CHICAGO, Feb. 25, 2014 /PRNewswire/ -- Strategic Hotels
& Resorts, Inc. (NYSE: BEE) today reported results for the
fourth quarter and full year ended December
31, 2013.
($ in millions,
except per share and operating metrics)
|
Fourth
Quarter
|
Earnings
Metrics
|
2013
|
2012
|
%
Change
|
Net income (loss)
attributable to common shareholders
|
$3.2
|
$(36.4)
|
N/A
|
Net income (loss) per
diluted share
|
$0.02
|
$(0.18)
|
N/A
|
Comparable funds from
operations (Comparable FFO) (a)
|
$28.7
|
$12.2
|
134.9%
|
Comparable FFO per
diluted share (a)
|
$0.14
|
$0.06
|
133.3%
|
Comparable EBITDA
(a)
|
$58.3
|
$44.7
|
30.6%
|
|
|
|
|
Total North
American Portfolio Operating Metrics (b)
|
|
|
|
Average Daily Rate
(ADR)
|
$293.19
|
$276.26
|
6.1%
|
Occupancy
|
71.3%
|
69.1%
|
2.2 pts
|
Revenue per Available
Room (RevPAR)
|
$209.17
|
$190.82
|
9.6%
|
Total
RevPAR
|
$419.59
|
$365.15
|
14.9%
|
EBITDA
Margins
|
25.9%
|
21.3%
|
460 bps
|
|
|
|
|
North American
Same Store Operating Metrics (c)
|
|
|
|
ADR
|
$292.75
|
$275.64
|
6.2%
|
Occupancy
|
73.7%
|
71.3%
|
2.4 pts
|
RevPAR
|
$215.75
|
$196.66
|
9.7%
|
Total
RevPAR
|
$415.35
|
$359.73
|
15.5%
|
EBITDA
Margins
|
26.7%
|
21.5%
|
520
bps
|
|
|
Note: Fourth
quarter and full year results include payments pursuant to the JW
Marriott Essex House NOI guarantee of $1.4 million and $12.8
million in 2012 and 2013, respectively.
|
($ in millions,
except per share and operating metrics)
|
Full
Year
|
Earnings
Metrics
|
2013
|
2012
|
%
Change
|
Net loss attributable
to common shareholders
|
$(13.2)
|
$(79.5)
|
N/A
|
Net loss per diluted
share
|
$(0.06)
|
$(0.40)
|
N/A
|
Comparable FFO
(a)
|
$89.5
|
$53.7
|
66.6%
|
Comparable FFO per
diluted share (a)
|
$0.43
|
$0.26
|
65.4%
|
Comparable EBITDA
(a)
|
$213.2
|
$175.4
|
21.5%
|
|
|
|
|
Total North
American Portfolio Operating Metrics (b)
|
|
|
|
ADR
|
$289.90
|
$273.30
|
6.1%
|
Occupancy
|
74.2%
|
72.3%
|
1.9 pts
|
RevPAR
|
$214.98
|
$197.59
|
8.8%
|
Total
RevPAR
|
$401.56
|
$365.43
|
9.9%
|
EBITDA
Margins
|
24.4%
|
21.5%
|
290 bps
|
|
|
|
|
North American
Same Store Operating Metrics (c)
|
|
|
|
ADR
|
$270.07
|
$254.06
|
6.3%
|
Occupancy
|
75.0%
|
73.2%
|
1.8 pts
|
RevPAR
|
$202.58
|
$186.05
|
8.9%
|
Total
RevPAR
|
$373.90
|
$344.77
|
8.4%
|
EBITDA
Margins
|
23.4%
|
22.0%
|
140 bps
|
|
|
Note:
|
Fourth quarter and
full year results include payments pursuant to the JW Marriott
Essex House NOI guarantee of $1.4 million and $12.8 million in 2012
and 2013, respectively.
|
|
|
(a)
|
Please refer to
tables provided later in this press release for a reconciliation of
net (loss)/income to Comparable FFO, Comparable FFO per share and
Comparable EBITDA. Comparable FFO, Comparable FFO per share and
Comparable EBITDA are non-GAAP measures and are further explained
with the reconciliation tables.
|
|
|
(b)
|
Operating
statistics reflect results from the Company's Total North American
portfolio (see portfolio definitions later in this press
release).
|
|
|
(c)
|
Operating
statistics reflect results from the Company's North American same
store portfolio (see portfolio definitions later in this press
release).
|
"We achieved outstanding operating and financial results across
the board in 2013, leading the industry in RevPAR growth and margin
expansion," said Raymond L. "Rip" Gellein, Jr., Chairman and Chief
Executive Officer of Strategic Hotels & Resorts, Inc. "We
have very positive expectations for 2014, based on our group
outlook, continued strength from the transient traveler, and our
ability to continue expanding margins across the portfolio.
We also look forward to continuing to deleverage the Company's
balance sheet and reviewing growth opportunities that meet our
strategic and financial thresholds. The luxury sector is well
positioned for continued strength given the dearth of competitive
new supply in virtually all of our major markets," summarized
Gellein.
Fourth Quarter Highlights
- Total consolidated revenues were $242.4
million in the fourth quarter of 2013, a 13.9 percent
increase over the prior year period.
- Total North American portfolio RevPAR increased 9.6 percent in
the fourth quarter of 2013, driven by a 6.1 percent increase in ADR
and a 2.2 percentage point increase in occupancy compared to the
fourth quarter of 2012. Total RevPAR increased 14.9 percent
between periods. Excluding payments received pursuant to the
JW Marriott Essex House NOI guarantee, Total RevPAR increased 10.6
percent in the fourth quarter of 2013 as compared to the fourth
quarter of 2012.
- Comparable FFO was $0.14 per
diluted share in the fourth quarter of 2013 compared with
$0.06 per diluted share in the prior
year period, a 133.3 percent increase over the prior year
period.
- Comparable EBITDA was $58.3 million in the fourth quarter of
2013 compared with $44.7 million in
the prior year period, a 30.6 percent increase.
- Net income attributable to common shareholders was $3.2 million, or $0.02 per diluted share, in the fourth quarter of
2013, compared with a net loss attributable to common shareholders
of $36.4 million, or $0.18 per diluted share, in the fourth quarter of
2012. Fourth quarter 2012 results include $18.8 million of impairment losses and other
related charges, a $7.8 million
charge related to the termination of the management agreement at
the Hotel del Coronado and a $2.5
million severance charge. These charges have been
excluded from Comparable EBITDA, FFO and FFO per share.
- Transient occupied room nights in the Total North American
portfolio increased 5.0 percent, offsetting a 1.2 percent decline
in group occupied rooms in the fourth quarter of 2013 compared to
the fourth quarter of 2012. Transient ADR increased 4.7
percent compared to the fourth quarter of 2012 and group ADR
increased 6.2 percent compared to the fourth quarter of 2012.
Transient revenues increased 9.9 percent compared to the
fourth quarter of 2012 and group revenues increased 4.9 percent,
compared to the fourth quarter of 2012.
- Total United States RevPAR increased 9.7 percent in the fourth
quarter of 2013, driven by a 6.4 percent increase in ADR and a 2.2
percentage point increase in occupancy, compared to the fourth
quarter of 2012. Total RevPAR increased 15.1 percent between
periods. Excluding payments received pursuant to the JW
Marriott Essex House NOI guarantee, Total RevPAR increased 10.6
percent in the fourth quarter of 2013 as compared to the fourth
quarter of 2012.
- North American same store RevPAR increased 9.7 percent in the
fourth quarter of 2013, driven by a 6.2 percent increase in ADR and
a 2.4 percentage point increase in occupancy, compared to the
fourth quarter of 2012. Total RevPAR increased 15.5 percent
between periods. Excluding payments received pursuant to the
JW Marriott Essex House NOI guarantee, Total RevPAR increased 10.1
percent in the fourth quarter of 2013 as compared to the fourth
quarter of 2012.
- European RevPAR increased 4.4 percent (a 2.2 percent increase
in constant dollars) in the fourth quarter of 2013, driven by a 1.1
percent increase in ADR (a 1.1 percent decline in constant dollars)
and a 2.7 percentage point increase in occupancy. European Total
RevPAR increased 5.8 percent in the fourth quarter of 2013 over the
prior year period (a 3.8 percent increase in constant dollars).
