CHICAGO, Aug. 5, 2015 /PRNewswire/ -- Strategic Hotels & Resorts, Inc. (NYSE: BEE) today reported results for the second quarter ended June 30, 2015. 

($ in millions, except per share and operating metrics)

Second Quarter

Earnings Metrics

2015

2014

%

Net income attributable to common shareholders

$6.7

$80.8

(91.7)%

Net income per diluted share

$0.02

$0.35

(94.3)%

Comparable funds from operations (Comparable FFO) (a)

$69.0

$48.1

43.4%

Comparable FFO per diluted share (a)

$0.25

$0.21

19.0%

Comparable EBITDA (a)

$88.4

$68.9

28.3%





Same Store United States Portfolio Operating Metrics (b)




Average Daily Rate (ADR) (d)

$317.67

$299.97

5.9%

Occupancy

79.1%

80.0%

(0.9) pts

Revenue per Available Room (RevPAR) (d)

$251.41

$239.95

4.8%

Total RevPAR (d)

$472.27

$462.41

2.1%

EBITDA Margins (d)

28.3%

28.3%

0 bps





Total United States Portfolio Operating Metrics (c)




Average Daily Rate (ADR) (d)

$328.76

$310.53

5.9%

Occupancy

78.8%

80.0%

(1.2) pts

Revenue per Available Room (RevPAR) (d)

$259.15

$248.40

4.3%

Total RevPAR(d)

$495.90

$486.55

1.9%

EBITDA Margins(d)

27.7%

27.7%

0 bps


($ in millions, except per share and operating metrics)

Year to Date

Earnings Metrics

2015

2014

%

Net income attributable to common shareholders

$22.5

$298.0

(92.4)%

Net income per diluted share

$0.07

$1.30

(94.6)%

Comparable funds from operations (Comparable FFO) (a)

$125.3

$60.3

107.7%

Comparable FFO per diluted share (a)

$0.45

$0.28

60.7%

Comparable EBITDA (a)

$162.5

$110.1

47.6%





Same Store United States Portfolio Operating Metrics (b)




Average Daily Rate (ADR) (d)

$312.95

$293.14

6.8%

Occupancy

75.5%

75.0%

0.5 pts

Revenue per Available Room (RevPAR) (d)

$236.16

$219.84

7.4%

Total RevPAR (d)

$454.93

$430.34

5.7%

EBITDA Margins (d)

26.8%

24.7%

210 bps





Total United States Portfolio Operating Metrics (c)




Average Daily Rate (ADR) (d)

$326.59

$305.73

6.8%

Occupancy

75.7%

75.5%

0.2 pts

Revenue per Available Room (RevPAR) (d)

$247.30

$230.78

7.2%

Total RevPAR(d)

$482.03

$456.46

5.6%

EBITDA Margins(d)

26.5%

24.6%

190 bps



(a) 

Please refer to the tables provided later in this press release for a reconciliation of net income attributable to common shareholders to Comparable FFO, Comparable FFO per diluted share and Comparable EBITDA. Comparable FFO, Comparable FFO per diluted share and Comparable EBITDA are non-GAAP measures and are further explained within the reconciliation tables.

(b) 

Operating statistics reflect results from the Company's Same Store United States portfolio (see portfolio definitions later in this press release).

(c) 

Operating statistics reflect results from the Company's Total United States portfolio (see portfolio definitions later in this press release).

(d) 

ADR, RevPAR, Total RevPAR and EBITDA Margin statistics have been modified to take into account certain adjustments, including those related to the adoption of the Uniform System of Accounts for the Lodging Industry, Eleventh Revised Edition (the "USALI Eleventh Revised Edition").

 

"The second quarter represented another solid quarter of operating and financial results for the company," commented Raymond L. "Rip" Gellein, Chairman and Chief Executive Officer of Strategic Hotels & Resorts.  "We were productive on many fronts.  We acquired a world-class asset, sold a non-core asset, substantially strengthened the balance sheet and, more importantly, significantly grew our top line and bottom line.  The outlook for the balance of the year is very positive and we are seeing attractive growth in group bookings looking into 2016 and beyond," summarized Gellein.   

