UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (date of earliest event reported): May 7, 2015
ASHFORD HOSPITALITY TRUST, INC.
(Exact name of registrant as specified in its charter)
Maryland |
|
001-31775 |
|
86-1062192 |
(State or other jurisdiction of |
|
(Commission |
|
(IRS employer |
14185 Dallas Parkway, Suite 1100 |
|
|
Dallas, Texas |
|
75254 |
(Address of principal executive offices) |
|
(Zip code) |
Registrants telephone number, including area code (972) 490-9600
Check the appropriated box if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14-a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On May 7, 2015, Ashford Hospitality Trust, Inc. (the Company) issued a press release announcing its financial results for the first quarter ended March 31, 2015. A copy of the press release is attached hereto as Exhibit 99.1.
The information in this Form 8-K and Exhibits attached hereto shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
Exhibit Number |
|
Description |
|
|
|
99.1 |
|
First Quarter 2015 Earnings Press Release of the Company, dated May 7, 2015. |
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: May 7, 2015
|
ASHFORD HOSPITALITY TRUST, INC. | |
|
| |
|
By: |
/s/ Deric S. Eubanks |
|
Deric S. Eubanks | |
|
Chief Financial Officer |
Exhibit 99.1
NEWS RELEASE
|
Contact: |
Deric Eubanks |
Elise Chittick |
Scott Eckstein |
|
Chief Financial Officer |
Investor Relations |
Financial Relations Board |
|
(972) 490-9600 |
(972) 778-9487 |
(212) 827-3766 |
ASHFORD TRUST REPORTS FIRST QUARTER 2015 RESULTS
8.5% RevPAR Increase for All Hotels for the First Quarter
Hotel EBITDA Margin Increase of 163 basis points for All Hotels
Adjusted EBITDA Increased 12.3%
Adjusted Funds From Operations per Share Increased 20%
Completes Buyout of Remaining JV Interest in Highland Portfolio
DALLAS, May 7, 2015 Ashford Hospitality Trust, Inc. (NYSE: AHT) (the Company or Ashford Trust) today reported financial results and performance measures for the first quarter ended March 31, 2015. The performance measurements for Occupancy, Average Daily Rate (ADR), Revenue Per Available Room (RevPAR), and Hotel Operating Profit (or Hotel EBITDA) are pro forma. Unless otherwise stated, all reported results compare the first quarter ended March 31, 2015, with the first quarter ended March 31, 2014 (see discussion below). The reconciliation of non-GAAP financial measures is included in the financial tables accompanying this press release.
FINANCIAL AND OPERATING HIGHLIGHTS
· RevPAR for all Ashford Trust hotels increased 8.5% during the quarter
· RevPAR for all Ashford Trust hotels not under renovation increased 9.9% during the quarter
· Hotel EBITDA increased 12.7% for all hotels
· Hotel EBITDA Margin increased 163 basis points for all hotels
· Hotel EBITDA flow-through was 55% for all hotels
· Adjusted EBITDA increased $9.8 million or 12.3%
· Net income attributable to common stockholders for the Company was $313.0 million, or $3.12 per diluted share, compared with net loss attributable to common stockholders of $10.9 million, or $0.13 per diluted share, in the prior-year quarter
· Adjusted funds from operations (AFFO) for the Company was $0.30 per diluted share for the quarter as compared with $0.25 from the prior-year quarter representing an increase of 20%
· On January 5, 2015, the Company announced it had refinanced two mortgage loans with an outstanding balance of approximately $354 million with new loans totaling $478 million resulting in over $100 million of excess proceeds after closing costs and reserves
· On January 30, 2015, the Company announced it had priced a follow-on public offering of 9,500,000 shares of common stock at $10.65 per share. The underwriter subsequently exercised its option in part and purchased an additional 1,029,450 shares from the Company. In total, the Company issued 10,529,450 shares of common stock at $10.65 per share for net proceeds of $111.1 million.
· On February 9, 2015, the Company announced it had closed on the acquisition of the 168-room Lakeway Resort & Spa in Austin, TX for total consideration of $33.5 million ($199,000 per key)
· Subsequent to quarter end, on April 17, 2015, the Company closed a $25.1 million mortgage loan for the property
-MORE-
AHT Reports First Quarter Results
May 7, 2015
· On February 26, 2015, the Company announced it had closed on the acquisition of the 232-room Marriott Memphis East hotel for total consideration of $43.5 million ($187,500 per key)
· The Company closed a $33.3 million mortgage loan for the property on March 25, 2015
· On March 9, 2015, the Company announced it had completed the acquisition of the remaining 28.26% ownership interest in the Highland Hospitality Portfolio from its joint venture partner, a value add fund managed by Prudential Real Estate Investors
· In connection with the transaction, the Company refinanced 24 of the 28 hotels in the Highland Portfolio with a new $1.07 billion non-recourse mortgage loan
· On March 11, 2015, the Company completed the sale of the 112-room Hampton Inn Terre Haute in Terre Haute, IN for $7.9 million ($70,500 per key)
· Subsequent to the end of the quarter, on April 29, 2015, the Company closed on the acquisition of the 124-room Hampton Inn & Suites in Gainesville, FL for total consideration of $25.3 million ($204,000 per key)
CAPITAL EXPENDITURES
· Capex invested in the quarter was $35.3 million
CAPITAL STRUCTURE
At March 31, 2015, the Company had total assets of $4.8 billion in continuing operations including the Highland Hospitality Portfolio which is now consolidated. As of March 31, 2015, the Company had $3.4 billion of mortgage debt in continuing operations. Ashford Trusts total combined debt had a blended average interest rate of 4.99%.
On January 5, 2015, the Company announced it had refinanced two mortgage loans with an existing outstanding balance of approximately $354 million. The two previous mortgage loans that were refinanced include: a $211 million Goldman Sachs Floater loan with a final maturity date in November 2017; and a $143 million Merrill Lynch 1 loan with a final maturity date in July 2015. The new loans total $478 million and resulted in excess net proceeds of over $100 million after closing costs and reserves.
On January 30, 2015, the Company announced it had priced a follow-on public offering of 9,500,000 shares of common stock at $10.65 per share. Settlement of the offering occurred on February 4, 2015, generating total net proceeds of $100.2 million. The underwriter subsequently exercised its option in part and purchased an additional 1,029,450 shares from the Company. In total, the Company issued 10,529,450 shares of common stock at $10.65 per share for net proceeds of $111.1 million.
On February 9, 2015, the Company announced it had closed on the acquisition of the 168-room Lakeway Resort & Spa for total consideration of $33.5 million ($199,000 per key), which represents an estimated forward 12-month cap rate of 8.7% on net operating income and an estimated 9.5x forward EBITDA multiple. Subsequent to the acquisitions completion, on April 17, 2015, the Company closed a $25.1 million mortgage loan on the property. The new loan is interest only and provides for a floating interest rate of LIBOR + 5.10%.
On February 26, 2015, the Company announced it had closed on the acquisition of the 232-room Marriott Memphis East hotel for total consideration of $43.5 million ($187,500 per key), which represents an estimated forward 12-month cap rate of 8.6% on net operating income and an estimated 10.3x forward EBITDA multiple. Subsequent to the acquisitions completion, on March 25, 2015, the Company closed a $33.3 million mortgage loan on the property. The new loan is interest only and provides for a floating interest rate of LIBOR + 4.95%.
On March 9, 2015, the Company announced it had completed the acquisition of the remaining 28.26% ownership interest in the Highland Hospitality Portfolio from its joint venture partner, a value add fund managed by Prudential Real Estate
-MORE-
AHT Reports First Quarter Results
May 7, 2015
Investors, for a purchase price of $250.1 million (total transaction value of $1.735 billion or $215,000 per key) which was paid in cash and funded by the concurrent refinancing of 24 hotels in the portfolio as well as proceeds from the Companys recent equity offering. The 28-hotel Highland Hospitality Portfolio includes 19 full-service hotels and 9 select-service hotels with a concentration in major brands such as Hilton, Marriott, Hyatt and Starwood. The new $1.07 billion non-recourse mortgage loan on the 24 hotels in the portfolio is interest only and provides for a floating interest rate of LIBOR + 4.39%. The financing resulted in excess net proceeds of approximately $200 million after closing costs and reserves including the return to the Company of reserves held by the previous lender.
On March 11, 2015, the Company completed the sale of the 112-room Hampton Inn Terre Haute in Terre Haute, IN for $7.9 million ($70,500 per key). The sale, including anticipated capital expenditures, represented a trailing 12-month cap rate of 7.0% on net operating income and a trailing 14.4x EBITDA multiple.
On April 29, 2015, the Company closed on the acquisition of the 124-room Hampton Inn & Suites in Gainesville, FL for total consideration of $25.3 million ($204,000 per key), which represents an estimated forward 12-month cap rate of 9.1% on net operating income and an estimated 9.9x forward EBITDA multiple.