- Total North American portfolio EBITDA margins expanded 460
basis points in the fourth quarter of 2013 compared to the fourth
quarter of 2012. North American same store EBITDA margins
expanded 520 basis points between periods. Excluding payments
received pursuant to the JW Marriott Essex House NOI guarantee,
EBITDA margins expanded 180 basis points and 160 basis points in
the Total North American and North American same store portfolios,
respectively, between periods.
Full Year Highlights
- Total consolidated revenues were $900.0
million in 2013, a 16.1 percent increase over the prior year
period.
- Total North American RevPAR increased 8.8 percent in 2013,
driven by a 6.1 percent increase in ADR and a 1.9 percentage point
increase in occupancy, compared to the full year 2012. Total
RevPAR increased 9.9 percent between periods. Excluding
payments received pursuant to the JW Marriott Essex House NOI
guarantee, Total RevPAR increased 8.8 percent in 2013 compared to
2012.
- Comparable FFO was $0.43 per
diluted share in 2013 compared with $0.26 per diluted share in the prior year, a 65.4
percent increase.
- Comparable EBITDA was $213.2 million in 2013 compared with
$175.4 million in the prior year, a
21.5 percent increase.
- Net loss attributable to common shareholders was $13.2 million, or $0.06 per diluted share, in 2013 compared with a
net loss attributable to common shareholders of $79.5 million, or $0.40 per diluted share, in the prior year.
Full year 2012 results include $18.8
million of impairment losses and other related charges, a
$7.8 million charge related to the
termination of the management agreement at the Hotel del Coronado,
and a $2.5 million severance
charge. These charges have been excluded from Comparable
EBITDA, FFO and FFO per share.
- Transient occupied room nights in the Total North American
portfolio increased 3.1 percent and group occupied room nights
increased 1.6 percent in 2013 compared to 2012. Transient ADR
increased 6.1 percent in 2013 and group ADR increased 4.8 percent
compared to 2012. Transient revenues increased 9.4 percent in
2013 and group revenues increased 6.5 percent, compared to
2012.
- Total United States RevPAR increased 8.6 percent in 2013,
driven by a 5.9 percent increase in ADR and a 1.8 percentage point
increase in occupancy, compared to the full year 2012. Total
RevPAR increased 9.7 percent between periods. Excluding
payments received pursuant to the JW Marriott Essex House NOI
guarantee, Total RevPAR increased 8.6 percent in 2013 compared to
2012.
- North American same store RevPAR increased 8.9 percent, driven
by a 6.3 percent increase in ADR and a 1.8 percentage point
increase in occupancy, compared to the full year 2012. Total
RevPAR increased 8.4 percent between periods.
- European RevPAR decreased 1.7 percent (2.1 percent in constant
dollars) in 2013, driven by a 2.4 percentage decrease in ADR (2.8
percent in constant dollars) offsetting a 0.6 percentage point
increase in occupancy between years. European Total RevPAR
decreased 1.2 percent in between years (1.6 percent in constant
dollars).
- Total North American portfolio EBITDA margins expanded 290
basis points in 2013 compared to the full year 2012.
Excluding payments received pursuant to the JW Marriott Essex House
NOI guarantee, EBITDA margins expanded 210 basis points compared to
the full year 2012. North American same store EBITDA margins
expanded 140 basis points between periods.
Preferred Dividends
On November 27, 2013, the
Company's Board of Directors declared a quarterly dividend of
$0.53125 per share of 8.5 percent
Series A Cumulative Redeemable Preferred Stock paid on December 31, 2013 to shareholders of record as of
the close of business on December 16,
2013, a quarterly dividend of $0.51563 per share of 8.25 percent Series B
Cumulative Redeemable Preferred Stock paid on December 31, 2013 to shareholders of record as of
the close of business on December 16,
2013 and a quarterly dividend of $0.51563 per share of 8.25 percent Series C
Cumulative Redeemable Preferred Stock paid on December 31, 2013 to shareholders of record as of
the close of business on December 16,
2013.
2013 Transaction Activity
- On December 12, 2013, the Company
announced the signing of an agreement with Cascade Investment,
L.L.C. to sell the Four Seasons Punta Mita Resort and adjacent La
Solana land parcel for gross consideration of $200 million, subject to certain working capital
adjustments. The transaction is expected to close in the
first quarter of 2014.
- On October 16, 2013, the Company
sold the Lakeshore Athletic Club property adjacent to the Fairmont
Chicago hotel for $10.5 million to
the owner of Lakeshore Sport & Fitness.
- On September 9, 2013, the Company
closed on amendments to the cross-collateralized mortgage
agreements secured by the Westin St. Francis and Fairmont Chicago
hotels, which eliminated future principal amortization payments
totaling $37.2 million in scheduled
payments from the signing the amendment through the remaining term
of the two agreements.
- On March 12, 2013, the Company,
along with certain affiliates of Blackstone Real Estate Partners VI
L.P., its joint-venture partner, closed on a $475 million loan secured by the Hotel del
Coronado, bearing interest at LIBOR plus 365 basis points and has
an initial two-year term with three, one-year extension
options.
2014 Guidance
For the full year 2014, the Company is providing the following
guidance ranges for its Total United States and United States same-store portfolios.
Comparable EBITDA and Comparable FFO per share ranges assume the
pending sale of the Four Seasons Punta Mita Resort and adjacent La
Solana land parcel closes in the first quarter and proceeds are
used to reduce the outstanding balance on the Company's revolving
credit facility, partially redeem preferred equity, and other
general corporate purposes.
Operating
Metrics
|
|
5.0% -
7.0%
4.5% -
6.5%
120 – 200 basis
points
|
RevPAR
|
|
Total
RevPAR
|
|
EBITDA Margin
expansion
|
|
|
|
|
|
Corporate
Metrics
|
|
|
|
Comparable
EBITDA
|
|
$220M -
$240M
$0.53 -
$0.63
|
Comparable FFO per
diluted share
|
|
Full year 2014 RevPAR and Total RevPAR growth guidance ranges
have been reduced by 100 basis points and the EBITDA margin
expansion guidance range has been reduced by 20 basis points as the
result of anticipated displacement related to renovation
activity.
The Company is additionally providing the following guidance for
2014:
- Corporate general and administrative expenses in the range of
$22.0 million to $24.0 million,
excluding costs associated with the Orange Capital activist
campaign;
- Consolidated interest expense in the range of $85 million to $90 million, including
approximately $8 million of non-cash
interest expense;
- Preferred dividend expense of $17.6
million, which assumes the redemption of the Series A
Preferred Equity at the end of the first quarter, contingent on the
closing of the sale of the Four Seasons Punta Mita Resort;
- Capital expenditures totaling approximately $75 million to $80 million, including spending of
$40 million from property-level
furniture, fixtures and equipment (FF&E) reserves and an
additional $35 million to $40 million
of owner-funded spending; and
- No effect from any additional acquisition, disposition or
capital raising activity that may occur during the year.
Portfolio Definitions
Total United States portfolio
hotel comparisons for the fourth quarter and full year 2013 are
derived from the Company's hotel portfolio at December 31, 2013, consisting of all 15
properties located in the United
States, including unconsolidated joint ventures.
North American same store hotel comparisons for the fourth
quarter and full year 2013 are derived from the Company's hotel
portfolio at December 31, 2013,
consisting of properties located in North
America and held for five or more quarters in the case of
fourth quarter results and eight or more quarters for full year
results, in which operations are included in the consolidated
results of the Company. As a result, same store comparisons
contain 14 properties for the fourth quarter, including the Four
Seasons Punta Mita Resort, but excluding the unconsolidated Hotel
del Coronado and Fairmont Scottsdale Princess hotels. Same store
comparisons for the full year contain 13 properties, also excluding
the JW Marriott Essex House Hotel, which was acquired on
September 14, 2012.
European hotel comparisons for the fourth quarter and full year
2013 are derived from the Company's European owned and leased hotel
properties at December 31, 2013,
consisting of the Marriott London Grosvenor Square and the Marriott
Hamburg hotels.
Earnings Call
The Company will conduct its fourth quarter and full-year 2013
conference call for investors and other interested parties on
Wednesday, February 26, 2014 at
10:00 a.m. Eastern Time (ET).