Second Quarter Highlights

  • Total consolidated revenues were $356.9 million in the second quarter of 2015, a 29.2 percent increase over the prior year period.  The increase was primarily driven by the acquisitions of the Four Seasons Resort Scottsdale at Troon North, the Montage Laguna Beach resort and the Four Seasons Hotel Austin, as well as the consolidation of the Hotel del Coronado.
  • Net income attributable to common shareholders was $6.7 million, or $0.02 per diluted share, in the second quarter of 2015, compared with $80.8 million, or $0.35 per diluted share, in the second quarter of 2014.  The year-over-year decrease in net income was primarily the result of a one-time gain related to the acquisition and consolidation of the Hotel del Coronado recorded in the second quarter of 2014.
  • Comparable FFO was $0.25 per diluted share in the second quarter of 2015, compared with $0.21 per diluted share in the prior year period, a 19.0 percent increase over the prior year period.    
  • Comparable EBITDA was $88.4 million in the second quarter of 2015, compared with $68.9 million in the prior year period, a 28.3 percent increase between periods as a result of the Company's acquisition activity and same store growth.
  • Same Store United States portfolio RevPAR increased 4.8 percent in the second quarter of 2015, driven by a 5.9 percent increase in ADR offsetting a 0.9 percentage point decline in occupancy compared to the second quarter of 2014.  Total RevPAR increased 2.1 percent between periods, with non-rooms revenue decreasing 0.7 percent between periods. 
  • Total United States portfolio RevPAR increased 4.3 percent in the second quarter of 2015, driven by a 5.9 percent increase in ADR offsetting a 1.2 percentage point decline in occupancy compared to the second quarter of 2014.  Total RevPAR increased 1.9 percent between periods, with non-rooms revenue decreasing 0.5 percent between periods.
  • Group occupied room nights in the Total United States portfolio decreased 0.9 percent in the second quarter 2015 and transient occupied room nights decreased 1.8 percent compared to the second quarter of 2014.  Transient ADR increased 6.8 percent compared to the second quarter of 2014 and group ADR increased 4.7 percent.
  • Same Store United States and Total United States portfolio EBITDA margins were flat in the second quarter of 2015, compared to the second quarter of 2014.  Excluding a one-time real estate tax credit received in the second quarter of 2014 and one-time charges related to real estate and personal property taxes recognized in the second quarter of 2015, EBITDA margins expanded 40 basis points in the Same Store and Total United States portfolios.  EBITDA margins in both years have been adjusted to exclude the amortization of the below market hotel management agreement related to the Hotel del Coronado, and other adjustments related to the adoption of the USALI Eleventh Revised Edition to improve comparability between years.

Year to Date Highlights

  • Total consolidated revenues were $682.2 million for the six month period ended June 30, 2015, a 44.9 percent increase over the prior year period.  This increase was primarily driven by the acquisitions of the Four Seasons Resort Scottsdale at Troon North, the Montage Laguna Beach resort and the Four Seasons Hotel Austin, as well as the consolidation of the Hotel del Coronado and the Fairmont Scottsdale Princess resort.  
  • Net income attributable to common shareholders was $22.5 million, or $0.07 per diluted share, compared with $298.0 million, or $1.30 per diluted share, for the six month period ended June 30, 2014.  The year-over-year decrease in net income was primarily the result of the one-time gains related to the consolidation of the Fairmont Scottsdale Princess resort and the Hotel del Coronado recorded in the first half of 2014.
  • Comparable FFO was $0.45 per diluted share compared with $0.28 per diluted share in the six month period ended June 30, 2014, a 60.7 percent increase over the prior year period as a result of the Company's acquisition and financing activities.   
  • Comparable EBITDA was $162.5 million compared with $110.1 million for the six month period ended June 30, 2014, a 47.6 percent increase between periods as a result of the Company's acquisition activity and same store growth.

Transaction Activity

On April 9, 2015, the Company retired the $117.0 million loan that encumbered the Fairmont Scottsdale Princess resort.  The loan had an interest rate of LIBOR plus 36 basis points.  Upon closing, $15.1 million of cash being held by the lender was released to the Company.

On May 12, 2015, the Company closed on the acquisition of the Four Seasons Hotel Austin for $197.0 million.

On May 21, 2015, the Company, along with its joint venture partner, closed on the sale of the Hyatt Regency La Jolla hotel for $118 million.  The Company previously owned a 53.5% interest in the asset.  At closing, the joint venture retired $89.2 million of debt secured by the hotel.

On May 27, 2015, the Company closed a new $750.0 million senior unsecured credit facility with an accordion feature allowing additional borrowing capacity up to $1.0 billion.  The facility is comprised of a $450.0 million unsecured revolving credit facility and a $300.0 million unsecured term loan.  The revolving credit facility interest rate is based upon a leverage-based pricing grid ranging from LIBOR plus 165 basis points to LIBOR plus 240 basis points.  The term loan interest rate is also based on a leverage based pricing grid ranging from LIBOR plus 160 basis points to LIBOR plus 235 basis points.  The combined unsecured facility has a five-year term. 

On May 27, 2015, the Company also closed a $115.0 million mortgage loan secured by the Ritz-Carlton Half Moon Bay hotel.  The loan bears interest at a floating rate of LIBOR plus 240 basis points and has a five-year initial term with two, one-year extension options.

On May 27, 2015, the Company simultaneously repaid the previously outstanding $209.6 million loan secured by the Westin St. Francis hotel and the $93.1 million loan secured by the Fairmont Chicago hotel that were cross-collateralized and priced at a fixed interest rate of 6.09 percent and set to mature in June 2017.  In connection with the repayment, the Company paid a prepayment penalty totaling approximately $32.9 million.