PORTFOLIO REVPAR
As of March 31, 2015, the Ashford Trust Portfolio consisted of direct hotel investments with 116 properties classified in continuing operations. During the first quarter of 2015, 107 of the Ashford Trust Portfolio hotels included in continuing operations were not under renovation. The Company believes reporting its operating metrics for the Ashford Trust Portfolio hotels in continuing operations on a pro forma total basis (all 116 hotels) and pro forma not under renovation basis (107 hotels) is a measure that reflects a meaningful and focused comparison of the operating results in its portfolio. Details of each category are provided in the tables attached to this release.
· Pro forma RevPAR increased 8.5% to $110.69 for all hotels on a 5.5% increase in ADR and a 2.8% increase in occupancy
· Pro forma RevPAR increased 9.9% to $111.77 for hotels not under renovation on a 5.9% increase in ADR and a 3.8% increase in occupancy
HOTEL EBITDA MARGINS AND QUARTERLY SEASONALITY TRENDS
The Company believes year-over-year Hotel EBITDA and Hotel EBITDA Margin comparisons are more meaningful to gauge the performance of the Companys hotels than sequential quarter-over-quarter comparisons. Given the substantial seasonality in the Companys portfolio and its active capital recycling, to help investors better understand this seasonality, the Company provides quarterly detail on its Hotel EBITDA and Hotel EBITDA Margin for the current and certain prior-year periods based upon the number of hotels in the Ashford Trust Portfolio as of the end of the current period. As the Companys portfolio mix changes from time to time so will the seasonality for Pro forma Hotel EBITDA and Pro forma Hotel EBITDA Margin. The details of the quarterly calculations for the previous four quarters for the 116 Ashford Trust hotels are provided in the table attached to this release.
ASHFORD HOSPITALITY SELECT
On January 29, 2015, the Company announced a plan to form Ashford Hospitality Select (Ashford Select), a new privately-held company dedicated to investing primarily in premium-branded select-service hotels, including extended stay hotels in the U.S. Ashford Select will be advised by Ashford Inc. Upon the launch of this platform, Ashford Trusts investment strategy will be revised to focus on full-service, premium-branded upscale, and upper-upscale hotels primarily located in major markets with RevPAR less than twice the national average. Management is currently speaking with potential capital partners about this strategy and will either have Ashford Trust pursue the strategy itself and distribute the Ashford Select platform when it has reached
-MORE-
AHT Reports First Quarter Results
May 7, 2015
scale, or Ashford Trust will team up with a capital source to purchase select-service assets and then distribute the Ashford Select platform.
COMMON STOCK DIVIDEND
On March 13, 2015, the Company announced that its Board of Directors had declared a quarterly cash dividend of $0.12 per diluted share for the Companys common stock for the first quarter ending March 31, 2015, payable on April 15, 2015, to shareholders of record as of March 31, 2015.
The first quarter of 2015 was another period of solid RevPAR and EBITDA growth for Ashford Trust driven largely by the continued success of our robust revenue initiatives. With the revenue initiatives solidly in place and the positive industry fundamentals we are experiencing, we expect to be able to continue to drive solid results from these assets, commented Monty J. Bennett, Ashford Trusts Chairman and Chief Executive Officer. Our management team remains very active in the market and took advantage of opportunities to complete several strategic acquisitions as well as over $1.6 billion of financings during the quarter. We will continue to seek and pursue these types of opportunities to capitalize on favorable market dynamics to accretively add value to our portfolio.
INVESTOR CONFERENCE CALL AND SIMULCAST
Ashford Hospitality Trust, Inc. will conduct a conference call on Friday, May 8, 2015, at 11:00 a.m. ET. The number to call for this interactive teleconference is (719) 325-2464. A replay of the conference call will be available through Friday, May 15, 2015, by dialing (719) 457-0820 and entering the confirmation number, 6009183.
The Company will also provide an online simulcast and rebroadcast of its first quarter 2015 earnings release conference call. The live broadcast of Ashford Hospitality Trusts quarterly conference call will be available online at the Companys web site, www.ahtreit.com on Friday, May 8, 2015, beginning at 11:00 a.m. ET. The online replay will follow shortly after the call and continue for approximately one year.
Substantially all of our non-current assets consist of real estate investments and debt investments secured by real estate. Historical cost accounting for real estate assets implicitly assumes that the value of real estate assets diminishes predictably over time. Since real estate values instead have historically risen or fallen with market conditions, most industry investors consider supplemental measures of performance, which are not measures of operating performance under GAAP, to assist in evaluating a real estate companys operations. These supplemental measures include FFO, AFFO, EBITDA, and Hotel Operating Profit. FFO is computed in accordance with our interpretation of standards established by NAREIT, which may not be comparable to FFO reported by other REITs that do not define the term in accordance with the current NAREIT definition or that interpret the NAREIT definition differently than us. Neither FFO, AFFO, EBITDA, nor Hotel Operating Profit represents cash generated from operating activities as determined by GAAP and should not be considered as an alternative to a) GAAP net income (loss) as an indication of our financial performance or b) GAAP cash flows from operating activities as a measure of our liquidity, nor are such measures indicative of funds available to satisfy our cash needs, including our ability to make cash distributions. However, management believes FFO, AFFO, EBITDA, and Hotel Operating Profit to be meaningful measures of a REITs performance and should be considered along with, but not as an alternative to, net income and cash flow as a measure of our operating performance.
* * * * *
Ashford Hospitality Trust is a real estate investment trust (REIT) focused on investing opportunistically in the hospitality industry across all segments and at all levels of the capital structure primarily within the United States.
Follow Chairman and CEO Monty Bennett on Twitter at www.twitter.com/MBennettAshford or
-MORE-
AHT Reports First Quarter Results
May 7, 2015
@MBennettAshford.
Ashford has created an Ashford App for the hospitality REIT investor community. The Ashford App is available for free download at Apples App Store and the Google Play Store by searching Ashford.
Certain statements and assumptions in this press release contain or are based upon forward-looking information and are being made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties. When we use the words will likely result, may, anticipate, estimate, should, expect, believe, intend, or similar expressions, we intend to identify forward-looking statements. Such statements are subject to numerous assumptions and uncertainties, many of which are outside Ashford Trusts control.
These forward-looking statements are subject to known and unknown risks and uncertainties, which could cause actual results to differ materially from those anticipated, including, without limitation: general volatility of the capital markets and the market price of our common stock; changes in our business or investment strategy; availability, terms and deployment of capital; availability of qualified personnel; changes in our industry and the market in which we operate, interest rates or the general economy; the degree and nature of our competition; and the satisfaction of conditions to, or the completion of, the proposed launch of Ashford Select. These and other risk factors are more fully discussed in Ashford Trusts filings with the Securities and Exchange Commission. EBITDA is defined as net income before interest, taxes, depreciation and amortization. EBITDA yield is defined as trailing twelve month EBITDA divided by the purchase price. A capitalization rate is determined by dividing the propertys annual net operating income by the purchase price. Net operating income is the propertys funds from operations minus a capital expense reserve of either 4% or 5% of gross revenues. Hotel EBITDA flow-through is the change in Hotel EBITDA divided by the change in total revenues. Hotel EBITDA Margin is Hotel EBITDA divided by total revenues. Funds from operations (FFO), as defined by the White Paper on FFO approved by the Board of Governors of the National Association of Real Estate Investment Trusts (NAREIT) in April 2002, represents net income (loss) computed in accordance with generally accepted accounting principles (GAAP), excluding gains (or losses) from sales of properties and extraordinary items as defined by GAAP, plus depreciation and amortization of real estate assets, and net of adjustments for the portion of these items related to unconsolidated entities and joint ventures.
The forward-looking statements included in this press release are only made as of the date of this press release. Investors should not place undue reliance on these forward-looking statements. We are not obligated to publicly update or revise any forward-looking statements, whether as a result of new information, future events or circumstances, changes in expectations or otherwise.