Interested individuals are invited to listen to the call by dialing
877.415.3177 (toll international: 857.244.7320) with passcode
66838542. To participate on the webcast, log on to
http://edge.media-server.com/m/p/vpa3u2wm/lan/en 15 minutes before
the call to download the necessary software. For those unable
to listen to the call live, a taped rebroadcast will be available
beginning at 2:00 p.m. ET on
February 26, 2014 through
11:59 p.m. ET on March 5, 2014. To access the replay, dial
888.286.8010 (toll international: 617.801.6888) with passcode
62181703. A replay of the call will also be available on the
Internet at http://www.strategichotels.com or
http://www.reuters.com/finance/markets/earnings for 30 days after
the call.
The Company also produces supplemental financial data that
includes detailed information regarding its operating
results. This supplemental data is considered an integral
part of this earnings release. These materials are available
on the Strategic Hotels & Resorts' website at
www.strategichotels.com.
About the Company
Strategic Hotels & Resorts, Inc. is a real estate investment
trust (REIT) which owns and provides value-enhancing asset
management of high-end hotels and resorts in the United States, Mexico and Europe. The Company currently has ownership
interests in 18 properties with an aggregate of 8,271 rooms and
851,600 square feet of meeting space. For a list of current
properties and for further information, please visit the Company's
website at http://www.strategichotels.com.
This press release contains forward-looking statements about
Strategic Hotels & Resorts, Inc. (the "Company"). Except for
historical information, the matters discussed in this press release
are forward-looking statements subject to certain risks and
uncertainties. These forward-looking statements include statements
regarding the Company's future financial results, stabilization in
the lodging space, positive trends in the lodging industry and the
Company's continued focus on improving profitability. Actual
results could differ materially from the Company's projections.
Factors that may contribute to these differences include, but are
not limited to the following: failure to complete or close on
transactions or the failure of closing conditions to be satisfied,
including the closing of the disposition of the Four Seasons Punta
Mita Resort; a change in the proposed use of proceeds from the
disposition of the Four Seasons Punta Mita Resort; the effects of
the recent global economic recession upon business and leisure
travel and the hotel markets in which the Company invests; the
Company's liquidity and refinancing demands; the Company's ability
to obtain, refinance or extend maturing debt; the Company's
ability to maintain compliance with covenants contained in its debt
facilities; stagnation or further deterioration in economic and
market conditions, particularly impacting business and leisure
travel spending in the markets where the Company's hotels operate
and in which the Company invests, including luxury and upper
upscale product; general volatility of the capital markets and the
market price of the Company's shares of common stock; availability
of capital; the Company's ability to dispose of properties in a
manner consistent with its investment strategy and liquidity needs;
hostilities and security concerns, including future terrorist
attacks, or the apprehension of hostilities, in each case that
affect travel within or to the United
States, Mexico,
Germany, England or other countries where the Company
invests; difficulties in identifying properties to acquire and
completing acquisitions; the Company's failure to maintain
effective internal control over financial reporting and disclosure
controls and procedures; risks related to natural disasters;
increases in interest rates and operating costs, including
insurance premiums and real property taxes; contagious disease
outbreaks, such as the H1N1 virus outbreak; delays and
cost-overruns in construction and development; marketing challenges
associated with entering new lines of business or pursuing new
business strategies; the Company's failure to maintain its status
as a REIT; changes in the competitive environment in the Company's
industry and the markets where the Company invests; changes in real
estate and zoning laws or regulations; legislative or regulatory
changes, including changes to laws governing the taxation of REITs;
changes in generally accepted accounting principles, policies and
guidelines; and litigation, judgments or settlements.
Additional risks are discussed in the Company's filings with
the Securities and Exchange Commission, including those appearing
under the heading "Item 1A. Risk Factors" in the Company's most
recent Form 10-K and subsequent Form 10-Qs. Although the Company
believes the expectations reflected in such forward-looking
statements are based on reasonable assumptions, it can give no
assurance that its expectations will be attained. The
forward-looking statements are made as of the date of this press
release, and the Company undertakes no obligation to publicly
update or revise any forward-looking statement, whether as a result
of new information, future events or otherwise, except as required
by law.
The following tables reconcile projected 2014 net income
attributable to common shareholders to projected Comparable EBITDA,
Comparable FFO and Comparable FFO per diluted share ($ in millions,
except per share data):
|
Low
Range
|
|
High
Range
|
Net Income
Attributable to Common Shareholders
|
$52.9
|
|
$72.9
|
Depreciation and
Amortization
|
112.8
|
|
112.8
|
Interest
Expense
|
86.0
|
|
86.0
|
Income
Taxes
|
2.3
|
|
2.3
|
Non-controlling
Interests
|
0.4
|
|
0.4
|
Adjustments from
Consolidated Affiliates
|
(15.5)
|
|
(15.5)
|
Adjustments from
Unconsolidated Affiliates
|
23.5
|
|
23.5
|
Preferred Shareholder
Dividends
|
17.6
|
|
17.6
|
Realized Portion of
Deferred Gain on Sale Leasebacks
|
(0.2)
|
|
(0.2)
|
Gain on Sale of
Assets
|
(59.8)
|
|
(59.8)
|
Comparable
EBITDA
|
$220.0
|
|
$240.0
|
|
Low
Range
|
|
High
Range
|
Net Income
Attributable to Common Shareholders
|
$52.9
|
|
$72.9
|
Depreciation and
Amortization
|
112.0
|
|
112.0
|
Realized Portion of
Deferred Gain on Sale Leasebacks
|
(0.2)
|
|
(0.2)
|
Gain on Sale of
Assets
|
(59.8)
|
|
(59.8)
|
Non-controlling
Interests
|
0.3
|
|
0.3
|
Adjustments from
Consolidated Affiliates
|
(8.0)
|
|
(8.0)
|
Adjustments from
Unconsolidated Affiliates
|
14.9
|
|
14.9
|
Comparable
FFO
|
112.1
|
|
132.1
|
Comparable FFO per
Diluted Share
|
$0.53
|
|
$0.63
|
|
|
|
|
Strategic Hotels
& Resorts, Inc. and Subsidiaries (SHR)
Consolidated
Statements of Operations
(in thousands,
except per share data)
|
|
|
|
Three Months
Ended
December 31,
|
|
Years Ended
December 31,
|
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
Revenues:
|
|
|
|
|
|
|
|
|
Rooms
|
|
$
|
126,917
|
|
|
$
|
117,255
|
|
|
$
|
506,348
|
|
|
$
|
429,689
|
|
Food and
beverage
|
|
81,426
|
|
|
73,483
|
|
|
294,969
|
|
|
264,893
|
|
Other hotel operating
revenue
|
|
32,709
|
|
|
20,799
|
|
|
93,535
|
|
|
75,857
|
|
Lease
revenue
|
|
1,385
|
|
|
1,273
|
|
|
5,161
|
|
|
4,778
|
|
Total
revenues
|
|
242,437
|
|
|
212,810
|
|
|
900,013
|
|
|
775,217
|
|
Operating Costs
and Expenses:
|
|
|
|
|
|
|
|
|
Rooms
|
|
36,160
|
|
|
33,288
|
|
|
144,464
|
|
|
121,794
|
|
Food and
beverage
|
|
59,504
|
|
|
54,794
|
|
|
225,213
|
|
|
193,431
|
|
Other departmental
expenses
|
|
56,226
|
|
|
55,189
|
|
|
220,523
|
|
|
200,219
|
|
Management
fees
|
|
7,829
|
|
|
6,227
|
|
|
27,126
|
|
|
23,085
|
|
Other hotel
expenses
|
|
15,239
|
|
|
15,221
|
|
|
60,618
|
|
|
53,117
|