Subsequent Event

  • On July 24, 2015, the Company acquired the remaining 49 percent ownership interest in the JW Marriott Essex House hotel.  Pursuant to the terms of the joint venture agreements, the Company's partner, affiliates of KSL Capital Partners, LLC ("KSL"), exercised a contractual put option of their equity interests in the asset and the Company will issue KSL an aggregate of 6,595,449 shares of common stock priced at $12.82 per share, or an implied valuation of $84.6 million

2015 Guidance

Based on the results of the first six months of 2015 and current forecasts for the remainder of the year, management is adjusting its guidance ranges for full year 2015 RevPAR growth, Total RevPAR growth, Comparable EBITDA and Comparable FFO per fully diluted share. 

For the full-year ending December 31, 2015, the Company is providing the following guidance ranges:  

Guidance Metrics

Previous Range


Revised Range

RevPAR

6.0% - 8.0%


5.5% - 6.5%

Total RevPAR

4.5% - 6.5%


4.0% - 5.0%

EBITDA Margin expansion

125 – 175 basis points


125 – 175 basis points

Comparable EBITDA

$320M - $340M


$325M - $340M

Comparable FFO per diluted share

$0.85 - $0.93


$0.88 - $0.94

 

The guidance presented takes into account various accounting changes as stipulated by the industry's USALI Eleventh Revised Edition, which became effective in January 2015. Guidance for 2015 RevPAR, Total RevPAR and EBITDA margin expansion has been presented to reflect changes compared to the prior year as if these 2014 statistics included the USALI Eleventh Revised Edition changes. Actual RevPAR, Total RevPAR and EBITDA Margin changes from prior year may differ slightly. The Company will present 2014 RevPAR, Total RevPAR and EBITDA margins on an as reported basis and on a pro forma basis, which will include the USALI Eleventh Revised Edition changes.

Portfolio Definitions

Same Store United States portfolio hotel comparisons for the second quarter of 2015 are derived from the Company's hotel portfolio at June 30, 2015, consisting of 14 properties located in the United States, but excluding the Four Seasons Resort Scottsdale at Troon North, the Montage Laguna Beach resort, and the Four Seasons Hotel Austin which were acquired on December 9, 2014, January 29, 2015, and May 12, 2015, respectively as well as the Hyatt Regency La Jolla, which was sold on May, 21, 2015.

Total United States portfolio hotel comparisons for the second quarter of 2015 are derived from the Company's hotel portfolio as of June 30, 2015, consisting of all 17 properties located in the United States, including the Four Seasons Resort Scottsdale at Troon North, the Montage Laguna Beach resort, and the Four Seasons Hotel Austin, which were acquired on December 9, 2014, January 29, 2015, and May 12, 2015, respectively, but excluding the Hyatt Regency La Jolla, which was sold on May, 21, 2015.   

Total United States portfolio hotel comparisons for the full year 2015 are derived from the Company's current hotel portfolio, consisting of 17 properties located in the United States, including the Four Seasons Resort Scottsdale at Troon North, the Montage Laguna Beach resort, and the Four Seasons Hotel Austin which were acquired on December 9, 2014, January 29, 2015, and May 12, 2015 respectively, but excluding the Hyatt Regency La Jolla, which was sold on May, 21, 2015.

Earnings Call

The Company will conduct its second quarter 2015 conference call for investors and other interested parties on Thursday, August 6, 2015 at 10:00 a.m. Eastern Time (ET).  Interested individuals are invited to access the call by dialing 877.930.8296 (toll international: 253.336.8739) with passcode 80609573. To participate on the webcast, log on to the company's website at http://www.strategichotels.com or http://edge.media-server.com/m/p/3x8gtzod/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 1:00 p.m. ET on August 6, 2015 through 11:59 p.m. ET on August 13, 2015. To access the replay, dial 855.859.2056 (toll international: 404.537.3406) with passcode 80609573.  A replay of the call will also be available in the Investor Relations section of the company's website at http://www.strategichotels.com.

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 and Europe. The Company currently has ownership interests in 18 properties with an aggregate of 8,199 rooms and 851,000 square feet of multi-purpose meeting and banqueting space. For a list of current properties and for further information, please visit the Company's website at 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: the effects of economic conditions and disruptions in financial markets 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 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, Germany 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; 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 2015 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

$58.9


$73.9

Depreciation and Amortization

160.6


160.6

Interest Expense

81.4


81.4

Income Taxes

8.1


8.1

Non-controlling Interests

0.2


0.2

Adjustments from Consolidated Affiliates

8.6


8.6

Realized Portion of Deferred Gain on Sale Leasebacks

(0.2)


(0.2)

Gain on Sale of Asset

(40.6)


(40.6)