-MORE-
ASHFORD HOSPITALITY TRUST, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands, except share amounts)
(unaudited)
|
|
March 31, |
|
December 31, |
| ||
|
|
2015 |
|
2014 |
| ||
|
|
|
|
|
| ||
ASSETS |
|
|
|
|
| ||
Cash and cash equivalents |
|
$ |
355,727 |
|
$ |
215,063 |
|
Marketable securities |
|
72,427 |
|
63,217 |
| ||
Total cash, cash equivalents and marketable securities |
|
428,154 |
|
278,280 |
| ||
Investments in hotel properties, net |
|
3,953,983 |
|
2,128,611 |
| ||
Restricted cash |
|
143,043 |
|
85,830 |
| ||
Accounts receivable, net of allowance of $417 and $241, respectively |
|
52,512 |
|
22,399 |
| ||
Inventories |
|
4,188 |
|
2,104 |
| ||
Note receivable, net of allowance of $7,416 and $7,522, respectively |
|
3,599 |
|
3,553 |
| ||
Investment in Highland JV |
|
|
|
144,784 |
| ||
Investment in Ashford Prime |
|
54,613 |
|
54,907 |
| ||
Investment in Ashford Inc. |
|
4,358 |
|
7,099 |
| ||
Deferred costs, net |
|
36,514 |
|
12,588 |
| ||
Prepaid expenses |
|
22,757 |
|
7,017 |
| ||
Derivative assets, net |
|
917 |
|
182 |
| ||
Other assets |
|
7,969 |
|
17,116 |
| ||
Intangible assets, net |
|
15,045 |
|
|
| ||
Due from Ashford Prime, net |
|
335 |
|
896 |
| ||
Due from affiliates |
|
|
|
3,473 |
| ||
Due from related party, net |
|
1,922 |
|
|
| ||
Due from third-party hotel managers |
|
39,047 |
|
12,241 |
| ||
Total assets |
|
$ |
4,768,956 |
|
$ |
2,781,080 |
|
|
|
|
|
|
| ||
LIABILITIES AND EQUITY |
|
|
|
|
| ||
Liabilities: |
|
|
|
|
| ||
Indebtedness |
|
$ |
3,387,623 |
|
$ |
1,954,103 |
|
Accounts payable and accrued expenses |
|
131,890 |
|
71,118 |
| ||
Dividends payable |
|
23,346 |
|
21,889 |
| ||
Unfavorable management contract liabilities |
|
4,836 |
|
5,330 |
| ||
Due to Ashford Inc., net |
|
9,120 |
|
8,202 |
| ||
Due to related party, net |
|
|
|
1,867 |
| ||
Due to third-party hotel managers |
|
1,529 |
|
1,640 |
| ||
Intangible liabilities, net |
|
27,262 |
|
|
| ||
Liabilities associated with marketable securities and other |
|
12,771 |
|
6,201 |
| ||
Other liabilities |
|
6,923 |
|
1,233 |
| ||
Total liabilities |
|
3,605,300 |
|
2,071,583 |
| ||
|
|
|
|
|
| ||
Redeemable noncontrolling interests in operating partnership |
|
165,590 |
|
177,064 |
| ||
|
|
|
|
|
| ||
Equity: |
|
|
|
|
| ||
Preferred stock, $0.01 par value, 50,000,000 shares authorized: |
|
|
|
|
| ||
Series A Cumulative Preferred Stock, 1,657,206 shares issued and outstanding at March 31, 2015 and December 31, 2014 |
|
17 |
|
17 |
| ||
Series D Cumulative Preferred Stock, 9,468,706 shares issued and outstanding at March 31, 2015 and December 31, 2014 |
|
95 |
|
95 |
| ||
Series E Cumulative Preferred Stock, 4,630,000 shares issued and outstanding at March 31, 2015 and December 31, 2014 |
|
46 |
|
46 |
| ||
Common stock, $0.01 par value, 200,000,000 shares authorized, 124,896,765 shares issued, 101,078,531 and 89,439,624 shares outstanding at March 31, 2015 and December 31, 2014, respectively |
|
1,249 |
|
1,249 |
| ||
Additional paid-in capital |
|
1,801,656 |
|
1,706,274 |
| ||
Accumulated deficit |
|
(696,787 |
) |
(1,050,323 |
) | ||
Treasury stock, at cost, 23,818,234 and 35,457,141 shares at March 31, 2015 and December 31, 2014, respectively |
|
(108,985 |
) |
(125,725 |
) | ||
Total stockholders equity of the Company |
|
997,291 |
|
531,633 |
| ||
Noncontrolling interest in consolidated entities |
|
775 |
|
800 |
| ||
Total equity |
|
998,066 |
|
532,433 |
| ||
Total liabilities and equity |
|
$ |
4,768,956 |
|
$ |
2,781,080 |
|
- MORE -
ASHFORD HOSPITALITY TRUST, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)
(unaudited)
|
|
Three Months Ended |
| ||||
|
|
March 31, |
| ||||
|
|
2015 |
|
2014 |
| ||
|
|
|
|
|
| ||
REVENUE |
|
|
|
|
| ||
Rooms |
|
$ |
200,990 |
|
$ |
156,997 |
|
Food and beverage |
|
39,553 |
|
28,239 |
| ||
Other |
|
8,832 |
|
6,366 |
| ||
Total hotel revenue |
|
249,375 |
|
191,602 |
| ||
Advisory services revenue |
|
|
|
2,194 |
| ||
Other |
|
860 |
|
1,065 |
| ||
Total revenue |
|
250,235 |
|
194,861 |
| ||
|
|
|
|
|
| ||
EXPENSES |
|
|
|
|
| ||
Hotel operating expenses |
|
|
|
|
| ||
Rooms |
|
43,153 |
|
34,754 |
| ||
Food and beverage |
|
26,280 |
|
19,323 |
| ||
Other expenses |
|
74,782 |
|
58,274 |
| ||
Management fees |
|
9,657 |
|
7,742 |
| ||
Total hotel operating expenses |
|
153,872 |
|
120,093 |
| ||
Property taxes, insurance and other |
|
11,594 |
|
9,589 |
| ||
Depreciation and amortization |
|
37,864 |
|
26,152 |
| ||
Impairment charges |
|
(106 |
) |
(101 |
) | ||
Transaction costs |
|
499 |
|
|
| ||
Advisory services fee: |
|
|
|
|
| ||
Base advisory fee |
|
8,011 |
|
|
| ||
Advisory service fee - other services |
|
1,385 |
|
|
| ||
Non-cash stock/unit-based compensation |
|
171 |
|
|
| ||
Corporate, general and administrative: |
|
|
|
|
| ||
Non-cash stock/unit-based compensation |
|
|
|
4,488 |
| ||
Other general and administrative |
|
4,840 |
|
8,247 |
| ||
Total operating expenses |
|
218,130 |
|
168,468 |
| ||
OPERATING INCOME |
|
32,105 |
|
26,393 |
| ||
Equity in loss of unconsolidated entities |
|
(6,622 |
) |
(3,498 |
) | ||
Interest income |
|
16 |
|
6 |
| ||
Gain on acquisition of Highland JV |
|
381,835 |
|
|
| ||
Other income |
|
4,330 |
|
1,277 |
| ||
Interest expense |
|
(31,629 |
) |
(26,462 |
) | ||
Amortization of premiums and loan costs |
|
(3,006 |
) |
(1,913 |
) | ||
Write-off of loan costs and exit fees |
|
(4,767 |
) |
(2,028 |
) | ||
Unrealized gain (loss) on marketable securities |
|
(1,802 |
) |
1 |
| ||
Unrealized loss on derivatives |
|
(1,698 |
) |
(347 |
) | ||
INCOME (LOSS) FROM CONTINUING OPERATIONS BEFORE INCOME TAXES |
|
368,762 |
|
(6,571 |
) | ||
Income tax expense |
|
(825 |
) |
(216 |
) | ||
INCOME (LOSS) FROM CONTINUING OPERATIONS |
|
367,937 |
|
(6,787 |
) | ||
Income from discontinued operations |
|
|
|
4 |
| ||
Gain (loss) on sale of hotel properties, net of tax |
|
(1,130 |
) |
3,491 |
| ||
NET INCOME (LOSS) |
|
366,807 |
|
(3,292 |
) | ||
Loss from consolidated entities attributable to noncontrolling interest |
|
25 |
|
27 |
| ||
Net (income) loss attributable to redeemable noncontrolling interests in operating partnership |
|
(45,336 |
) |
877 |
| ||
NET INCOME (LOSS) ATTRIBUTABLE TO THE COMPANY |
|
321,496 |