|
Lease
expense
|
|
1,234
|
|
|
1,155
|
|
|
4,818
|
|
|
4,580
|
|
Depreciation and
amortization
|
|
24,507
|
|
|
26,055
|
|
|
101,943
|
|
|
99,458
|
|
Impairment losses and
other charges
|
|
—
|
|
|
18,406
|
|
|
728
|
|
|
18,406
|
|
Corporate
expenses
|
|
7,161
|
|
|
8,150
|
|
|
25,807
|
|
|
31,578
|
|
Total operating costs
and expenses
|
|
207,860
|
|
|
218,485
|
|
|
811,240
|
|
|
745,668
|
|
Operating income
(loss)
|
|
34,577
|
|
|
(5,675)
|
|
|
88,773
|
|
|
29,549
|
|
Interest
expense
|
|
(20,405)
|
|
|
(16,862)
|
|
|
(84,276)
|
|
|
(75,489)
|
|
Interest
income
|
|
14
|
|
|
95
|
|
|
59
|
|
|
213
|
|
Equity in (losses)
earnings of unconsolidated affiliates
|
|
(265)
|
|
|
(11,431)
|
|
|
2,987
|
|
|
(13,485)
|
|
Foreign currency
exchange gain (loss)
|
|
8
|
|
|
15
|
|
|
44
|
|
|
(1,258)
|
|
Other (expenses)
income, net
|
|
(359)
|
|
|
455
|
|
|
(314)
|
|
|
1,820
|
|
Income (loss) before
income taxes and discontinued operations
|
|
13,570
|
|
|
(33,403)
|
|
|
7,273
|
|
|
(58,650)
|
|
Income tax
expense
|
|
(153)
|
|
|
(257)
|
|
|
(557)
|
|
|
(800)
|
|
Income (loss) from
continuing operations
|
|
13,417
|
|
|
(33,660)
|
|
|
6,716
|
|
|
(59,450)
|
|
Income from
discontinued operations, net of tax
|
|
2,248
|
|
|
1,362
|
|
|
3,171
|
|
|
1,189
|
|
Net Income
(Loss)
|
|
15,665
|
|
|
(32,298)
|
|
|
9,887
|
|
|
(58,261)
|
|
Net (income) loss
attributable to the noncontrolling interests in SHR's operating
partnership
|
|
(60)
|
|
|
58
|
|
|
(38)
|
|
|
184
|
|
Net (income) loss
attributable to the noncontrolling interests in consolidated
affiliates
|
|
(6,341)
|
|
|
1,880
|
|
|
1,126
|
|
|
2,771
|
|
Net Income (Loss)
Attributable to SHR
|
|
9,264
|
|
|
(30,360)
|
|
|
10,975
|
|
|
(55,306)
|
|
Preferred shareholder
dividends
|
|
(6,041)
|
|
|
(6,041)
|
|
|
(24,166)
|
|
|
(24,166)
|
|
Net Income (Loss)
Attributable to SHR Common Shareholders
|
|
$
|
3,223
|
|
|
$
|
(36,401)
|
|
|
$
|
(13,191)
|
|
|
$
|
(79,472)
|
|
Basic Income
(Loss) Per Share:
|
|
|
|
|
|
|
|
|
Income (loss) from
continuing operations attributable to SHR common
shareholders
|
|
$
|
0.01
|
|
|
$
|
(0.18)
|
|
|
$
|
(0.08)
|
|
|
$
|
(0.40)
|
|
Income from
discontinued operations attributable to SHR common
shareholders
|
|
0.01
|
|
|
—
|
|
|
0.02
|
|
|
—
|
|
Net income (loss)
attributable to SHR common shareholders
|
|
$
|
0.02
|
|
|
$
|
(0.18)
|
|
|
$
|
(0.06)
|
|
|
$
|
(0.40)
|
|
Weighted average
common shares outstanding
|
|
206,814
|
|
|
206,836
|
|
|
206,334
|
|
|
201,109
|
|
Diluted Income
(Loss) Per Share:
|
|
|
|
|
|
|
|
|
Income (loss) from
continuing operations attributable to SHR common
shareholders
|
|
$
|
0.01
|
|
|
$
|
(0.18)
|
|
|
$
|
(0.08)
|
|
|
$
|
(0.40)
|
|
Income from
discontinued operations attributable to SHR common
shareholders
|
|
0.01
|
|
|
—
|
|
|
0.02
|
|
|
—
|
|
Net income (loss)
attributable to SHR common shareholders
|
|
$
|
0.02
|
|
|
$
|
(0.18)
|
|
|
$
|
(0.06)
|
|
|
$
|
(0.40)
|
|
Weighted average
common shares outstanding
|
|
208,986
|
|
|
206,836
|
|
|
206,334
|
|
|
201,109
|
|
Strategic Hotels
& Resorts, Inc. and Subsidiaries (SHR)
Consolidated
Balance Sheets
(in thousands,
except share data)
|
|
|
|
December
31,
|
|
|
2013
|
|
2012
|
Assets
|
|
|
|
|
Investment in hotel
properties, net
|
|
$
|
1,795,338
|
|
|
$
|
1,970,560
|
|
Goodwill
|
|
38,128
|
|
|
40,359
|
|
Intangible assets,
net of accumulated amortization of $12,213 and $10,812
|
|
29,502
|
|
|
30,631
|
|
Assets held for
sale
|
|
135,901
|
|
|
—
|
|
Investment in
unconsolidated affiliates
|
|
104,973
|
|
|
112,488
|
|
Cash and cash
equivalents
|
|
73,655
|
|
|
80,074
|
|
Restricted cash and
cash equivalents
|
|
75,916
|
|
|
58,579
|
|
Accounts receivable,
net of allowance for doubtful accounts of $1,745 and
$1,602
|
|
39,660
|
|
|
45,620
|
|
Deferred financing
costs, net of accumulated amortization of $12,354 and
$7,049
|
|
8,478
|
|
|
11,695
|
|
Deferred tax
assets
|
|
—
|
|
|
2,203
|
|
Prepaid expenses and
other assets
|
|
35,600
|
|
|
54,208
|
|
Total
assets
|
|
$
|
2,337,151
|
|
|
$
|
2,406,417
|
|
Liabilities,
Noncontrolling Interests and Equity
|
|
|
|
|
Liabilities:
|
|
|
|
|
Mortgages and other
debt payable
|
|
$
|
1,163,696
|
|
|
$
|
1,176,297
|
|
Bank credit
facility
|
|
110,000
|
|
|
146,000
|
|
Liabilities of assets
held for sale
|
|
17,027
|
|
|
—
|
|
Accounts payable and
accrued expenses
|
|
189,889
|
|
|
228,397
|
|
Deferred tax
liabilities
|
|
46,137
|
|
|
47,275
|
|
Total
liabilities
|
|
1,526,749
|
|
|
1,597,969
|
|
Commitments and
contingencies
|
|
|
|
|
Noncontrolling
interests in SHR's operating partnership
|
|
7,534
|
|
|
5,463
|
|
Equity:
|
|
|
|
|
SHR's shareholders'
equity:
|
|
|
|
|
8.50% Series A
Cumulative Redeemable Preferred Stock ($0.01 par value per share;
4,148,141 shares issued and outstanding; liquidation preference
$25.00 per share plus accrued distributions and $103,704 in the
aggregate)
|
|
99,995
|
|
|
99,995
|
|
8.25% Series B
Cumulative Redeemable Preferred Stock ($0.01 par value per share;
3,615,375 shares issued and outstanding; liquidation preference
$25.00 per share plus accrued distributions and $90,384 in the
aggregate)
|
|
87,064
|
|
|
87,064
|
|
8.25% Series C
Cumulative Redeemable Preferred Stock ($0.01 par value per share;
3,827,727 shares issued and outstanding; liquidation preference
$25.00 per share plus accrued distributions and $95,693 in the
aggregate)
|
|
92,489
|
|
|
92,489
|
|
Common stock ($0.01
par value per share; 350,000,000 shares of common stock authorized;
205,582,838 and 204,308,710 shares of common stock issued and
outstanding)
|
|
2,056
|
|
|
2,043
|
|
Additional paid-in
capital
|
|
1,705,306
|
|
|
1,730,535
|
|
Accumulated
deficit
|
|
(1,234,952)
|
|
|
(1,245,927)
|
|
Accumulated other
comprehensive loss
|
|
(41,445)
|
|
|
(58,871)
|
|
Total SHR's
shareholders' equity
|
|
710,513
|
|
|
707,328
|
|
Noncontrolling
interests in consolidated affiliates
|
|
92,355
|
|
|
95,657
|
|
Total
equity
|
|
802,868
|
|
|
802,985
|
|
Total liabilities,
noncontrolling interests and equity
|
|
$
|
2,337,151
|
|
|
$
|
2,406,417
|
|
Strategic Hotels
& Resorts, Inc. and Subsidiaries (SHR)
Financial
Highlights
Supplemental
Financial Data
(in thousands,
except per share information)
|
|
|
December 31,
2013
|
|
|
Pro Rata Share
|
|
Consolidated
|
Capitalization
|
|
|
|
|
Shares of common
stock outstanding
|
|
205,583
|
|
|
205,583
|
|
Operating partnership
units outstanding
|
|
797
|
|
|
797
|
|
Restricted stock
units outstanding
|
|
1,699
|
|
|
1,699
|
|
Combined shares and
units outstanding
|
|
208,079
|
|
|
208,079
|
|
Common stock price at
end of period
|
|
$
|
9.45
|
|
|
$
|
9.45
|
|
Common equity
capitalization
|
|
$
|
1,966,347
|
|
|
$
|
1,966,347
|
|
Preferred equity
capitalization (at $25.00 face value)
|
|
289,102
|
|
|
289,102
|
|
Consolidated
debt
|
|
1,273,696
|
|
|
1,273,696
|
|
Pro rata share of
unconsolidated debt
|
|
231,400
|
|
|
—
|
|
Pro rata share of
consolidated debt
|
|
(132,794)
|
|
|
—
|
|
Cash and cash
equivalents
|
|
(73,655)
|
|
|
(73,655)
|
|
Total enterprise
value
|
|
$
|
3,554,096
|
|
|
$
|
3,455,490
|
|
Net Debt / Total
Enterprise Value
|
|
36.6
|
%
|
|
34.7
|
%
|
Preferred Equity /
Total Enterprise Value
|
|
8.1
|
%
|
|
8.4
|
%
|
Common Equity / Total
Enterprise Value
|
|
55.3
|
%
|
|
56.9
|
%
|
Strategic Hotels
& Resorts, Inc. and Subsidiaries (SHR)
Discontinued
Operations
|
The results of
operations of hotels sold or held for sale are classified as
discontinued operations and segregated in the consolidated
statements of operations for all periods presented. On December 12,
2013, we entered into an agreement to sell the Four Seasons Punta
Mita Resort and the adjacent La Solana land parcel for
$200,000,000.
