvements | 76,868 | |||
Cost Capitalized Subsequent to Acquisition | 2,458 | |||
Total Cost | ||||
Land | 12,813 | |||
Building & Improvements | 79,326 | |||
Total | 92,139 | |||
Accumulated Depreciation | (9,614) | |||
Total Cost Net of Accumulated Depreciation | 82,525 | |||
Mortgage Debt | $ 0 |
Schedule III - Real Estate an_3
Schedule III - Real Estate and Accumulated Depreciation - Reconciliation of Land, Buildings and Improvements, and Reconciliation of Accumulated Depreciation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
ASSET BASIS | |||
Balance at beginning of period | $ 2,570,768 | $ 2,553,428 | $ 2,406,269 |
Additions to land, buildings and improvements | 80,496 | 19,918 | 336,480 |
Disposition of land, buildings and improvements | (12,715) | (2,578) | (186,800) |
Impairment loss | 0 | 0 | (2,521) |
Balance at end of period | 2,638,549 | 2,570,768 | 2,553,428 |
ACCUMULATED DEPRECIATION | |||
Balance at beginning of period | 490,326 | 383,763 | 351,821 |
Depreciation | 105,462 | 109,159 | 99,013 |
Depreciation on assets sold or disposed | (12,708) | (2,596) | (67,071) |
Balance at end of period | 583,080 | $ 490,326 | $ 383,763 |
Aggregate cost of land, buildings, furniture and equipment for federal income tax purposes | $ 2,448,000 | ||
Hotel buildings and improvements | Minimum | |||
ACCUMULATED DEPRECIATION | |||
Useful lives | 6 years | ||
Hotel buildings and improvements | Maximum | |||
ACCUMULATED DEPRECIATION | |||
Useful lives | 40 years | ||
Furniture and equipment | Minimum | |||
ACCUMULATED DEPRECIATION | |||
Useful lives | 2 years | ||
Furniture and equipment | Maximum | |||
ACCUMULATED DEPRECIATION | |||
Useful lives | 15 years |