Impairment Losses

10.4


10.4

Loss on Early Extinguishment of Debt

34.2


34.2

Hotel Acquisition Costs

1.1


1.1

Amortization of Below Market Management Agreement

2.1


2.1

Other Adjustments

0.2


0.2

Comparable EBITDA

$325.0


$340.0

 


Low Range


High Range

Net Income Attributable to Common Shareholders

$58.9


$73.9

Depreciation and Amortization

159.9


159.9

Realized Portion of Deferred Gain on Sale Leasebacks

(0.2)


(0.2)

Gain on Sale of Asset

(40.6)


(40.6)

Non-controlling Interests

0.2


0.2

Adjustments from Consolidated Affiliates

12.0


12.0

Impairment Losses

10.4


10.4

Interest Rate Swap OCI Amortization

10.4


10.4

Loss on Early Extinguishment of Debt

34.2


34.2

Amortization of Debt Discount

0.8


0.8

Amortization of Below Market Management Agreement

2.1


2.1

Hotel Acquisition Costs

1.1


1.1

Comparable FFO

249.2


264.2

Comparable FFO per Diluted Share

$0.88


$0.94





 

Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR)


Consolidated Statements of Operations

(in thousands, except per share data)




Three Months Ended June 30,


Six Months Ended June 30,



2015


2014


2015


2014

Revenues:









Rooms


$

186,377



$

148,874



$

349,241



$

251,974


Food and beverage


134,523



100,028



257,992



170,045


Other hotel operating revenue


34,989



25,942



72,896



46,181


Lease revenue


1,013



1,319



2,044



2,618


Total revenues


356,902



276,163



682,173



470,818


Operating Costs and Expenses:









Rooms


51,072



41,268



98,937



74,975


Food and beverage


88,245



67,077



171,319



121,680


Other departmental expenses


86,626



66,238



171,350



119,817


Management fees


12,423



9,241



23,862



15,019


Other hotel expenses


19,842



15,572



35,455



31,250


Lease expense


1,017



1,260



2,051



2,518


Depreciation and amortization


40,331



28,058



77,995



50,263


Impairment losses


10,401





10,401




Corporate expenses


6,441



7,198



14,709



14,391


Total operating costs and expenses


316,398



235,912



606,079



429,913


Operating income


40,504



40,251



76,094



40,905


Interest expense


(20,709)



(19,587)



(43,494)



(37,861)


Interest income


16



50



117



77


Loss on early extinguishment of debt


(34,211)





(34,211)




Equity in earnings of unconsolidated affiliates




826





5,271


Foreign currency exchange gain (loss)


40



(8)



(76)



(6)


Gain on consolidation of affiliates




65,349





143,466


Other income, net


40,465



795



40,308



1,218


Income before income taxes and discontinued operations


26,105



87,676



38,738



153,070


Income tax expense


(2,452)



(207)



(2,671)



(246)


Income from continuing operations


23,653



87,469



36,067



152,824


Income from discontinued operations, net of tax




604





159,039


Net Income


23,653



88,073



36,067



311,863


Net income attributable to the noncontrolling interests in SHR's operating partnership


(67)



(281)



(104)



(1,130)


Net (income) loss attributable to the noncontrolling interests in consolidated affiliates


(16,888)



217



(13,454)



4,258


Net Income Attributable to SHR


6,698



88,009



22,509



314,991


Preferred shareholder dividends




(7,169)





(16,993)


Net Income Attributable to SHR Common Shareholders


$

6,698



$

80,840



$

22,509



$

297,998


Basic Income Per Common Share:









Income from continuing operations attributable to SHR common shareholders


$

0.02



$

0.36



$

0.08



$

0.65


Income from discontinued operations attributable to SHR common shareholders








0.74


Net income attributable to SHR common shareholders


$

0.02



$

0.36



$

0.08



$

1.39


Weighted average shares of common stock outstanding


276,380



222,013



257,056



214,450


Diluted Income Per Common Share:









Income from continuing operations attributable to SHR common shareholders


$

0.02



$

0.35



$

0.07



$

0.60


Income from discontinued operations attributable to SHR common shareholders








0.70


Net income attributable to SHR common shareholders


$

0.02



$

0.35



$

0.07



$

1.30


Weighted average shares of common stock outstanding


278,383



233,463



284,208



225,900


 

Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR)


Consolidated Balance Sheets

(in thousands, except share data)




June 30, 2015


December 31, 2014

Assets





Investment in hotel properties, net


$

3,276,411



$

2,828,400


Goodwill


21,629



38,128


Intangible assets, net of accumulated amortization of $11,783 and $7,288


93,936



94,324


Investment in unconsolidated affiliates


22,850



22,850


Cash and cash equivalents


98,586



442,613


Restricted cash and cash equivalents


77,790



81,510


Accounts receivable, net of allowance for doubtful accounts of $688 and $492


71,486



51,382


Deferred financing costs, net of accumulated amortization of $8,203 and $7,814


14,580



11,440


Deferred tax assets


1,419



1,729


Prepaid expenses and other assets


56,727



46,781


Total assets


$

3,735,414



$

3,619,157


Liabilities, Noncontrolling Interests and Equity





Liabilities:





Mortgages payable, net of discount


$

1,460,637



$

1,705,778


Credit facility, including an unsecured term loan of $300,000 and $0


344,000




Accounts payable and accrued expenses


234,306



224,505


Preferred stock redemption liability




90,384


Distributions payable




104


Deferred tax liabilities


46,117



46,137


Total liabilities


2,085,060



2,066,908


Commitments and contingencies





Noncontrolling interests in SHR's operating partnership


9,619



10,500


Equity:





SHR's shareholders' equity:





Common stock ($0.01 par value per share; 350,000,000 shares of common stock authorized; 275,494,707 and 267,435,799 shares of common stock issued and outstanding)


2,755



2,674


Additional paid-in capital


2,451,209



2,348,284


Accumulated deficit


(867,960)



(890,469)


Accumulated other comprehensive loss


(7,586)



(13,032)


Total SHR's shareholders' equity


1,578,418



1,447,457


Noncontrolling interests in consolidated affiliates


62,317



94,292


Total equity


1,640,735



1,541,749


Total liabilities, noncontrolling interests and equity


$

3,735,414



$

3,619,157


 

Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR)


Financial Highlights


Supplemental Financial Data

(in thousands, except per share information)




June 30, 2015



Pro Rata Share


Consolidated

Capitalization





Shares of common stock outstanding


275,495



275,495


Operating partnership units outstanding


794



794


Restricted stock units outstanding


1,205



1,205


Combined shares and units outstanding


277,494



277,494


Common stock price at end of period


$

12.12



$

12.12


Common equity capitalization


$

3,363,227



$

3,363,227


Consolidated debt


1,805,618



1,805,618


Pro rata share of consolidated debt


(110,250)




Cash and cash equivalents


(98,586)



(98,586)


Total enterprise value


$

4,960,009



$

5,070,259


Net Debt / Total Enterprise Value


32.2

%


33.7

%

Common Equity / Total Enterprise Value


67.8

%


66.3

%

 

Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR)

Disposition of Hotel Properties

2015 Dispositions

Effective January 1, 2015, the Company adopted new accounting guidance which amends the requirements for reporting discontinued operations.  Under the guidance, only disposals that represent a strategic shift that has (or will have) a major effect on the Company's results of operations would qualify as discontinued operations.

On May 21, 2015, the Company, along with its joint venture partner, sold the Hyatt Regency La Jolla hotel for sales proceeds of approximately $118,293,000.  The $89,228,000 mortgage loan secured by the hotel was repaid at the time of closing.  A $40,613,000 gain on the sale was recorded in other income, net in the condensed consolidated statements of operations for the three and six months ended June 30, 2015.  The portion of the gain attributable to the joint venture partner was $16,649,000, which is reflected in net income attributable to the noncontrolling interests in consolidated affiliates in the condensed consolidated statements of operations for the three and six months ended June 30, 2015.  The disposition of the Hyatt Regency La Jolla hotel does not represent a strategic shift that has had a major effect on the Company's results of operations; therefore, the hotel's results of operations are included in continuing operations for all periods presented.

2014 Dispositions

During the six months ended June 30, 2014, the Company sold the following hotels:

Hotel


Location


Date Sold


Sales Proceeds


Gain on sale

Four Seasons Punta Mita Resort and La Solana land parcel


Punta Mita, Mexico


February 28, 2014


$

206,867,000



$

63,879,000


Marriott London Grosvenor Square


London, England


March 31, 2014


$

209,407,000


(a)

$

92,889,000




(a)

There was an outstanding balance of £67,301,000 ($112,150,000) on the mortgage loan secured by the Marriott London Grosvenor Square hotel, which was repaid at the time of closing.  The net proceeds we received were $97,257,000.

 

The results of operations of hotels sold prior to January 1, 2015 are classified as discontinued operations and segregated in the consolidated statements of operations for all periods presented. The following is a summary of income from discontinued operations, net of tax, for the three and six months ended June 30, 2014 (in thousands):



Three Months Ended June 30,


Six Months Ended June 30,



2014


2014

Hotel operating revenues


$



$

17,767


Operating costs and expenses




11,485


Depreciation and amortization




1,275


Total operating costs and expenses




12,760


Operating income




5,007


Interest expense




(1,326)


Interest income




2


Loss on early extinguishment of debt




(272)


Foreign currency exchange gain




32


Income tax expense




(833)


Gain on sale, net of tax


604



156,429


Income from discontinued operations, net of tax


$

604



$

159,039


 

Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR)


Investments in Unconsolidated Affiliates

(in thousands)


We had a 36.4% equity ownership interest in the Hotel del Coronado that we accounted for using the equity method of accounting until we acquired the remaining 63.6% equity ownership interest not previously owned by us on June 11, 2014. We had a 50.0% equity ownership interest in the Fairmont Scottsdale Princess hotel that we accounted for using the equity method of accounting until we acquired the remaining 50.0% equity ownership interest not previously owned by us on March 31, 2014.  For purposes of this analysis, the operating results reflect the 36.4% equity ownership interest we held in the Hotel del Coronado prior to June 11, 2014 and the 50.0% equity ownership interest we held in the Fairmont Scottsdale Princess hotel prior to March 31, 2014.