The following is a
summary of income from discontinued operations for the three months
and years ended December 31, 2013 and 2012 (in
thousands):
|
|
|
|
Three Months Ended
December 31,
|
|
Years Ended
December 31,
|
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
Hotel operating
revenues
|
|
$
|
12,300
|
|
|
$
|
11,262
|
|
|
$
|
37,964
|
|
|
$
|
33,100
|
|
Operating costs and
expenses
|
|
9,061
|
|
|
8,010
|
|
|
30,203
|
|
|
26,909
|
|
Depreciation and
amortization
|
|
1,052
|
|
|
993
|
|
|
4,075
|
|
|
4,006
|
|
Impairment losses and
other charges
|
|
—
|
|
|
437
|
|
|
—
|
|
|
437
|
|
Total operating costs
and expenses
|
|
10,113
|
|
|
9,440
|
|
|
34,278
|
|
|
31,352
|
|
Operating
income
|
|
2,187
|
|
|
1,822
|
|
|
3,686
|
|
|
1,748
|
|
Interest
income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4
|
|
Foreign currency
exchange (loss) gain
|
|
(142)
|
|
|
79
|
|
|
(1)
|
|
|
(352)
|
|
Other income,
net
|
|
375
|
|
|
—
|
|
|
375
|
|
|
—
|
|
Income tax
expense
|
|
(172)
|
|
|
(539)
|
|
|
(889)
|
|
|
(211)
|
|
Income from
discontinued operations
|
|
$
|
2,248
|
|
|
$
|
1,362
|
|
|
$
|
3,171
|
|
|
$
|
1,189
|
|
Strategic Hotels
& Resorts, Inc. and Subsidiaries (SHR)
Investments in
Unconsolidated Affiliates (in thousands)
|
We have a 36.4% and
50.0% ownership interest in the Hotel del Coronado and the Fairmont
Scottsdale Princess hotel, respectively. We account for these
investments using the equity method of accounting.
|
|
|
|
Three Months Ended
December 31, 2013
|
|
Three Months Ended
December 31, 2012
|
|
|
Hotel
del
Coronado
|
|
Fairmont
Scottsdale
Princess
|
|
Total
|
|
Hotel
del
Coronado
|
|
Fairmont
Scottsdale
Princess
|
|
Total
|
Total revenues
(100%)
|
|
$
|
33,115
|
|
|
$
|
23,634
|
|
|
$
|
56,749
|
|
|
$
|
29,888
|
|
|
$
|
20,546
|
|
|
$
|
50,434
|
|
Property EBITDA
(100%)
|
|
$
|
8,668
|
|
|
$
|
4,111
|
|
|
$
|
12,779
|
|
|
$
|
7,201
|
|
|
$
|
3,034
|
|
|
$
|
10,235
|
|
Equity in (losses)
earnings of unconsolidated affiliates (SHR ownership)
|
|
|
|
|
|
|
|
|
Property
EBITDA
|
|
$
|
3,153
|
|
|
$
|
2,056
|
|
|
$
|
5,209
|
|
|
$
|
2,491
|
|
|
$
|
1,517
|
|
|
$
|
4,008
|
|
Depreciation and
amortization
|
|
(1,917)
|
|
|
(1,565)
|
|
|
(3,482)
|
|
|
(1,797)
|
|
|
(1,823)
|
|
|
(3,620)
|
|
Interest
expense
|
|
(1,941)
|
|
|
(193)
|
|
|
(2,134)
|
|
|
(2,549)
|
|
|
(189)
|
|
|
(2,738)
|
|
Other expenses,
net
|
|
(14)
|
|
|
(23)
|
|
|
(37)
|
|
|
(7,869)
|
|
|
(111)
|
|
|
(7,980)
|
|
Income
taxes
|
|
85
|
|
|
—
|
|
|
85
|
|
|
90
|
|
|
—
|
|
|
90
|
|
Equity in (losses)
earnings of unconsolidated affiliates
|
|
$
|
(634)
|
|
|
$
|
275
|
|
|
$
|
(359)
|
|
|
$
|
(9,634)
|
|
|
$
|
(606)
|
|
|
$
|
(10,240)
|
|
EBITDA
Contribution:
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity in (losses)
earnings of unconsolidated affiliates
|
|
$
|
(634)
|
|
|
$
|
275
|
|
|
$
|
(359)
|
|
|
$
|
(9,634)
|
|
|
$
|
(606)
|
|
|
$
|
(10,240)
|
|
Depreciation and
amortization
|
|
1,917
|
|
|
1,565
|
|
|
3,482
|
|
|
1,797
|
|
|
1,823
|
|
|
3,620
|
|
Termination
fee
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,820
|
|
|
—
|
|
|
7,820
|
|
Interest
expense
|
|
1,941
|
|
|
193
|
|
|
2,134
|
|
|
2,549
|
|
|
189
|
|
|
2,738
|
|
Income
taxes
|
|
(85)
|
|
|
—
|
|
|
(85)
|
|
|
(90)
|
|
|
—
|
|
|
(90)
|
|
EBITDA
Contribution
|
|
$
|
3,139
|
|
|
$
|
2,033
|
|
|
$
|
5,172
|
|
|
$
|
2,442
|
|
|
$
|
1,406
|
|
|
$
|
3,848
|
|
FFO
Contribution:
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity in (losses)
earnings of unconsolidated affiliates
|
|
$
|
(634)
|
|
|
$
|
275
|
|
|
$
|
(359)
|
|
|
$
|
(9,634)
|
|
|
$
|
(606)
|
|
|
$
|
(10,240)
|
|
Depreciation and
amortization
|
|
1,917
|
|
|
1,565
|
|
|
3,482
|
|
|
1,797
|
|
|
1,823
|
|
|
3,620
|
|
Termination
fee
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,820
|
|
|
—
|
|
|
7,820
|
|
FFO
Contribution
|
|
$
|
1,283
|
|
|
$
|
1,840
|
|
|
$
|
3,123
|
|
|
$
|
(17)
|
|
|
$
|
1,217
|
|
|
$
|
1,200
|
|
|
|
Year Ended
December 31, 2013
|
|
Year Ended
December 31, 2012
|
|
|
Hotel
del
Coronado
|
|
Fairmont
Scottsdale
Princess
|
|
Total
|
|
Hotel
del
Coronado
|
|
Fairmont
Scottsdale
Princess
|
|
Total
|
Total revenues
(100%)
|
|
$
|
148,482
|
|
|
$
|
93,133
|
|
|
$
|
241,615
|
|
|
$
|
140,220
|
|
|
$
|
77,281
|
|
|
$
|
217,501
|
|
Property EBITDA
(100%)
|
|
$
|
47,155
|
|
|
$
|
18,883
|
|
|
$
|
66,038
|
|
|
$
|
40,722
|
|
|
$
|
12,777
|
|
|
$
|
53,499
|
|
Equity in earnings
(losses) of unconsolidated affiliates (SHR ownership)
|
|
|
|
|
|
|
|
|
Property
EBITDA
|
|
$
|
17,152
|
|
|
$