|
(2,388 |
) | ||
Preferred dividends |
|
(8,490 |
) |
(8,490 |
) | ||
NET INCOME (LOSS) ATTRIBUTABLE TO COMMON STOCKHOLDERS |
|
$ |
313,006 |
|
$ |
(10,878 |
) |
|
|
|
|
|
| ||
INCOME (LOSS) PER SHARE BASIC AND DILUTED |
|
|
|
|
| ||
Basic: |
|
|
|
|
| ||
Income (loss) from continuing operations attributable to common stockholders |
|
$ |
3.25 |
|
$ |
(0.13 |
) |
Income from discontinued operations attributable to common stockholders |
|
|
|
|
| ||
Net income (loss) attributable to common stockholders |
|
$ |
3.25 |
|
$ |
(0.13 |
) |
Weighted average common shares outstanding basic |
|
95,539 |
|
81,690 |
| ||
|
|
|
|
|
| ||
Diluted: |
|
|
|
|
| ||
Income (loss) from continuing operations attributable to common stockholders |
|
$ |
3.12 |
|
$ |
(0.13 |
) |
Income from discontinued operations attributable to common stockholders |
|
|
|
|
| ||
Net income (loss) attributable to common stockholders |
|
$ |
3.12 |
|
$ |
(0.13 |
) |
Weighted average common shares outstanding diluted |
|
113,912 |
|
81,690 |
| ||
|
|
|
|
|
| ||
Dividends declared per common share: |
|
$ |
0.12 |
|
$ |
0.12 |
|
|
|
|
|
|
| ||
Amounts attributable to common stockholders: |
|
|
|
|
| ||
Net income (loss) attributable to the Company |
|
$ |
321,496 |
|
$ |
(2,391 |
) |
Income from discontinued operations, net of tax |
|
|
|
3 |
| ||
Preferred dividends |
|
(8,490 |
) |
(8,490 |
) | ||
Net income (loss) attributable to common stockholders |
|
$ |
313,006 |
|
$ |
(10,878 |
) |
- MORE -
ASHFORD HOSPITALITY TRUST, INC. AND SUBSIDIARIES
RECONCILIATION OF NET INCOME (LOSS) TO EBITDA AND ADJUSTED EBITDA
(in thousands)
(unaudited)
|
|
Three Months Ended |
| ||||
|
|
March 31, |
| ||||
|
|
2015 |
|
2014 |
| ||
|
|
|
|
|
| ||
Net income (loss) |
|
$ |
366,807 |
|
$ |
(3,292 |
) |
Loss from consolidated entities attributable to noncontrolling interest |
|
25 |
|
27 |
| ||
Net (income) loss attributable to redeemable noncontrolling interests in operating partnership |
|
(45,336 |
) |
877 |
| ||
Net income (loss) attributable to the Company |
|
321,496 |
|
(2,388 |
) | ||
Interest income |
|
(16 |
) |
(6 |
) | ||
Interest expense and amortization of premiums and loan costs |
|
34,606 |
|
28,491 |
| ||
Depreciation and amortization |
|
37,820 |
|
26,191 |
| ||
Income tax expense |
|
825 |
|
228 |
| ||
Net income (loss) attributable to redeemable noncontrolling interests in operating partnership |
|
45,336 |
|
(877 |
) | ||
Equity in loss of unconsolidated entities |
|
6,622 |
|
3,498 |
| ||
Companys portion of EBITDA of Ashford Inc. |
|
(2,278 |
) |
|
| ||
Companys portion of EBITDA of Ashford Prime |
|
2,910 |
|
2,534 |
| ||
Companys portion of EBITDA of Highland JV |
|
11,982 |
|
20,575 |
| ||
EBITDA |
|
459,303 |
|
78,246 |
| ||
Amortization of unfavorable management contract liabilities |
|
(494 |
) |
(494 |
) | ||
Impairment charges |
|
(106 |
) |
(101 |
) | ||
Gain on sale of hotel properties |
|
(380,705 |
) |
(3,503 |
) | ||
Write-off of loan costs and exit fees |
|
4,767 |
|
2,028 |
| ||
Other income (1) |
|
(4,330 |
) |
(1,277 |
) | ||
Transaction, acquisition and management conversion costs |
|
499 |
|
|
| ||
Transaction costs related to spin-offs |
|
3,425 |
|
|
| ||
Legal judgment |
|
24 |
|
|
| ||
Unrealized (gain) loss on marketable securities |
|
1,802 |
|
(1 |
) | ||
Unrealized loss on derivatives |
|
1,698 |
|
347 |
| ||
Dead deal costs |
|
55 |
|
|
| ||
Non-cash stock/unit-based compensation |
|
171 |
|
4,488 |
| ||
Companys portion of adjustments to EBITDA of Ashford Inc. |
|
3,324 |
|
|
| ||
Companys portion of adjustments to EBITDA of Ashford Prime |
|
(82 |
) |
314 |
| ||
Companys portion of adjustments to EBITDA of Highland JV |
|
|
|
(506 |
) | ||
Adjusted EBITDA |
|
$ |
89,351 |
|
$ |
79,541 |
|
(1) Other income, primarily consisting of net realized gain/loss on marketable securities in both periods, is excluded from Adjusted EBITDA.
RECONCILIATION OF NET INCOME (LOSS) TO FUNDS FROM OPERATIONS (FFO) AND ADJUSTED FFO
(in thousands, except per share amounts)
(unaudited)
|
|
Three Months Ended |
| ||||
|
|
March 31, |
| ||||
|
|
2015 |
|
2014 |
| ||
|
|
|
|
|
| ||
Net income (loss) |
|
$ |
366,807 |
|
$ |
(3,292 |
) |
Loss from consolidated entities attributable to noncontrolling interest |
|
25 |
|
27 |
| ||
Net (income) loss attributable to redeemable noncontrolling interests in operating partnership |
|
(45,336 |
) |
877 |
| ||
Preferred dividends |
|
(8,490 |
) |
(8,490 |
) | ||
Net income (loss) attributable to common stockholders |
|
313,006 |
|
(10,878 |
) | ||
Depreciation and amortization on real estate |
|
37,820 |
|
26,105 |
| ||
Gain on sale of hotel properties |
|
(380,705 |
) |
(3,503 |
) | ||
Net income (loss) attributable to redeemable noncontrolling interests in operating partnership |
|
45,336 |
|
(877 |
) | ||
Equity in loss of unconsolidated entities |
|
6,622 |
|
3,498 |
| ||
Companys portion of FFO of Ashford Inc. |
|
(2,747 |
) |
|
| ||
Companys portion of FFO of Ashford Prime |
|
1,452 |
|
785 |
| ||
Companys portion of FFO of Highland JV |
|
3,791 |
|
8,851 |
| ||
FFO available to common stockholders |
|
24,575 |
|
23,981 |
| ||
Write-off of loan costs and exit fees |
|
4,767 |
|
2,028 |
| ||
Impairment charges |
|
(106 |
) |
(101 |
) | ||
Other income (1) |
|
(4,330 |
) |
(1,277 |
) | ||
Legal judgment |
|
24 |
|
|
| ||
Transaction, acquisition and management conversion costs |
|
499 |
|
|
| ||
Transaction costs related to spin-offs |
|
3,425 |
|
|
| ||
Unrealized (gain) loss on marketable securities |
|
1,802 |
|
(1 |
) | ||
Unrealized loss on derivatives |
|
1,698 |
|
347 |
| ||
Dead deal costs |
|
55 |
|
|
| ||
Companys portion of adjustments to FFO of Ashford Inc. |
|
1,744 |
|
|
| ||
Companys portion of adjustments to FFO of Ashford Prime |
|
(148 |
) |
321 |
| ||
Companys portion of adjustments to FFO of Highland JV |
|
|
|
(506 |
) | ||
Adjusted FFO available to common stockholders |
|
$ |
34,005 |
|
$ |
24,792 |
|
Adjusted FFO per diluted share available to common stockholders |
|
$ |
0.30 |
|
$ |
0.25 |
|
Weighted average diluted shares |
|
114,344 |
|
101,149 |
|
(1) Other income, primarily consisting of net realized gain/loss on marketable securities in both periods, is excluded from Adjusted FFO.
