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Investment in Affiliates
12 Months Ended
Dec. 31, 2013
Investment in Affiliates

3.

Investments in Affiliates

We own investments in joint ventures that are accounted for under the equity method of accounting. The debt of the Euro JV and Asia/Pacific JV is non-recourse to, and not guaranteed by, us. The debt of the Maui JV and Hyatt Place JV is jointly and severally guaranteed by the partners of the joint ventures. Investments in affiliates consist of the following (in millions):

 

 

 

As of December 31, 2013

 

 

Ownership

 

 

Our

 

 

Our Portion

 

 

 

 

 

 

 

 

 

Interests

 

 

Investment

 

 

of Debt

 

 

Total Debt

 

 

Assets

Euro JV

 

32.1% - 33.4

%

 

$

374

 

 

$

444

 

 

$

1,363

 

 

Nineteen hotels in Europe

Asia/Pacific JV

 

 

25

%

 

 

20

 

 

 

10

 

 

 

39

 

 

One hotel in Australia and a 36% interest in two operating hotels and five hotels under development in India

Maui JV

 

 

67

%

 

 

16

 

 

 

34

 

 

 

50

 

 

131-unit vacation ownership project in Maui, Hawaii

Hyatt Place JV

 

 

50

%

 

 

5

 

 

 

12

 

 

 

24

 

 

One hotel in Nashville, Tennessee

Total

 

 

 

 

 

$

415

 

 

$

500

 

 

$

1,476

 

 

 

 

 

 

As of December 31, 2012

 

 

Ownership

 

 

Our

 

 

Our Portion

 

 

 

 

 

 

 

 

 

Interests

 

 

Investment

 

 

of Debt

 

 

Total Debt

 

 

Assets

Euro JV

 

32.1% - 33.4

%

 

$

305

 

 

$

443

 

 

$

1,360

 

 

Nineteen hotels in Europe

Asia/Pacific JV

 

 

25

%

 

 

22

 

 

 

11

 

 

 

44

 

 

One hotel in Australia and a 36% interest in two operating hotels and five hotels under development in India

Maui JV

 

 

67

%

 

 

15

 

 

 

7

 

 

 

10

 

 

131-unit vacation ownership project in Maui, Hawaii

Hyatt Place JV

 

 

50

%

 

 

5

 

 

 

 

 

 

 

 

One hotel under development in Nashville, Tennessee

Total

 

 

 

 

 

$

347

 

 

$

461

 

 

$

1,414

 

 

 

 

 

European Joint Venture

We own general and limited partner interests in the Euro JV that consists of two separate funds, with the other partners thereof including APG Strategic Real Estate Pool NV, an affiliate of a Dutch Pension Fund, and Jasmine Hotels Pte Ltd, an affiliate of the real estate investment company of the Government of Singapore Investment Corporation Pte Ltd (“GIC RE”). We have a combined 32.1% ownership interest of Euro JV Fund I and a combined 33.4% interest of Euro JV Fund II. We do not consolidate the Euro JV due to the ownership structure and substantive participating rights of the non-Host limited partners, including approval over financing, acquisitions and dispositions, and annual operating and capital expenditures budgets. The joint venture agreement expires in 2021, subject to two one-year extensions. As of December 31, 2013, the total assets of the Euro JV are approximately €1.9 billion ($2.6 billion). As asset manager of the Euro JV funds, we earn asset management fees based on the amount of equity commitments and equity invested, which in 2013, 2012 and 2011 were approximately $15 million, $13 million and $11 million, respectively.

As of December 31, 2013, the partners have funded approximately €631 million, or 91%, of the total equity commitment for Euro JV Fund I and €369 million, or 82%, of the total equity commitment for Euro JV Fund II. On April 17, 2013 and June 25, 2013, the Euro JV partners executed amendments of the Euro JV partnership agreement in order to provide the funds necessary for a €95 million principal reduction associated with the refinancing of a mortgage loan secured by a portfolio of six properties, as well as to provide funds for general joint venture purposes, to extend the commitment period of Euro JV Fund I to December 2015 and to extend the commitment period of Euro JV Fund II by one year to June 2014 through the exercise of the extension option. The partners expect to utilize the remaining equity commitment for Euro JV Fund I for capital expenditures and financing needs.

On August 29, 2013, Euro JV Fund II acquired the 465-room Sheraton Stockholm Hotel in Sweden, for approximately €102 million ($135 million). In connection with the acquisition, the Euro JV entered into a €61 million ($81 million) mortgage loan with an interest rate of 5.67% that matures in 2018. We contributed approximately €14 million ($19 million) to the Euro JV in connection with this acquisition, funded through a draw on our credit facility.    

On October 22, 2013, Euro JV Fund II sold the Courtyard Paris La Defense West – Colombes for €19 million ($26 million) plus certain customary closing adjustments and recognized a gain of approximately €1.7 million ($2.3 million). In connection with the sale, the Euro JV repaid the associated €10.4 million ($14.4 million) mortgage.  

The Euro JV has €989 million ($1,363 million) of mortgage debt, including debt incurred in its recent acquisitions, all of which is non-recourse to us. A default of the Euro JV mortgage debt does not trigger a default under any of our debt. On June 20, 2013, the Euro JV refinanced a mortgage loan secured by six properties, extending the maturity date to 2016, with a one year extension option subject to meeting certain conditions. The loan has a fixed and floating rate component with an initial interest rate of 4.5%. In connection with the refinancing, the joint venture reduced the outstanding principal amount of the mortgage loan from €337 million ($446 million) to €242 million ($320 million). We funded our portion of the principal reduction, as well as certain closing costs and other funding requirements, through a €37 million ($48 million) draw on our credit facility.