Three Months Ended June 30, 2014



Hotel del

Coronado


Fairmont Scottsdale

Princess


Total

Total revenues (100%)


$

33,821



$



$

33,821


Property EBITDA (100%)


$

11,202



$



$

11,202


Equity in earnings of unconsolidated affiliates (SHR ownership)







Property EBITDA


$

4,075



$



$

4,075


Depreciation and amortization


(1,572)





(1,572)


Interest expense


(1,518)





(1,518)


Other expenses, net


(18)





(18)


Income taxes


(87)





(87)


Equity in earnings of unconsolidated affiliates


$

880



$



$

880


EBITDA Contribution:







Equity in earnings of unconsolidated affiliates


$

880



$



$

880


Depreciation and amortization


1,572





1,572


Interest expense


1,518





1,518


Income taxes


87





87


EBITDA Contribution


$

4,057



$



$

4,057


FFO Contribution:







Equity in earnings of unconsolidated affiliates


$

880



$



$

880


Depreciation and amortization


1,572





1,572


FFO Contribution


$

2,452



$



$

2,452


 



Six Months Ended June 30, 2014



Hotel del

Coronado


Fairmont

Scottsdale

Princess


Total

Total revenues (100%)


$

67,863



$

35,006



$

102,869


Property EBITDA (100%)


$

20,761



$

13,191



$

33,952


Equity in earnings of unconsolidated affiliates (SHR ownership)







Property EBITDA


$

7,426



$

6,595



$

14,021


Depreciation and amortization


(3,526)



(1,551)



(5,077)


Interest expense


(3,418)



(168)



(3,586)


Other expenses, net


(25)



(30)



(55)


Income taxes


143





143


Equity in earnings of unconsolidated affiliates


$

600



$

4,846



$

5,446


EBITDA Contribution







Equity in earnings of unconsolidated affiliates


$

600



$

4,846



$

5,446


Depreciation and amortization


3,526



1,551



5,077


Interest expense


3,418



168



3,586


Income taxes


(143)





(143)


EBITDA Contribution


$

7,401



$

6,565



$

13,966


FFO Contribution







Equity in earnings of unconsolidated affiliates


$

600



$

4,846



$

5,446


Depreciation and amortization


3,526



1,551



5,077


FFO Contribution


$

4,126



$

6,397



$

10,523


 

Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR)


Leasehold Information

(in thousands)




Three Months Ended June 30,


Six Months Ended June 30,



2015


2014


2015


2014

Marriott Hamburg:









Property EBITDA


$

1,321



$

1,687



$

2,560



$

3,199


Revenue (a)


$

1,013



$

1,319



$

2,044



$

2,618











Lease expense


(1,017)



(1,260)



(2,051)



(2,518)


Less: Deferred gain on sale-leaseback


(43)



(54)



(87)



(107)


Adjusted lease expense


(1,060)



(1,314)



(2,138)



(2,625)











Comparable EBITDA contribution from leasehold


$

(47)



$

5



$

(94)



$

(7)




























Security Deposit (b):










June 30, 2015


December 31, 2014

Marriott Hamburg










$

2,117



$

2,299





















(a)

For the three and six months ended June 30, 2015 and 2014, 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) attributable to SHR common shareholders; 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 attributable to SHR common shareholders in accordance with standards established by the National Association of Real Estate Investment Trusts, or NAREIT. NAREIT adopted a definition of FFO in order to promote an industry-wide standard measure of REIT operating performance. NAREIT defines FFO as net income (or loss) (computed in accordance with GAAP) excluding losses or gains from sales of depreciable property, impairment of depreciable real estate, real estate-related depreciation and amortization, and our portion of these items related to unconsolidated affiliates. We also present FFO—Fully Diluted, which is FFO attributable to SHR common shareholders plus income or loss on income attributable to redeemable noncontrolling interests in our operating partnership. We also present Comparable FFO, which is FFO—Fully Diluted excluding the impact of any gains or losses on early extinguishment of debt, impairment losses on non-depreciable assets, foreign currency exchange gains or losses and certain other charges that are highly variable from year to year. We believe that the presentation of FFO attributable to SHR common shareholders, 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 attributable to SHR common shareholders, 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 attributable to SHR common shareholders, 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 attributable to SHR common shareholders, 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 attributable to SHR common shareholders, 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 attributable to SHR common shareholders, 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 Attributable to SHR Common Shareholders to EBITDA and Comparable EBITDA