- MORE -
ASHFORD HOSPITALITY TRUST, INC. AND SUBSIDIARIES
SUMMARY OF INDEBTEDNESS
MARCH 31, 2015
(dollars in thousands)
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
Proforma |
|
Proforma |
| ||||
|
|
|
|
|
|
Fixed-Rate |
|
Floating-Rate |
|
Total |
|
TTM Hotel |
|
TTM EBITDA |
| ||||
Indebtedness |
|
Maturity |
|
Interest Rate |
|
Debt |
|
Debt |
|
Debt |
|
EBITDA |
|
Debt Yield |
| ||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
UBS 2 - 8 hotels |
|
December 2015 |
|
5.70% |
|
$ |
92,203 |
|
$ |
|
|
$ |
92,203 |
|
$ |
12,791 |
|
13.9 |
% |
Merrill 2 - 5 hotels |
|
February 2016 |
|
5.53% |
|
104,692 |
|
|
|
104,692 |
|
19,883 |
|
19.0 |
% | ||||
Merrill 7 - 5 hotels |
|
February 2016 |
|
5.53% |
|
75,207 |
|
|
|
75,207 |
|
13,368 |
|
17.8 |
% | ||||
Morgan Stanley MIP - 5 hotels |
|
February 2016 |
|
LIBOR + 4.75% |
|
|
|
200,000 |
(1) |
200,000 |
|
21,444 |
|
10.7 |
% | ||||
Morgan Stanley Pool A - 7 hotels |
|
August 2016 |
|
LIBOR + 4.35% |
|
|
|
301,000 |
(2) |
301,000 |
|
31,460 |
|
10.5 |
% | ||||
Morgan Stanley Pool B - 5 hotels |
|
August 2016 |
|
LIBOR + 4.38% |
|
|
|
62,900 |
(2) |
62,900 |
|
6,732 |
|
10.7 |
% | ||||
JPM Chase - 1 hotel |
|
August 2016 |
|
LIBOR + 4.20% |
|
|
|
37,500 |
(2) |
37,500 |
|
5,857 |
|
15.6 |
% | ||||
BAML Pool 1 & 2 - 8 hotels |
|
January 2017 |
|
LIBOR + 4.95% |
|
|
|
376,800 |
(3) (4) |
376,800 |
|
40,253 |
|
10.7 |
% | ||||
Cantor Commercial Real Estate - 1 hotel |
|
April 2017 |
|
LIBOR + 4.95% |
|
|
|
33,300 |
(5) |
33,300 |
|
3,953 |
|
11.9 |
% | ||||
Column Financial - 24 hotels |
|
April 2017 |
|
LIBOR + 4.39% |
|
|
|
1,070,560 |
(6) |
1,070,560 |
|
106,093 |
|
9.9 |
% | ||||
Wachovia 1 - 5 hotels |
|
April 2017 |
|
5.95% |
|
111,463 |
|
|
|
111,463 |
|
15,868 |
|
14.2 |
% | ||||
Wachovia 2 - 7 hotels |
|
April 2017 |
|
5.95% |
|
121,940 |
|
|
|
121,940 |
|
15,570 |
|
12.8 |
% | ||||
Wachovia 5 - 5 hotels |
|
April 2017 |
|
5.95% |
|
100,188 |
|
|
|
100,188 |
|
13,563 |
|
13.5 |
% | ||||
Wachovia 6 - 5 hotels |
|
April 2017 |
|
5.95% |
|
152,447 |
|
|
|
152,447 |
|
16,773 |
|
11.0 |
% | ||||
Morgan Stanley Boston Back Bay - 1 hotel |
|
January 2018 |
|
4.38% |
|
99,343 |
|
|
|
99,343 |
|
14,724 |
|
14.8 |
% | ||||
Morgan Stanley Princeton/Nashville - 2 hotels |
|
January 2018 |
|
4.44% |
|
108,646 |
|
|
|
108,646 |
|
23,035 |
|
21.2 |
% | ||||
Omni American Bank - 1 hotel |
|
July 2019 |
|
LIBOR + 3.75% (7) |
|
|
|
5,524 |
|
5,524 |
|
837 |
|
15.2 |
% | ||||
GACC Gateway - 1 hotel |
|
November 2020 |
|
6.26% |
|
99,509 |
|
|
|
99,509 |
|
15,395 |
|
15.5 |
% | ||||
GACC Jacksonville RI - 1 hotel |
|
January 2024 |
|
5.49% |
|
10,636 |
|
|
|
10,636 |
|
1,516 |
|
14.3 |
% | ||||
GACC Manchester RI - 1 hotel |
|
January 2024 |
|
5.49% |
|
7,288 |
|
|
|
7,288 |
|
1,173 |
|
16.1 |
% | ||||
Key Bank Manchester CY - 1 hotel |
|
May 2024 |
|
4.99% |
|
6,819 |
|
|
|
6,819 |
|
933 |
|
13.7 |
% | ||||
Morgan Stanley Pool C1 - 3 hotels |
|
August 2024 |
|
5.20% |
|
67,520 |
|
|
|
67,520 |
|
8,372 |
|
12.4 |
% | ||||
Morgan Stanley Pool C2 - 2 hotels |
|
August 2024 |
|
4.85% |
|
12,500 |
|
|
|
12,500 |
|
1,990 |
|
15.9 |
% | ||||
Morgan Stanley Pool C3 - 3 hotels |
|
August 2024 |
|
4.90% |
|
24,980 |
|
|
|
24,980 |
|
3,120 |
|
12.5 |
% | ||||
BAML Pool 3 - 3 hotels |
|
February 2025 |
|
4.45% |
|
54,813 |
(3) |
|
|
54,813 |
|
8,038 |
|
14.7 |
% | ||||
BAML Pool 4 - 2 hotels |
|
February 2025 |
|
4.45% |
|
24,461 |
(3) |
|
|
24,461 |
|
3,068 |
|
12.5 |
% | ||||
BAML Pool 5 - 2 hotels |
|
February 2025 |
|
4.45% |
|
21,192 |
(3) |
|
|
21,192 |
|
2,835 |
|
13.4 |
% | ||||
Unencumbered hotels |
|
|
|
|
|
|
|
|
|
|
|
3,085 |
|
N/A |
| ||||
|
|
|
|
|
|
$ |
1,295,847 |
|
$ |
2,087,584 |
|
$ |
3,383,431 |
|
$ |
411,729 |
|
12.2 |
% |
Percentage |
|
|
|
|
|
38.3 |
% |
61.7 |
% |
100.0 |
% |
|
|
|
| ||||
Weighted average interest rate |
|
|
|
|
|
5.45 |
% |
4.70 |
% |
4.99 |
% |
|
|
|
|
All indebtedness is non-recourse.
(1) This mortgage loan has three one-year extension options beginning February 2016, subject to satisfaction of certain conditions. The interest rate is subject to a LIBOR floor of 0.20%.
(2) This mortgage loan has three one-year extension options beginning August 2016, subject to satisfaction of certain conditions.
(3) On January 2, 2015, we refinanced our $145.3 million loan due July 2015 and our $211.0 million loan due November 2015 with a $376.8 million loan due January 2017 with an interest rate of LIBOR + 4.95%, a $54.8 million loan due February 2025 with a fixed interest rate of 4.45%, a $24.5 million loan due February 2025 with a fixed interest rate of 4.45%, and a $21.2 million loan due February 2025 with a fixed interest rate of 4.45%.
(4) This mortgage loan has three one-year extension options beginning January 2017, subject to satisfaction of certain conditions.
(5) This mortgage loan has three one-year extension options beginning April 2017, subject to satisfaction of certain conditions.
(6) On March 6, 2015, we refinanced our $907.5 million loan due March 2015 with a $1,070.6 million loan due April 2017 with four one-year extension options. The new loan provides for an interest rate of LIBOR + 4.39%.
(7) The interest rate on this mortgage loan which closed in July 2014 is subject to a LIBOR floor of 0.25% and changes to a 4.00% fixed rate after 18 months.