|
9,442
|
|
|
$
|
26,594
|
|
|
$
|
13,989
|
|
|
$
|
6,389
|
|
|
$
|
20,378
|
|
Depreciation and
amortization
|
|
(7,564)
|
|
|
(6,570)
|
|
|
(14,134)
|
|
|
(6,895)
|
|
|
(7,145)
|
|
|
(14,040)
|
|
Interest
expense
|
|
(8,325)
|
|
|
(778)
|
|
|
(9,103)
|
|
|
(10,093)
|
|
|
(778)
|
|
|
(10,871)
|
|
Other expenses,
net
|
|
(242)
|
|
|
(58)
|
|
|
(300)
|
|
|
(7,931)
|
|
|
(155)
|
|
|
(8,086)
|
|
Income
taxes
|
|
(191)
|
|
|
—
|
|
|
(191)
|
|
|
383
|
|
|
—
|
|
|
383
|
|
Equity in earnings
(losses) of unconsolidated affiliates
|
|
$
|
830
|
|
|
$
|
2,036
|
|
|
$
|
2,866
|
|
|
$
|
(10,547)
|
|
|
$
|
(1,689)
|
|
|
$
|
(12,236)
|
|
EBITDA
Contribution
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity in earnings
(losses) of unconsolidated affiliates
|
|
$
|
830
|
|
|
$
|
2,036
|
|
|
$
|
2,866
|
|
|
$
|
(10,547)
|
|
|
$
|
(1,689)
|
|
|
$
|
(12,236)
|
|
Depreciation and
amortization
|
|
7,564
|
|
|
6,570
|
|
|
14,134
|
|
|
6,895
|
|
|
7,145
|
|
|
14,040
|
|
Termination
fee
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,820
|
|
|
—
|
|
|
7,820
|
|
Interest
expense
|
|
8,325
|
|
|
778
|
|
|
9,103
|
|
|
10,093
|
|
|
778
|
|
|
10,871
|
|
Income
taxes
|
|
191
|
|
|
—
|
|
|
191
|
|
|
(383)
|
|
|
—
|
|
|
(383)
|
|
EBITDA
Contribution
|
|
$
|
16,910
|
|
|
$
|
9,384
|
|
|
$
|
26,294
|
|
|
$
|
13,878
|
|
|
$
|
6,234
|
|
|
$
|
20,112
|
|
FFO
Contribution
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity in earnings
(losses) of unconsolidated affiliates
|
|
$
|
830
|
|
|
$
|
2,036
|
|
|
$
|
2,866
|
|
|
$
|
(10,547)
|
|
|
$
|
(1,689)
|
|
|
$
|
(12,236)
|
|
Depreciation and
amortization
|
|
7,564
|
|
|
6,570
|
|
|
14,134
|
|
|
6,895
|
|
|
7,145
|
|
|
14,040
|
|
Termination
fee
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,820
|
|
|
—
|
|
|
7,820
|
|
FFO
Contribution
|
|
$
|
8,394
|
|
|
$
|
8,606
|
|
|
$
|
17,000
|
|
|
$
|
4,168
|
|
|
$
|
5,456
|
|
|
$
|
9,624
|
|
Investments in
Unconsolidated Affiliates (Continued)
(in
thousands)
|
|
Debt
|
|
Interest Rate
|
|
|
|
Spread over
LIBOR
|
|
|
|
Loan Amount
|
|
Maturity (a)
|
Hotel del
Coronado
|
|
|
|
|
|
|
|
|
|
|
|
|
CMBS Mortgage and
Mezzanine
|
|
3.82
|
%
|
|
|
|
365 bp
|
|
|
|
$
|
475,000
|
|
|
March 2018
|
Cash and cash
equivalents
|
|
|
|
|
|
|
|
|
|
(7,462)
|
|
|
|
Net Debt
|
|
|
|
|
|
|
|
|
|
$
|
467,538
|
|
|
|
Fairmont
Scottsdale Princess
|
|
|
|
|
|
|
|
|
|
|
|
|
CMBS
Mortgage
|
|
0.53
|
%
|
|
|
|
36 bp
|
|
|
|
$
|
117,000
|
|
|
April 2015
|
Cash and cash
equivalents
|
|
|
|
|
|
|
|
|
|
(6,841)
|
|
|
|
Net Debt
|
|
|
|
|
|
|
|
|
|
$
|
110,159
|
|
|
|
|
|
(a)
|
Includes extension
options.
|
Caps
|
|
Effective
Date
|
|
LIBOR Cap Rate
|
|
Notional Amount
|
|
Maturity
|
Hotel del
Coronado
|
|
|
|
|
|
|
|
|
CMBS Mortgage and
Mezzanine Loan Caps
|
|
March 2013
|
|
3.00
|
%
|
|
$
|
475,000
|
|
|
March 2015
|
Fairmont
Scottsdale Princess
|
|
|
|
|
|
|
|
|
CMBS Mortgage Loan
Cap
|
|
December
2013
|
|
4.00
|
%
|
|
$
|
117,000
|
|
|
April 2015
|
Strategic Hotels
& Resorts, Inc. and Subsidiaries (SHR)
Leasehold
Information
(in
thousands)
|
|
|
|
Three Months Ended
December 31,
|
|
Years Ended
December 31,
|
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
Marriott
Hamburg:
|
|
|
|
|
|
|
|
|
Property
EBITDA
|
|
$
|
1,741
|
|
|
$
|
1,472
|
|
|
$
|
6,298
|
|
|
$
|
5,876
|
|
Revenue
(a)
|
|
$
|
1,385
|
|
|
$
|
1,273
|
|
|
$
|
5,161
|
|
|
$
|
4,778
|
|
|
|
|
|
|
|
|
|
|
Lease
expense
|
|
(1,234)
|
|
|
(1,155)
|
|
|
(4,818)
|
|
|
(4,580)
|
|
Less: Deferred gain
on sale-leaseback
|
|
(53)
|
|
|
(50)
|
|
|
(207)
|
|
|
(200)
|
|
Adjusted lease
expense
|
|
(1,287)
|
|
|
(1,205)
|
|
|
(5,025)
|
|
|
(4,780)
|
|
|
|
|
|
|
|
|
|
|
EBITDA contribution
from leasehold
|
|
$
|
98
|
|
|
$
|
68
|
|
|
$
|
136
|
|
|
$
|
(2)
|
|
|
|
December
31,
|
Security Deposit
(b):
|
|
2013
|
|
2012
|
Marriott
Hamburg
|
|
$
|
2,611
|
|
|
$
|
2,507
|
|
|
|
|
|
|
|
|
|
|
(a)
|
For the three months
and years ended December 31, 2013 and 2012, Revenue for the
Marriott Hamburg hotel represents lease revenue.
|
(b)
|
The security deposit
is recorded in prepaid expenses and other assets on the
consolidated balance sheets.
|
Strategic Hotels & Resorts, Inc. and Subsidiaries
(SHR)
Non-GAAP Financial Measures
We present five non-GAAP financial measures that we believe are
useful to management and investors as key measures of our operating
performance: Funds from Operations (FFO); FFO—Fully Diluted;
Comparable FFO; Earnings Before Interest Expense, Taxes,
Depreciation and Amortization (EBITDA); and Comparable EBITDA.