(in thousands)




Three Months Ended June 30,


Six Months Ended June 30,



2015


2014


2015


2014

Net income attributable to SHR common shareholders


$

6,698



$

80,840



$

22,509



$

297,998


Depreciation and amortization—continuing operations


40,331



28,058



77,995



50,263


Depreciation and amortization—discontinued operations








1,275


Interest expense—continuing operations


20,709



19,587



43,494



37,861


Interest expense—discontinued operations








1,326


Income taxes—continuing operations


2,452



207



2,671



246


Income taxes—discontinued operations








833


Income taxes—sale of assets








20,451


Net income attributable to noncontrolling interests in SHR's operating partnership (a)


67



281



104



1,130


Adjustments attributable to noncontrolling interests in consolidated affiliates (b)


(3,209)



(3,939)



(7,046)



(7,614)


Adjustments attributable to unconsolidated affiliates (c)




3,153





8,443


Preferred shareholder dividends




7,169





16,993


EBITDA


67,048



135,356



139,727



429,205


Realized portion of deferred gain on sale-leaseback


(43)



(54)



(87)



(107)


Gain on sale of assets—continuing operations


(40,613)



(767)



(40,613)



(767)


Gain on sale of assets—discontinued operations




(604)





(176,880)


Gain on consolidation of affiliates




(65,349)





(143,466)


Impairment losses


10,401





10,401




Loss on early extinguishment of debt—continuing operations


34,211





34,211




Loss on early extinguishment of debt—discontinued operations








272


Foreign currency exchange (gain) loss—continuing operations


(40)



8



76



6


Foreign currency exchange gain—discontinued operations








(32)


Hotel acquisition costs


346





1,066




Non-cash interest rate derivative activity


30





146




Amortization of below market hotel management agreement


513



108



1,026



108


Activist shareholder costs




104





1,637


Adjustments attributable to noncontrolling interests in consolidated affiliates (d)


16,559



109



16,559



109


Comparable EBITDA


$

88,412



$

68,911



$

162,512



$

110,085




(a)

EBITDA is presented on a full participation basis, which means we have assumed conversion of all redeemable noncontrolling interests in SHR's operating partnership into shares of SHR's common stock.  This adjustment reverses the net income that was allocated to the noncontrolling interests in SHR's operating partnership.



(b)

This adjustment represents the portion of interest expense, income taxes and depreciation and amortization attributable to the noncontrolling interest in affiliates that are consolidated but not wholly owned by us.



(c)

This adjustment represents our portion of interest expense, income taxes and depreciation and amortization related to affiliates that are not consolidated.



(d)

This adjustment represents the portion of gains or losses from sales of depreciable property and the portion of loss on early extinguishment of debt attributable to the noncontrolling interests in affiliates that are consolidated but not wholly owned by us.

 

Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR)


Reconciliation of Net Income Attributable to SHR Common Shareholders to

Funds From Operations (FFO) Attributable to SHR Common Shareholders, FFO—Fully Diluted and Comparable FFO

(in thousands, except per share data)




Three Months Ended June 30,


Six Months Ended June 30,



2015


2014


2015


2014

Net income attributable to SHR common shareholders


$

6,698



$

80,840



$

22,509



$

297,998


Depreciation and amortization—continuing operations


40,331



28,058



77,995



50,263


Depreciation and amortization—discontinued operations








1,275


Corporate depreciation


(127)



(123)



(255)



(246)


Gain on sale of assets—continuing operations


(40,613)



(767)



(40,613)



(767)


Gain on sale of assets, net of tax—discontinued operations




(604)





(156,429)


Gain on consolidation of affiliates




(65,349)





(143,466)


Realized portion of deferred gain on sale-leaseback


(43)



(54)



(87)



(107)


Adjustments attributable to noncontrolling interests in SHR's operating partnership (a)


(116)



(95)



(226)



(193)


Adjustments attributable to noncontrolling interests in consolidated affiliates (b)


14,801



(1,971)



12,558



(3,806)


Adjustments attributable to unconsolidated affiliates (c)




1,571





5,077


FFO attributable to SHR common shareholders


20,931



41,506



71,881



49,599


Adjustments attributable to noncontrolling interests in SHR's operating partnership - other (d)


183



376



330



1,323


FFO—Fully Diluted


21,114



41,882



72,211



50,922


Impairment losses


10,401





10,401




Non-cash interest rate derivative activity


2,489



2,184



5,718



(110)


Loss on early extinguishment of debt—continuing operations


34,211





34,211




Loss on early extinguishment of debt—discontinued operations








272


Foreign currency exchange (gain) loss—continuing operations (a)


(40)



8



76



6


Foreign currency exchange gain—discontinued operations (a)








(32)


Amortization of debt discount


40



623



690



623


Amortization of below market hotel management agreement


513



108



1,026



108


Hotel acquisition costs


346





1,066




Activist shareholder costs




104





1,637


Excess of redemption liability over carrying amount of redeemed preferred stock




3,203





6,912


Adjustments attributable to noncontrolling interests in consolidated affiliates (e)


(90)





(90)




Comparable FFO


$

68,984



$

48,112



$

125,309



$

60,338


Comparable FFO per fully diluted share


$

0.25



$

0.21



$

0.45



$

0.28


Weighted average diluted shares (b)


279,380



225,348



278,145



217,875




(a)

This adjustment represents the portion of depreciation and amortization attributable to the redeemable noncontrolling interests in our operating partnership.