- MORE -
ASHFORD HOSPITALITY TRUST, INC. AND SUBSIDIARIES
INDEBTEDNESS BY MATURITY ASSUMING EXTENSION OPTIONS ARE EXERCISED
MARCH 31, 2015
(in thousands)
(unaudited)
|
|
2015 |
|
2016 |
|
2017 |
|
2018 |
|
2019 |
|
Thereafter |
|
Total |
| |||||||
UBS 2 - 8 hotels |
|
$ |
90,680 |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
90,680 |
|
Merrill 2 - 5 hotels |
|
|
|
101,741 |
|
|
|
|
|
|
|
|
|
101,741 |
| |||||||
Merrill 7 - 5 hotels |
|
|
|
73,086 |
|
|
|
|
|
|
|
|
|
73,086 |
| |||||||
Wachovia 1 - 5 hotels |
|
|
|
|
|
107,351 |
|
|
|
|
|
|
|
107,351 |
| |||||||
Wachovia 2 - 7 hotels |
|
|
|
|
|
117,441 |
|
|
|
|
|
|
|
117,441 |
| |||||||
Wachovia 5 - 5 hotels |
|
|
|
|
|
96,491 |
|
|
|
|
|
|
|
96,491 |
| |||||||
Wachovia 6 - 5 hotels |
|
|
|
|
|
146,823 |
|
|
|
|
|
|
|
146,823 |
| |||||||
Morgan Stanley Boston Back Bay - 1 hotel |
|
|
|
|
|
|
|
94,226 |
|
|
|
|
|
94,226 |
| |||||||
Morgan Stanley Princeton/Nashville - 2 hotels |
|
|
|
|
|
|
|
103,106 |
|
|
|
|
|
103,106 |
| |||||||
Omni American Bank - 1 hotel |
|
|
|
|
|
|
|
|
|
5,168 |
|
|
|
5,168 |
| |||||||
Morgan Stanley MIP - 5 hotels |
|
|
|
|
|
|
|
|
|
200,000 |
|
|
|
200,000 |
| |||||||
Morgan Stanley Pool A - 7 hotels |
|
|
|
|
|
|
|
|
|
301,000 |
|
|
|
301,000 |
| |||||||
Morgan Stanley Pool B - 5 hotels |
|
|
|
|
|
|
|
|
|
62,900 |
|
|
|
62,900 |
| |||||||
GACC Gateway - 1 hotel |
|
|
|
|
|
|
|
|
|
|
|
89,886 |
|
89,886 |
| |||||||
GACC Jacksonville RI - 1 hotel |
|
|
|
|
|
|
|
|
|
|
|
9,036 |
|
9,036 |
| |||||||
GACC Manchester RI - 1 hotel |
|
|
|
|
|
|
|
|
|
|
|
6,191 |
|
6,191 |
| |||||||
Key Bank Manchester CY - 1 hotel |
|
|
|
|
|
|
|
|
|
|
|
5,671 |
|
5,671 |
| |||||||
Morgan Stanley Pool C - 8 hotels |
|
|
|
|
|
|
|
|
|
|
|
90,889 |
|
90,889 |
| |||||||
JPM Chase - 1 hotel |
|
|
|
|
|
|
|
|
|
|
|
37,500 |
|
37,500 |
| |||||||
BAML Pool 1 & 2 - 8 hotels |
|
|
|
|
|
|
|
|
|
|
|
376,800 |
|
376,800 |
| |||||||
BAML Pool 3 - 3 hotels |
|
|
|
|
|
|
|
|
|
|
|
44,160 |
|
44,160 |
| |||||||
BAML Pool 4 - 2 hotels |
|
|
|
|
|
|
|
|
|
|
|
19,707 |
|
19,707 |
| |||||||
BAML Pool 5 - 2 hotels |
|
|
|
|
|
|
|
|
|
|
|
17,073 |
|
17,073 |
| |||||||
Cantor Commercial Real Estate - 1 hotel |
|
|
|
|
|
|
|
|
|
|
|
33,300 |
|
33,300 |
| |||||||
Column Financial - 24 hotels |
|
|
|
|
|
|
|
|
|
|
|
1,070,560 |
|
1,070,560 |
| |||||||
Principal due in future periods |
|
$ |
90,680 |
|
$ |
174,827 |
|
$ |
468,106 |
|
$ |
197,332 |
|
$ |
569,068 |
|
$ |
1,800,773 |
|
$ |
3,300,786 |
|
Scheduled amortization payments remaining |
|
15,470 |
|
16,714 |
|
15,109 |
|
5,651 |
|
5,920 |
|
23,781 |
|
82,645 |
| |||||||
Total indebtedness |
|
$ |
106,150 |
|
$ |
191,541 |
|
$ |
483,215 |
|
$ |
202,983 |
|
$ |
574,988 |
|
$ |
1,824,554 |
|
$ |
3,383,431 |
|
- MORE -
ASHFORD HOSPITALITY TRUST, INC. AND SUBSIDIARIES
KEY PERFORMANCE INDICATORS - PRO FORMA
(unaudited)
|
|
Three Months Ended |
| ||||||
|
|
March 31, |
| ||||||
|
|
2015 |
|
2014 |
|
% Variance |
| ||
|
|
|
|
|
|
|
| ||
ALL HOTELS: |
|
|
|
|
|
|
| ||
Room revenues (in thousands) |
|
$ |
254,843 |
|
$ |
234,955 |
|
8.46 |
% |
RevPAR |
|
$ |
110.69 |
|
$ |
102.04 |
|
8.48 |
% |
Occupancy |
|
75.09 |
% |
73.06 |
% |
2.78 |
% | ||
ADR |
|
$ |
147.40 |
|
$ |
139.68 |
|
5.53 |
% |
NOTES:
(1) The above pro forma table assumes the 116 hotel properties included in the Companys operations at March 31, 2015 were owned as of the beginning of each of the periods presented.
|
|
Three Months Ended |
| ||||||
|
|
March 31, |
| ||||||
|
|
2015 |
|
2014 |
|
% Variance |
| ||
|
|
|
|
|
|
|
| ||
ALL HOTELS NOT UNDER RENOVATION: |
|
|
|
|
|
|
| ||
Room revenues (in thousands) |
|
$ |
231,922 |
|
$ |
211,091 |
|
9.87 |
% |
RevPAR |
|
$ |
111.77 |
|
$ |
101.72 |
|
9.88 |
% |
Occupancy |
|
76.45 |
% |
73.65 |
% |
3.80 |
% | ||
ADR |
|
$ |
146.20 |
|
$ |
138.12 |
|
5.85 |
% |
NOTES:
(1) The above pro forma table assumes the 107 hotel properties included in the Companys operations at March 31, 2015, but not under renovation for the three months ended March 31, 2015, were owned as of the beginning of each of the periods presented.
(2) Excluded Hotels Under Renovation:
Courtyard Boston Downtown, Crowne Plaza Beverly Hills, Embassy Suites Flagstaff, Hilton Minneapolis, Hilton Parsippany, Hyatt Regency Savannah, Marriott Bridgewater, Sheraton Bucks County, Westin Princeton
- MORE -
ASHFORD HOSPITALITY TRUST, INC. AND SUBSIDIARIES
PRO FORMA HOTEL OPERATING PROFIT MARGIN
(unaudited)
THE FOLLOWING PRO FORMA EBITDA MARGIN TABLE REFLECTS THE 116 HOTELS INCLUDEDIN THE COMPANYS OPERATIONS AS IF THESE HOTELS WERE OWNED AT THEBEGINNING OF THE FIRST COMPARATIVE REPORTING PERIOD.
|
|
116 Trust |
|
|
|
Properties |
|
HOTEL OPERATING PROFIT (HOTEL EBITDA) MARGIN: |
|
|
|
|
|
|
|
1st Quarter 2015 |
|
32.03 |
% |
1st Quarter 2014 |
|
30.40 |
% |
Variance |
|
1.63 |
% |
|
|
|
|
HOTEL OPERATING PROFIT (HOTEL EBITDA) MARGIN VARIANCE BREAKDOWN: |
|
|
|
|
|
|
|
Rooms |
|
0.30 |
% |
Food & Beverage and Other Departmental |
|
0.63 |
% |
Administrative & General |
|
0.20 |
% |
Sales & Marketing |
|
0.13 |
% |
Hospitality |
|
-0.01 |
% |
Repair & Maintenance |
|
0.09 |
% |
Energy |
|
0.25 |
% |
Franchise Fee |
|
-0.02 |
% |
Management Fee |
|
0.00 |
% |
Incentive Management Fee |
|
-0.17 |
% |
Insurance |
|
0.02 |
% |
Property Taxes |
|
0.12 |
% |
Other Taxes |
|
0.01 |
% |
Leases/Other |
|
0.08 |
% |
Total |
|
1.63 |
% |
- MORE -
ASHFORD HOSPITALITY TRUST, INC. AND SUBSIDIARIES
PRO FORMA HOTEL OPERATING PROFIT
(dollars in thousands)
(unaudited)
ALL HOTELS:
|
|
Three Months Ended |
| ||||||
|
|
March 31, |
| ||||||
|
|
2015 |
|
2014 |
|
% Variance |
| ||
REVENUE |
|
|
|
|
|
|
| ||
Rooms |
|
$ |
254,843 |
|
$ |
234,955 |
|
8.5 |
% |
Food and beverage |
|
60,366 |
|
60,084 |
|
0.5 |
% | ||
Other |
|
11,234 |
|
10,074 |
|
11.5 |
% | ||
Total hotel revenue |
|
326,443 |
|
305,113 |
|
7.0 |
% | ||
|
|
|
|
|
|
|
| ||
EXPENSES |
|
|
|
|
|
|
| ||
Rooms |
|
55,318 |
|
52,605 |
|
5.2 |
% | ||
Food and beverage |
|
40,130 |
|
39,718 |
|
1.0 |
% | ||
Other direct |
|
4,981 |
|
4,368 |
|
14.0 |
% | ||
Indirect |
|
91,730 |
|
87,896 |
|
4.4 |
% | ||
Management fees, includes base and incentive fees |
|
13,861 |
|
12,461 |
|
11.2 |
% | ||
Total hotel operating expenses |
|
206,020 |
|
197,048 |
|
4.6 |
% | ||
Property taxes, insurance, and other |
|
15,878 |
|
15,308 |
|
3.7 |
% | ||
HOTEL OPERATING PROFIT (Hotel EBITDA) |
|
104,545 |
|
92,757 |
|
12.7 |
% | ||
Hotel EBITDA Margin |
|
32.03 |
% |
30.40 |
% |
1.63 |
% | ||
|
|
|
|
|
|
|
| ||
Minority interest in earnings of consolidated joint ventures |
|
55 |
|
39 |
|
41.0 |
% | ||
HOTEL OPERATING PROFIT (Hotel EBITDA), excluding minority interest in joint ventures |
|
$ |
104,490 |
|
$ |
92,718 |
|
12.7 |
% |
NOTES:
(1) The above pro forma table assumes the 116 hotel properties included in the Companys operations at March 31, 2015 were owned as of the beginning of each of the periods presented.