EBITDA represents net income (or loss) attributable to SHR
common shareholders excluding: (i) interest expense,
(ii) income taxes, including deferred income tax benefits and
expenses applicable to our foreign subsidiaries and income taxes
applicable to sale of assets; (iii) depreciation and
amortization; and (iv) preferred stock dividends. EBITDA also
excludes interest expense, income taxes and depreciation and
amortization of our unconsolidated affiliates. EBITDA is presented
on a full participation basis, which means we have assumed
conversion of all redeemable noncontrolling interests of our
operating partnership into our common stock. We believe this
treatment of noncontrolling interests provides useful information
for management and our investors and appropriately considers our
current capital structure. We also present Comparable EBITDA, which
eliminates the effect of realizing deferred gains on our sale
leasebacks, as well as the effect of gains or losses on sales of
assets, early extinguishment of debt, impairment losses, foreign
currency exchange gains or losses and certain other charges that
are highly variable from year to year. We believe EBITDA and
Comparable EBITDA are useful to management and investors in
evaluating our operating performance because they provide
management and investors with an indication of our ability to incur
and service debt, to satisfy general operating expenses, to make
capital expenditures and to fund other cash needs or reinvest cash
into our business. We also believe they help management and
investors meaningfully evaluate and compare the results of our
operations from period to period by removing the impact of our
asset base (primarily depreciation and amortization) from our
operating results. Our management also uses EBITDA and Comparable
EBITDA as measures in determining the value of acquisitions and
dispositions.
We compute FFO in accordance with standards established by the
National Association of Real Estate Investment Trusts, or NAREIT,
with the exception of impairment of depreciable real estate. NAREIT
adopted a definition of FFO in order to promote an industry-wide
standard measure of REIT operating performance. NAREIT defines FFO
as net income (or loss) (computed in accordance with GAAP)
excluding losses or gains from sales of depreciable property,
impairment of depreciable real estate, real estate-related
depreciation and amortization, and our portion of these items
related to unconsolidated affiliates. We also present FFO—Fully
Diluted, which is FFO plus income or loss on income attributable to
redeemable noncontrolling interests in our operating partnership.
We also present Comparable FFO, which is FFO—Fully Diluted
excluding the impact of any gains or losses on early extinguishment
of debt, impairment losses, foreign currency exchange gains or
losses and certain other charges that are highly variable from year
to year. We believe that the presentation of FFO, FFO—Fully Diluted
and Comparable FFO provides useful information to management and
investors regarding our results of operations because they are
measures of our ability to fund capital expenditures and expand our
business. In addition, FFO is widely used in the real estate
industry to measure operating performance without regard to items
such as depreciation and amortization. We also present Comparable
FFO per diluted share as a non-GAAP measure of our performance. We
calculate Comparable FFO per diluted share for a given operating
period as our Comparable FFO (as defined above) divided by the
weighted average of fully diluted shares outstanding, excluding
shares related to the JW Marriott Essex House Hotel put option.
Dilutive securities may include shares granted under share-based
compensation plans and operating partnership units. No effect is
shown for securities that are anti-dilutive.
We caution investors that amounts presented in accordance with
our definitions of FFO, FFO—Fully Diluted, Comparable FFO, EBITDA,
and Comparable EBITDA may not be comparable to similar measures
disclosed by other companies, since not all companies calculate
these non-GAAP measures in the same manner. FFO, FFO—Fully Diluted,
Comparable FFO, EBITDA, and Comparable EBITDA should not be
considered as an alternative measure of our net income (or loss) or
operating performance. FFO, FFO—Fully Diluted, Comparable FFO,
EBITDA, and Comparable EBITDA may include funds that may not be
available for our discretionary use due to functional requirements
to conserve funds for capital expenditures and property
acquisitions and other commitments and uncertainties. Although we
believe that FFO, FFO—Fully Diluted, Comparable FFO, EBITDA, and
Comparable EBITDA can enhance your understanding of our financial
condition and results of operations, these non-GAAP financial
measures, when viewed individually, are not necessarily a better
indicator of any trend as compared to comparable GAAP measures such
as net income (or loss) attributable to SHR common shareholders. In
addition, you should be aware that adverse economic and market
conditions might negatively impact our cash flow. We have provided
a quantitative reconciliation of FFO, FFO—Fully Diluted, Comparable
FFO, EBITDA, and Comparable EBITDA to the most directly comparable
GAAP financial performance measure, which is net income (or loss)
attributable to SHR common shareholders.
Strategic Hotels
& Resorts, Inc. and Subsidiaries (SHR)
Reconciliation of
Net Income (Loss) Attributable to SHR Common Shareholders to EBITDA
and Comparable EBITDA
(in
thousands)
|
|
|
|
Three Months
Ended
December 31,
|
|
Years Ended
December 31,
|
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
Net income (loss)
attributable to SHR common shareholders
|
|
$
|
3,223
|
|
|
$
|
(36,401)
|
|
|
$
|
(13,191)
|
|
|
$
|
(79,472)
|
|
Depreciation and
amortization—continuing operations
|
|
24,507
|
|
|
26,055
|
|
|
101,943
|
|
|
99,458
|
|
Depreciation and
amortization—discontinued operations
|
|
1,052
|
|
|
993
|
|
|
4,075
|
|
|
4,006
|
|
Interest
expense—continuing operations
|
|
20,405
|
|
|
16,862
|
|
|
84,276
|
|
|
75,489
|
|
Income
taxes—continuing operations
|
|
153
|
|
|
257
|
|
|
557
|
|
|
800
|
|
Income
taxes—discontinued operations
|
|
172
|
|
|
539
|
|
|
889
|
|
|
211
|
|
Noncontrolling
interests
|
|
60
|
|
|
(58)
|
|
|
38
|
|
|
(184)
|
|
Adjustments from
consolidated affiliates
|
|
(3,589)
|
|
|
(4,217)
|
|
|
(14,604)
|
|
|
(8,599)
|
|
Adjustments from
unconsolidated affiliates
|
|
5,553
|
|
|
6,956
|
|
|
23,489
|
|
|
27,562
|
|
Preferred shareholder
dividends
|
|
6,041
|
|
|
6,041
|
|
|
24,166
|
|
|
24,166
|
|
EBITDA
|
|
57,577
|
|
|
17,027
|
|
|
211,638
|
|
|
143,437
|
|
Realized portion of
deferred gain on sale-leaseback
|
|
(53)
|
|
|
(50)
|
|
|
(207)
|
|
|
(200)
|
|
Loss on sale of
assets
|
|
430
|
|
|
—
|
|
|
1,185
|
|
|
—
|
|
Loss on sale of
assets—adjustments from consolidated affiliates
|
|
(85)
|
|
|
—
|
|
|
(455)
|
|
|
—
|
|
Impairment losses and
other charges—continuing operations
|
|
—
|
|
|
18,406
|
|
|
728
|
|
|
18,406
|
|
Impairment losses and
other charges—discontinued operations
|
|
—
|
|
|
437
|
|
|
—
|
|
|
437
|
|
Foreign currency
exchange (gain) loss—continuing operations (a)
|
|
(8)
|
|
|
(15)
|
|
|
(44)
|
|
|
1,258
|
|
Foreign currency
exchange loss (gain)—discontinued operations (a)
|
|
142
|
|
|
(79)
|
|
|
1
|
|
|
352
|
|
Activist shareholder
costs
|
|
342
|
|
|
—
|
|
|
342
|
|
|
—
|
|
Adjustment for Value
Creation Plan
|
|
—
|
|
|
(1,352)
|
|
|
—
|
|
|
1,407
|
|
Severance
charges
|
|
—
|
|
|
2,485
|
|
|
—
|
|
|
2,485
|
|
Management agreement
termination fee (b)
|
|
—
|
|
|
7,820
|
|
|
—
|
|
|
7,820
|
|
Comparable
EBITDA
|
|
$
|
58,345
|
|
|
$
|
44,679
|
|
|
$
|
213,188
|
|
|
$
|
175,402
|
|
(a)
|
Foreign currency
exchange gains or losses applicable to third-party and
inter-company debt and certain balance sheet items held by foreign
subsidiaries.
|
(b)
|
Our share of the
Hotel del Coronado management agreement termination fee included in
both equity in (losses) earnings of unconsolidated affiliates and
net (income) loss attributable to the noncontrolling interest in
consolidated affiliates.