(b)

This adjustment represents the portion of depreciation and amortization and gains or losses from sales of depreciable property that are attributable to the noncontrolling interests in affiliates that are consolidated but not wholly owned by us.



(c)

This adjustment represents our portion of depreciation and amortization related to affiliates that are not consolidated.



(d)

This adjustment represents amounts other than depreciation and amortization that are attributable to the redeemable noncontrolling interests in our operating partnership.



(e)

This adjustment represents the portion of loss on early extinguishment of debt that is attributable to the noncontrolling interests in affiliates that are consolidated but not wholly owned by us.



(f)

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)

Hotel del Coronado


3.84

%


365 bp


$

475,000



March 2018

Four Seasons Washington, D.C.


2.44

%


225 bp


120,000



June 2019

JW Marriott Essex House Hotel


3.14

%


295 bp


225,000



January 2020

Unsecured revolving credit facility (c)


1.84

%


165 bp


44,000



May 2020

Unsecured term loan (c)


1.79

%


160 bp


300,000



May 2020

Loews Santa Monica Beach Hotel


2.74

%


255 bp


120,000



May 2021

InterContinental Chicago


5.61

%


Fixed


141,618



August 2021

Montage Laguna Beach (d)


3.90

%


Fixed


150,000



August 2021

Ritz-Carlton Half Moon Bay (e)


2.59

%


240 bp


115,000



May 2022

InterContinental Miami


3.99

%


Fixed


115,000



September 2024







1,805,618




Unamortized discount (d)






(981)










$

1,804,637






(a)

Spread over LIBOR (0.19% at June 30, 2015).

(b)

Includes extension options.

(c)

On May 27, 2015, we entered into a new $750,000,000 senior unsecured credit facility that is comprised of a $450,000,000 unsecured revolving credit facility and a $300,000,000 unsecured term loan.  Interest on the unsecured revolving credit facility is payable monthly based upon a leverage-based grid with annual rates ranging from LIBOR plus 1.65% to LIBOR plus 2.40%.  Interest on the unsecured term loan is also payable monthly based upon a leverage-based pricing grid with annual rates ranging from LIBOR plus 1.60% to LIBOR plus 2.35%.

(d)

On January 29, 2015, we closed on the acquisition of the Montage Laguna Beach resort. In connection with the acquisition, we assumed the outstanding balance of the mortgage loan secured by the Montage Laguna Beach resort. We recorded the mortgage loan at its fair value, which included a debt discount, which is being amortized as additional interest expense over the maturity period of the loan.

(e)

On May 27, 2015, we closed on a new $115,000,000 mortgage loan secured by the Ritz-Carlton Half Moon Bay hotel.  The mortgage loan has two, one-year extension options, subject to certain conditions.

 

Second Quarter 2015 Debt Repayments

On April 9, 2015, we repaid the $117,000,000 mortgage loan secured by the Fairmont Scottsdale Princess hotel.

On May 21, 2015, we sold the Hyatt Regency La Jolla hotel and repaid the $89,288,000 mortgage loan secured by the hotel at the time of closing. We recorded a $193,000 loss on early extinguishment of debt, which included the write off of unamortized deferred financing costs.

On May 27, 2015, we repaid the $209,558,000 mortgage loan secured by the Westin St. Francis hotel and the $93,124,000 mortgage loan secured by the Fairmont Chicago hotel using proceeds from the new mortgage loan secured by the Ritz-Carlton Half Moon Bay hotel and proceeds from the $300,000,000 unsecured term loan. We recorded a $34,014,000 loss on early extinguishment of debt, which included prepayment penalties of $32,917,000 and the write off of unamortized deferred financing costs.

 

Debt Summary (Continued)

(dollars in thousands)


Future scheduled debt principal payments (including extension options) are as follows:


Years ending December 31,


Amount

2015 (remainder)


$

1,126


2016


2,040


2017


3,066


2018


480,033


2019


125,276


Thereafter


1,194,077




1,805,618


Unamortized discount


(981)




$

1,804,637






Percent of fixed rate debt


22.5

%

Weighted average interest rate (f)


3.29

%

Weighted average maturity of fixed rate debt (debt with maturity of greater than one year)


6.97




(f)

Excludes the amortization of deferred financing costs.

 

 

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SOURCE Strategic Hotels & Resorts, Inc.

Copyright 2015 PR Newswire