ALL HOTELS NOT UNDER RENOVATION:
|
|
Three Months Ended |
| ||||||
|
|
March 31, |
| ||||||
|
|
2015 |
|
2014 |
|
% Variance |
| ||
REVENUE |
|
|
|
|
|
|
| ||
Rooms |
|
$ |
231,922 |
|
$ |
211,091 |
|
9.9 |
% |
Food and beverage |
|
52,429 |
|
50,708 |
|
3.4 |
% | ||
Other |
|
10,079 |
|
8,712 |
|
15.7 |
% | ||
Total hotel revenue |
|
294,430 |
|
270,511 |
|
8.8 |
% | ||
|
|
|
|
|
|
|
| ||
EXPENSES |
|
|
|
|
|
|
| ||
Rooms |
|
50,046 |
|
47,222 |
|
6.0 |
% | ||
Food and beverage |
|
34,685 |
|
33,700 |
|
2.9 |
% | ||
Other direct |
|
4,677 |
|
4,035 |
|
15.9 |
% | ||
Indirect |
|
81,390 |
|
77,509 |
|
5.0 |
% | ||
Management fees, includes base and incentive fees |
|
12,737 |
|
11,135 |
|
14.4 |
% | ||
Total hotel operating expenses |
|
183,535 |
|
173,601 |
|
5.7 |
% | ||
Property taxes, insurance, and other |
|
13,919 |
|
13,481 |
|
3.2 |
% | ||
HOTEL OPERATING PROFIT (Hotel EBITDA) |
|
96,976 |
|
83,429 |
|
16.2 |
% | ||
Hotel EBITDA Margin |
|
32.94 |
% |
30.84 |
% |
2.10 |
% | ||
|
|
|
|
|
|
|
| ||
Minority interest in earnings of consolidated joint ventures |
|
55 |
|
39 |
|
41.0 |
% | ||
HOTEL OPERATING PROFIT (Hotel EBITDA), excluding minority interest in joint ventures |
|
$ |
96,921 |
|
$ |
83,390 |
|
16.2 |
% |
NOTES:
(1) The above pro forma table assumes the 107 hotel properties included in the Companys operations at March 31, 2015, but not under renovation for the three months ended March 31, 2015, were owned as of the beginning of each of the periods presented.
(2) Excluded Hotels Under Renovation: Courtyard Boston Downtown, Crowne Plaza Beverly Hills, Embassy Suites Flagstaff, Hilton Minneapolis, Hilton Parsippany, Hyatt Regency Savannah, Marriott Bridgewater, Sheraton Bucks County, Westin Princeton
- MORE -
ASHFORD HOSPITALITY TRUST, INC. AND SUBSIDIARIES
PRO FORMA HOTEL REVENUE & EBITDA FOR TRAILING TWELVE MONTHS
(dollars in thousands)
(unaudited)
THE FOLLOWING PRO FORMA SEASONALITY TABLE REFLECTS THE 116 HOTELS INCLUDED IN THE COMPANYS OPERATIONS AS IF THESE HOTELS WERE OWNED AT THE BEGINNING OF THE FIRST COMPARATIVE REPORTING PERIOD.
|
|
2015 |
|
2014 |
|
2014 |
|
2014 |
|
|
| |||||
|
|
1st Quarter |
|
4th Quarter |
|
3rd Quarter |
|
2nd Quarter |
|
TTM |
| |||||
|
|
|
|
|
|
|
|
|
|
|
| |||||
Total Hotel Revenue |
|
$ |
326,442 |
|
$ |
305,457 |
|
$ |
323,827 |
|
$ |
340,620 |
|
$ |
1,296,346 |
|
Hotel EBITDA |
|
$ |
104,545 |
|
$ |
90,156 |
|
$ |
100,654 |
|
$ |
115,631 |
|
$ |
410,987 |
|
Hotel EBITDA Margin |
|
32.03 |
% |
29.52 |
% |
31.08 |
% |
33.95 |
% |
31.70 |
% | |||||
|
|
|
|
|
|
|
|
|
|
|
| |||||
EBITDA % of Total TTM |
|
25.4 |
% |
21.9 |
% |
24.5 |
% |
28.1 |
% |
100.0 |
% | |||||
|
|
|
|
|
|
|
|
|
|
|
| |||||
JV Interests in EBITDA |
|
$ |
55 |
|
$ |
74 |
|
$ |
105 |
|
$ |
83 |
|
$ |
316 |
|
- MORE -
ASHFORD HOSPITALITY TRUST, INC. AND SUBSIDIARIES
PRO FORMA HOTEL REVPAR BY MARKET
(unaudited)
|
|
|
|
|
|
Three Months Ended |
| ||||||
|
|
Number of |
|
Number of |
|
March 31, |
| ||||||
Region |
|
Hotels |
|
Rooms |
|
2015 |
|
2014 |
|
% Change |
| ||
|
|
|
|
|
|
|
|
|
|
|
| ||
Atlanta, GA Area |
|
9 |
|
1,693 |
|
$ |
109.06 |
|
$ |
96.21 |
|
13.4 |
% |
Boston, MA Area |
|
2 |
|
705 |
|
$ |
130.95 |
|
$ |
103.16 |
|
26.9 |
% |
Dallas / Ft. Worth Area |
|
7 |
|
1,518 |
|
$ |
114.96 |
|
$ |
105.65 |
|
8.8 |
% |
Houston, TX Area |
|
3 |
|
692 |
|
$ |
112.36 |
|
$ |
111.17 |
|
1.1 |
% |
Los Angeles, CA Metro Area |
|
8 |
|
1,901 |
|
$ |
117.25 |
|
$ |
113.95 |
|
2.9 |
% |
Miami, FL Metro Area |
|
3 |
|
584 |
|
$ |
181.28 |
|
$ |
160.89 |
|
12.7 |
% |
Minneapolis - St. Paul, MN-WI Area |
|
2 |
|
520 |
|
$ |
85.25 |
|
$ |
87.07 |
|
-2.1 |
% |
New York / New Jersey Metro Area |
|
7 |
|
1,887 |
|
$ |
93.66 |
|
$ |
95.40 |
|
-1.8 |
% |
Orlando, FL Area |
|
6 |
|
1,834 |
|
$ |
109.71 |
|
$ |
97.50 |
|
12.5 |
% |
Philadelphia, PA Area |
|
3 |
|
648 |
|
$ |
72.67 |
|
$ |
80.94 |
|
-10.2 |
% |
San Diego, CA Area |
|
2 |
|
410 |
|
$ |
104.70 |
|
$ |
93.59 |
|
11.9 |
% |
San Francisco - Oakland, CA Metro Area |
|
6 |
|
1,368 |
|
$ |
138.49 |
|
$ |
112.77 |
|
22.8 |
% |
Tampa, FL Area |
|
3 |
|
680 |
|
$ |
128.82 |
|
$ |
122.16 |
|
5.5 |
% |
Other Areas |
|
45 |
|
8,673 |
|
$ |
104.62 |
|
$ |
95.83 |
|
9.2 |
% |
|
|
|
|
|
|
|
|
|
|
|
| ||
Total Portfolio |
|
116 |
|
25,579 |
|
$ |
110.69 |
|
$ |
102.04 |
|
8.5 |
% |
NOTES:
(1) The above pro forma table presents the 116 hotel properties included in the Companys operations at March 31, 2015 as if these hotels were owned as of the beginning of each of the periods presented.