We have entered into five foreign currency forward sale contracts in order to hedge the foreign currency exposure resulting from the eventual repatriation of our net investment in the Euro JV. The forward purchases will occur between May 2014 and January 2016. We have hedged €194 million (approximately $265 million) of our investment through these contracts and designated draws under our credit facility in Euros. See Note 12 – “Fair Value Measurement” for further information.   

Our unconsolidated investees assess impairment of real estate properties based on whether estimated undiscounted future cash flows from each individual property are less than its carrying value. If a property is impaired, an expense is recorded for the difference between the fair value and the carrying value of the hotel. In 2013, we recognized an expense of approximately $15 million reflecting our share of the impairment of one such property in equity in earnings (losses) of affiliates.

Asia/Pacific Joint Venture

We own a 25% general and limited partner interest in the Asia/Pacific JV, with the other partner thereof including RECO Hotels JV Private Limited, an affiliate of GIC RE. The Asia/Pacific JV may be terminated after a period of seven years, which occurs in March of 2015. Due to the ownership structure and the substantive participating rights of the non-Host limited partner, including approval over financing, acquisitions and dispositions, and annual operating and capital expenditure budgets, the Asia/Pacific JV is not consolidated in our financial statements. The commitment period for the equity contributions to the joint venture expired in March of 2012. As a result, unanimous approval of the joint-holding companies is necessary to fund additional acquisitions. Certain funding commitments remain, however, related to existing investments.

As of December 31, 2013, the Asia/Pacific JV partners have invested approximately $73 million (of which our share was $18 million) in a joint venture in India with Accor S.A. and InterGlobe Enterprises Limited, in which the Asia/Pacific JV holds a 36% interest. This joint venture owns two hotels in Bangalore and is developing five properties in Chennai and Delhi. The hotels will be managed by Accor under the Pullman, ibis and Novotel brands.  

Other Investments

Maui Joint Venture. On November 9, 2012, we entered into a joint venture with an affiliate of Hyatt Residential Group (the “Maui JV”) to develop, sell and operate a 131-unit vacation ownership project in Maui, Hawaii adjacent to our Hyatt Regency Maui Resort & Spa. We have a 67% ownership interest in the Maui JV, which is a non-controlling interest as a result of the significant economic rights held by the Hyatt member, which also is the managing member. The development costs are being funded with a $110 million construction loan and member contributions. As of December 31, 2013, $50.5 million has been drawn on the construction loan. The construction loan is jointly and severally guaranteed by both partners and matures in December 2015. As of December 31, 2013, we have contributed land valued at $36 million, approximately $8 million in pre-formation expenditures and additional capital contributions of $3 million. As of December 31, 2013, the book value of our investment in the Maui JV is $16 million, which represents our portion of the historical cost basis of the land plus the pre-formation expenditures and subsequent contributions.

Hyatt Place Joint Venture. In May 2012, we entered into a 50/50 joint venture agreement with White Lodging Services to develop the 255-room Hyatt Place Nashville Downtown in Tennessee for approximately $43 million, including the purchase of the land. The hotel opened in November 2013. The joint venture has a $34.8 million construction loan for this project, and as of December 31, 2013, $23.6 million was drawn on this facility. Along with White Lodging Services, we have jointly and severally guaranteed the payment of the loan. The loan matures in May 2015. If the joint venture fails to perform on the loan, White Lodging Services and we are jointly and severally liable for the outstanding loan. As of December 31, 2013 we have invested cash of approximately $6 million for our investment in the joint venture. Due to the significant control rights of our partner, we do not consolidate the joint venture in our financial statements.

Combined Financial Information of Unconsolidated Investees

Combined summarized balance sheet information for our affiliates is as follows (in millions):

 

 

 

As of December 31,

 

 

 

2013

 

 

2012

 

Property and equipment, net

 

$

2,480

 

 

$

2,289

 

Other assets

 

 

376

 

 

 

312

 

Total assets

 

$

2,856

 

 

$

2,601

 

Debt

 

$

1,476

 

 

$

1,414

 

Other liabilities

 

 

135

 

 

 

164

 

Equity

 

 

1,245

 

 

 

1,023

 

Total liabilities and equity

 

$

2,856

 

 

$

2,601

 

 

 

 

 

 

 

 

 

 

 

 

Combined summarized operating results for our affiliates is as follows (in millions):

 

 

 

Year ended December 31,

 

 

 

2013

 

 

2012

 

 

2011

 

Total revenues

 

$

617

 

 

$

428

 

 

$

381

 

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

Expenses

 

 

(473

)

 

 

(346

)

 

 

(294

)

Depreciation and amortization

 

 

(112

)

 

 

(56

)

 

 

(46

)

Operating profit

 

 

32

 

 

 

26

 

 

 

41

 

Interest expense

 

 

(59

)

 

 

(43

)

 

 

(43

)

Gain on disposition

 

 

2

 

 

 

 

 

 

 

Net loss

 

$

(25

)

 

$

(17

)

 

$

(2

)