|
Strategic Hotels
& Resorts, Inc. and Subsidiaries (SHR)
Reconciliation of
Net Income (Loss) Attributable to SHR Common Shareholders
to
Funds From
Operations (FFO), FFO—Fully Diluted and Comparable
FFO
(in thousands,
except per share data)
|
|
|
|
Three Months
Ended
December 31,
|
|
Years Ended
December 31,
|
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
Net income (loss)
attributable to SHR common shareholders
|
|
$
|
3,223
|
|
|
$
|
(36,401)
|
|
|
$
|
(13,191)
|
|
|
$
|
(79,472)
|
|
Depreciation and
amortization—continuing operations
|
|
24,507
|
|
|
26,055
|
|
|
101,943
|
|
|
99,458
|
|
Depreciation and
amortization—discontinued operations
|
|
1,052
|
|
|
993
|
|
|
4,075
|
|
|
4,006
|
|
Corporate
depreciation
|
|
(125)
|
|
|
(190)
|
|
|
(508)
|
|
|
(979)
|
|
Loss on sale of
assets
|
|
430
|
|
|
—
|
|
|
1,185
|
|
|
—
|
|
Realized portion of
deferred gain on sale-leaseback
|
|
(53)
|
|
|
(50)
|
|
|
(207)
|
|
|
(200)
|
|
Noncontrolling
interests adjustments
|
|
(123)
|
|
|
(127)
|
|
|
(400)
|
|
|
(501)
|
|
Adjustments from
consolidated affiliates
|
|
(1,813)
|
|
|
(1,906)
|
|
|
(7,378)
|
|
|
(4,091)
|
|
Adjustments from
unconsolidated affiliates
|
|
3,482
|
|
|
3,923
|
|
|
14,135
|
|
|
15,258
|
|
FFO
|
|
30,580
|
|
|
(7,703)
|
|
|
99,654
|
|
|
33,479
|
|
Redeemable
noncontrolling interests
|
|
183
|
|
|
69
|
|
|
438
|
|
|
317
|
|
FFO—Fully
Diluted
|
|
30,763
|
|
|
(7,634)
|
|
|
100,092
|
|
|
33,796
|
|
Impairment losses and
other charges—continuing operations
|
|
—
|
|
|
18,406
|
|
|
728
|
|
|
18,406
|
|
Impairment losses and
other charges—discontinued operations
|
|
—
|
|
|
437
|
|
|
—
|
|
|
437
|
|
Non-cash mark to
market of interest rate swaps
|
|
(2,496)
|
|
|
(7,833)
|
|
|
(11,617)
|
|
|
(12,238)
|
|
Foreign currency
exchange (gain) loss—continuing operations (a)
|
|
(8)
|
|
|
(15)
|
|
|
(44)
|
|
|
1,258
|
|
Foreign currency
exchange loss (gain)—discontinued operations (a)
|
|
142
|
|
|
(79)
|
|
|
1
|
|
|
352
|
|
Activist shareholder
costs
|
|
342
|
|
|
—
|
|
|
342
|
|
|
—
|
|
Adjustment for Value
Creation Plan
|
|
—
|
|
|
(1,352)
|
|
|
—
|
|
|
1,407
|
|
Severance
charges
|
|
—
|
|
|
2,485
|
|
|
—
|
|
|
2,485
|
|
Management agreement
termination fee (b)
|
|
—
|
|
|
7,820
|
|
|
—
|
|
|
7,820
|
|
Comparable
FFO
|
|
$
|
28,743
|
|
|
$
|
12,235
|
|
|
$
|
89,502
|
|
|
$
|
53,723
|
|
Comparable FFO per
fully diluted share
|
|
$
|
0.14
|
|
|
$
|
0.06
|
|
|
$
|
0.43
|
|
|
$
|
0.26
|
|
Weighted average
diluted shares (c)
|
|
209,800
|
|
|
209,307
|
|
|
209,328
|
|
|
203,605
|
|
(a)
|
Foreign currency
exchange gains or losses applicable to third-party and
inter-company debt and certain balance sheet items held by foreign
subsidiaries.
|
(b)
|
Our share of the
Hotel del Coronado management agreement termination fee included in
both equity in (losses) earnings of unconsolidated affiliates and
net (income) loss attributable to the noncontrolling interests in
consolidated affiliates.
|
(c)
|
Excludes shares
related to the JW Marriott Essex House Hotel put option.
|
Strategic Hotels
& Resorts, Inc. and Subsidiaries (SHR)
Debt
Summary
(dollars in
thousands)
|
|
Debt
|
|
Interest Rate
|
|
Spread (a)
|
|
Loan Amount
|
|
Maturity
(b)
|
Marriott London
Grosvenor Square (c)
|
|
4.28
|
%
|
|
375 bp (c)
|
|
$
|
115,958
|
|
|
October 2014
|
North Beach
Venture
|
|
5.00
|
%
|
|
Fixed
|
|
1,469
|
|
|
January 2015
|
Bank credit
facility
|
|
3.17
|
%
|
|
300 bp
|
|
110,000
|
|
|
June 2015
|
Four Seasons
Washington, D.C.
|
|
3.32
|
%
|
|
315 bp
|
|
130,000
|
|
|
July 2016
|
Westin St.
Francis
|
|
6.09
|
%
|
|
Fixed
|
|
209,588
|
|
|
June 2017
|
Fairmont
Chicago
|
|
6.09
|
%
|
|
Fixed
|
|
93,124
|
|
|
June 2017
|
JW Marriott Essex
House Hotel
|
|
4.75
|
%
|
|
400 bp
|
|
185,826
|
|
|
September
2017
|
Hyatt Regency La
Jolla (d)
|
|
4.50% /
10.00
|
%
|
|
400 bp /
Fixed
|
|
89,312
|
|
|
December
2017
|
InterContinental
Miami
|
|
3.67
|
%
|
|
350 bp
|
|
85,000
|
|
|
July 2018
|
Loews Santa Monica
Beach Hotel
|
|
4.02
|
%
|
|
385 bp
|
|
109,000
|
|
|
July 2018
|
InterContinental
Chicago
|
|
5.61
|
%
|
|
Fixed
|
|
144,419
|
|
|
August 2021
|
|
|
|
|
|
|
$
|
1,273,696
|
|
|
|
(a)
|
Spread over LIBOR
(0.17% at December 31, 2013). Interest on the JW Marriott
Essex House Hotel loan is subject to a 0.75% LIBOR floor.
Interest on the Hyatt Regency La Jolla loan is subject to a 0.50%
LIBOR floor.
|
(b)
|
Includes extension
options.
|
(c)
|
Principal balance of
£70,040,000 at December 31, 2013. On August 7, 2013, the
Company entered into an amendment to the mortgage loan. The
amendment extended the maturity of the loan to October 2014 and
waived the July 2013 and subsequent principal payments through the
extended term. Pursuant to the amendment, the spread over GBP LIBOR
increases in steps during the extension period from GBP LIBOR plus
2.10% in August 2013 to GBP LIBOR plus 4.25% in April 2014. The
spread in the table is the spread over three-month GBP LIBOR (0.53%
at December 31, 2013).
|
(d)
|
Interest on
$72,000,000 is payable at LIBOR plus 4.00%, subject to a 0.50%
LIBOR floor, and interest on $17,312,000 is payable at a fixed rate
of 10.00%.
|
Interest Rate Swaps
Swap Effective
Date
|
|
Fixed Pay Rate
Against LIBOR
|
|
Notional
Amount
|
|
Maturity
|
February
2010
|
|
4.90
|
%
|
|
$
|
100,000
|
|
|
September 2014
|
February
2010
|
|
4.96
|
%
|
|
100,000
|
|
|
December 2014
|
December
2010
|
|
5.23
|
%
|
|
100,000
|
|
|
December 2015
|
February
2011
|
|
5.27
|
%
|
|
100,000
|
|
|
February 2016
|
|
|
5.09
|
%
|
|
$
|
400,000
|
|
|
|
Future scheduled debt principal payments (including extension
options) are as follows:
Years ending
December 31,
|
|
Amount
|
2014
|
|
$
|
120,213
|
|
2015
|
|
117,498
|
|
2016
|
|
139,783
|
|
2017
|
|
577,043
|
|
2018
|
|
185,015
|
|
Thereafter
|
|
134,144
|
|
|
|
$
|
1,273,696
|
|
|
|
|
Percent of fixed rate
debt including swaps
|
|
68.0
|
%
|
Weighted average
interest rate including swaps (e)
|
|
6.21
|
%
|
Weighted average
maturity of fixed rate debt (debt with maturity of greater than one
year)
|
|
3.92
|
|
(e)
|
Excludes the
amortization of deferred financing costs and the amortization of
the interest rate swap costs.
|
SOURCE Strategic Hotels & Resorts, Inc.