ASHFORD HOSPITALITY TRUST, INC. AND SUBSIDIARIES
PRO FORMA HOTEL OPERATING PROFIT (HOTEL EBITDA) BY MARKET
(unaudited)
|
|
|
|
|
|
Three Months Ended |
| ||||||||||
|
|
|
|
|
|
March 31, |
| ||||||||||
Region |
|
Number of |
|
Number of |
|
2015 |
|
% of |
|
2014 |
|
% of |
|
% Change |
| ||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||
Atlanta, GA Area |
|
9 |
|
1,693 |
|
$ |
6,456 |
|
6.2 |
% |
$ |
5,847 |
|
6.3 |
% |
10.4 |
% |
Boston, MA Area |
|
2 |
|
705 |
|
2,514 |
|
2.4 |
% |
1,320 |
|
1.4 |
% |
90.5 |
% | ||
Dallas / Ft. Worth Area |
|
7 |
|
1,518 |
|
7,551 |
|
7.2 |
% |
6,310 |
|
6.8 |
% |
19.7 |
% | ||
Houston, TX Area |
|
3 |
|
692 |
|
3,622 |
|
3.5 |
% |
3,447 |
|
3.7 |
% |
5.1 |
% | ||
Los Angeles, CA Metro Area |
|
8 |
|
1,901 |
|
9,134 |
|
8.7 |
% |
8,917 |
|
9.6 |
% |
2.4 |
% | ||
Miami, FL Metro Area |
|
3 |
|
584 |
|
5,055 |
|
4.8 |
% |
4,390 |
|
4.7 |
% |
15.1 |
% | ||
Minneapolis - St. Paul, MN-WI Area |
|
2 |
|
520 |
|
1,476 |
|
1.4 |
% |
1,612 |
|
1.7 |
% |
-8.4 |
% | ||
New York / New Jersey Metro Area |
|
7 |
|
1,887 |
|
5,500 |
|
5.3 |
% |
6,548 |
|
7.1 |
% |
-16.0 |
% | ||
Orlando, FL Area |
|
6 |
|
1,834 |
|
7,476 |
|
7.2 |
% |
6,259 |
|
6.7 |
% |
19.4 |
% | ||
Philadelphia, PA Area |
|
3 |
|
648 |
|
769 |
|
0.7 |
% |
1,193 |
|
1.3 |
% |
-35.5 |
% | ||
San Diego, CA Area |
|
2 |
|
410 |
|
1,455 |
|
1.4 |
% |
1,150 |
|
1.2 |
% |
26.5 |
% | ||
San Francisco - Oakland, CA Metro Area |
|
6 |
|
1,368 |
|
7,653 |
|
7.3 |
% |
5,353 |
|
5.8 |
% |
43.0 |
% | ||
Tampa, FL Area |
|
3 |
|
680 |
|
3,898 |
|
3.7 |
% |
3,573 |
|
3.9 |
% |
9.1 |
% | ||
Washington DC - MD - VA Area |
|
10 |
|
2,466 |
|
9,314 |
|
8.9 |
% |
8,980 |
|
9.7 |
% |
3.7 |
% | ||
Other Areas |
|
45 |
|
8,673 |
|
32,675 |
|
31.3 |
% |
27,856 |
|
30.0 |
% |
17.3 |
% | ||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||
Total Portfolio |
|
116 |
|
25,579 |
|
$ |
104,549 |
|
100.0 |
% |
$ |
92,757 |
|
100.0 |
% |
12.7 |
% |
NOTES:
(1) The above pro forma table presents the 116 hotel properties included in the Companys operations at March 31, 2015 as if these hotels were owned as of the beginning of each of the periods presented.
- MORE -
ASHFORD HOSPITALITY TRUST, INC. AND SUBSIDIARIES
TOTAL ENTERPRISE VALUE
MARCH 31, 2015
(in thousands except share price)
(unaudited)
|
|
March 31, |
| |
|
|
2015 |
| |
End of quarter diluted shares outstanding |
|
101,079 |
| |
Partnership units outstanding (common share equivalents)* |
|
18,860 |
| |
Combined diluted shares and partnership units outstanding |
|
119,939 |
| |
Common stock price at quarter end |
|
$ |
9.62 |
|
Market capitalization at quarter end |
|
$ |
1,153,810 |
|
Series A preferred stock |
|
$ |
41,430 |
|
Series D preferred stock |
|
$ |
236,718 |
|
Series E preferred stock |
|
$ |
115,750 |
|
Debt on balance sheet date |
|
$ |
3,383,431 |
|
Joint venture partners share of consolidated debt |
|
$ |
(2,116 |
) |
Net working capital (see below) |
|
$ |
(663,969 |
) |
Total enterprise value (TEV) |
|
$ |
4,265,054 |
|
|
|
|
| |
Ashford Prime Investment: |
|
|
| |
Partnership units owned at end of quarter |
|
4,978 |
| |
Common stock price at quarter end |
|
$ |
16.77 |
|
Market value of Ashford Prime investment |
|
$ |
83,479 |
|
|
|
|
| |
Ashford Inc. Investment: |
|
|
| |
Common stock owned at end of quarter |
|
598 |
| |
Common stock price at quarter end |
|
$ |
118.76 |
|
Market value of Ashford Inc. investment |
|
$ |
71,038 |
|
|
|
|
| |
Cash & cash equivalents |
|
$ |
355,641 |
|
Marketable securities, net |
|
60,159 |
| |
Restricted cash |
|
142,811 |
| |
Accounts receivable, net |
|
52,490 |
| |
Prepaid expenses |
|
22,734 |
| |
Due from affiliates, net |
|
(6,771 |
) | |
Due from 3rd party hotel managers, net |
|
37,524 |
| |
Market value of Ashford Prime investment |
|
83,479 |
| |
Market value of Ashford Inc. investment |
|
71,038 |
| |
Total current assets |
|
$ |
819,104 |
|
|
|
|
| |
Accounts payable, net & accrued expenses |
|
$ |
131,789 |
|
Dividends payable |
|
23,346 |
| |
Total current liabilities |
|
$ |
155,135 |
|
|
|
|
| |
Net working capital** |
|
$ |
663,969 |
|
* Total units outstanding = 20.35 million; Impacted by current conversion factor.
** Calculation only includes the Companys 85% interest in the Interstate joint venture.
- MORE -
ASHFORD HOSPITALITY TRUST, INC. AND SUBSIDIARIES
ANTICIPATED CAPITAL EXPENDITURES CALENDAR (a)
|
|
|
|
2015 |
| ||||||
|
|
|
|
1st Quarter |
|
2nd Quarter |
|
3rd Quarter |
|
4th Quarter |
|
|
|
Rooms |
|
Actual |
|
Estimated |
|
Estimated |
|
Estimated |
|
Hilton Parsippany |
|
354 |
|
x |
|
x |
|
x |
|
x |
|
Courtyard Boston Downtown |
|
315 |
|
x |
|
x |
|
x |
|
|
|
Crowne Plaza Beverly Hills |
|
258 |
|
x |
|
x |
|
x |
|
|
|
Hilton Minneapolis |
|
300 |
|
x |
|
x |
|
x |
|
|
|
Embassy Suites Flagstaff |
|
119 |
|
x |
|
x |
|
|
|
|
|
Sheraton Bucks County |
|
186 |
|
x |
|
x |
|
|
|
|
|
Westin Princeton |
|
296 |
|
x |
|
x |
|
|
|
|
|
Hyatt Regency Savannah |
|
351 |
|
x |
|
x |
|
|
|
|
|
Marriott Bridgewater |
|
347 |
|
x |
|
|
|
|
|
|
|
Residence Inn Las Vegas |
|
256 |
|
|
|
x |
|
x |
|
x |
|
Courtyard Palm Desert |
|
151 |
|
|
|
x |
|
x |
|
|
|
Courtyard Scottsdale |
|
180 |
|
|
|
x |
|
x |
|
|
|
Embassy Suites Palm Beach Gardens |
|
160 |
|
|
|
x |
|
x |
|
|
|
Hampton Inn Parsippany |
|
152 |
|
|
|
x |
|
x |
|
|
|
Hilton Santa Fe |
|
158 |
|
|
|
x |
|
x |
|
|
|
Hilton St Petersburg |
|
333 |
|
|
|
x |
|
x |
|
|
|
Historic Inns of Annapolis |
|
124 |
|
|
|
x |
|
x |
|
|
|
Residence Inn Hartford |
|
96 |
|
|
|
x |
|
x |
|
|
|
Sheraton Minnetonka |
|
220 |
|
|
|
x |
|
x |
|
|
|
SpringHill Suites BWI |
|
133 |
|
|
|
x |
|
x |
|
|
|
Courtyard Alpharetta |
|
154 |
|
|
|
|
|
x |
|
x |
|
Courtyard Overland Park |
|
168 |
|
|
|
|
|
x |
|
x |
|
Fairfield Inn Lake Buena Vista |
|
388 |
|
|
|
|
|
x |
|
x |
|
Courtyard Foothill Ranch Irvine |
|
156 |
|
|
|
|
|
|
|
x |
|
Courtyard Oakland Airport |
|
156 |
|
|
|
|
|
|
|
x |
|
Embassy Suites Austin |
|
150 |
|
|
|
|
|
|
|
x |
|
Embassy Suites Dulles |
|
150 |
|
|
|
|
|
|
|
x |
|
Embassy Suites Houston |
|
150 |
|
|
|
|
|
|
|
x |
|
Hilton Fort Worth |
|
294 |
|
|
|
|
|
|
|
x |
|
Renaissance Nashville |
|
673 |
|
|
|
|
|
|
|
x |
|
Residence Inn Evansville |
|
78 |
|
|
|
|
|
|
|
x |
|
Residence Inn Fairfax |
|
159 |
|
|
|
|
|
|
|
x |
|
SpringHill Suites Gaithersburg |
|
162 |
|
|
|
|
|
|
|
x |
|
The Churchill |
|
173 |
|
|
|
|
|
|
|
x |
|
(a) Only hotels which have had or are expected to have significant capital expenditures that could result in displacement in 2015 are included in this table.