DALLAS, Feb. 26, 2015 /PRNewswire/ -- Ashford (NYSE MKT:
AINC) (the "Company") today reported the following results and
performance measures for the fourth quarter ended December 31, 2014. On November 12, 2014, the Company completed its
spin-off from Ashford Hospitality Trust, Inc. (NYSE: AHT) ("Ashford
Trust"), but the Company has presented its prior year financial
statements in accordance with GAAP, which requires that historical
carve-out financial statements be presented. Accordingly, the
Company's results for the quarter and year ended December 31, 2014 may not be representative of
results in future periods. Unless otherwise stated, all
reported results compare the fourth quarter ended December 31, 2014, with the fourth quarter ended
December 31, 2013 (see discussion
below).
FINANCIAL AND OPERATING HIGHLIGHTS
- On November 12, 2014, the Company
completed its spin-off from Ashford Trust
- Total revenue for the fourth quarter of 2014 totaled
$8.0 million
- Net loss attributable to common stockholders for the Company
was $15.5 million, or $8.01 per diluted share
- Adjusted EBITDA for the fourth quarter was a loss of
$1.1 million
- Adjusted Net Loss for the fourth quarter was $1.8 million, or $0.95 per diluted share
- At the end of the fourth quarter 2014, the Company had over
$5.0 billion of assets under
management
- As of December 31, 2014, Ashford
had cash and cash equivalents of $29.6
million
- In January, Ashford Trust announced the formation of Ashford
Hospitality Select ("Ashford Select"), a new privately-held company
dedicated to investing in select-service hotels, that will be
advised by Ashford
FINANCIAL RESULTS
For the fourth quarter ended
December 31, 2014, advisory services
revenue totaled $7.8 million,
including $4.5 million from Ashford
Trust and $3.3 million from Ashford
Hospitality Prime (NYSE: AHP) ("Ashford
Prime"). No incentive management fees were recognized
during the three months ended December 31,
2014 in connection with the advisory agreements with Ashford
Trust and Ashford Prime.
Net loss attributable to common stockholders for the fourth
quarter of 2014 totaled $15.5
million, or $8.01 per diluted
share, compared with a loss of $13.9
million, or $7.18 per diluted
share for the fourth quarter of 2013.
Adjusted EBITDA for the fourth quarter of 2014 was a loss of
$1.1 million, compared with a loss of
$9.6 million for the fourth quarter
of 2013.
Adjusted Net Loss for the fourth quarter of 2014 was
$1.8 million, or $0.95 per diluted share, compared with a loss of
$9.6 million, or $4.99 per diluted share, for the fourth quarter
of 2013.
CAPITAL STRUCTURE
At the end of the fourth quarter
2014, the Company had $5.0 billion of
assets under management from its managed companies. As of
December 31, 2014, Ashford's cash and
cash equivalents totaled $29.6
million.
As of December 31, 2014, Ashford
had 2.2 million shares of common stock and partnership units
outstanding.
ASHFORD TRUST HIGHLIGHTS
- During the fourth quarter, Ashford Trust sold the 86-room
Homewood Suites Mobile in Mobile,
AL for $7.4 million
- In January, Ashford Trust closed a $478.0 million refinancing on 15 hotels with net
excess proceeds of over $100
million
- In January, Ashford Trust issued 9.5 million shares of common
stock at $10.65 per share for net
proceeds of $100.2 million. The
underwriter subsequently exercised its option to acquire an
additional 1,029,450 shares of common stock from Ashford Trust at
$10.65 per share for additional net
proceeds of approximately $10.9
million.
- In February, Ashford Trust acquired the 168-room Lakeway Resort
in Austin, TX for $33.5 million and the 232-room Marriott Memphis
East hotel in Memphis, TN for
$43.5 million
ASHFORD PRIME HIGHLIGHTS
- During the fourth quarter, Ashford
Prime closed on a refinancing of the Capital Hilton and the
Hilton Torrey Pines. The refinancing resulted in minimal
excess proceeds.
- Ashford Prime has repurchased
1.8 million shares of common stock and common partnership units at
a total cost of $30.4 million
ASHFORD SELECT HIGHLIGHTS
- In January, Ashford Trust announced the formation of Ashford
Hospitality Select, a new privately-held company dedicated to
investing primarily in existing premium branded, upscale and
upper-midscale, select-service hotels, including extended stay
hotels, in the United States.
- Expected to launch sometime in the first half of 2015
- Ashford Trust intends to contribute a portfolio of 16
select-service hotels to Ashford Select and will give Ashford
Select a right of first offer on its remaining 41 select-service
hotels
- Ashford will be the advisor to Ashford Select
ASHFORD INVESTMENT MANAGEMENT HIGHLIGHTS
- Ashford Investment Management is now a Registered Investment
Advisor with the Securities and Exchange Commission
"We are excited to have completed the spin-off of Ashford and
begin our journey as an independent publicly-traded company,"
commented Monty J. Bennett,
Ashford's Chairman and Chief Executive Officer. "Since the
successful completion of our spin-off, we have continued to
leverage the Ashford group of companies' platforms to find
opportunities to capitalize on the favorable hospitality sector
trends we are seeing. Creating Ashford Select is a great
example of that. Looking ahead, all of our advised
platforms are well positioned with their distinctive strategies to
benefit from these trends and our management team will continue to
focus on identifying accretive ways to grow the platforms both
organically and through acquisitions."
INVESTOR CONFERENCE CALL AND SIMULCAST
Ashford will
conduct a conference call on Friday,
February 27, 2015, at 12:00 p.m.
ET. The number to call for this interactive
teleconference is (719) 457-2727. A replay of the conference
call will be available through Friday, March
6, 2015, by dialing (719) 457-0820 and entering the
confirmation number, 2067973.
The Company will also provide an online simulcast and
rebroadcast of its fourth quarter 2014 earnings release conference
call. The live broadcast of Ashford's quarterly conference
call will be available online at the Company's web site,
www.ashfordinc.com on Friday, February
27, 2015, beginning at 12:00 p.m.
ET. The online replay will follow shortly after the
call and continue for approximately one year.
Included in this press release are certain supplemental measures
of performance which are not measures of operating performance
under GAAP, to assist investors in evaluating the Company's
historical or future financial performance. These supplemental
measures include adjusted earnings before interest, tax,
depreciation and amortization ("Adjusted EBITDA") and Adjusted Net
Income. We believe that Adjusted EBITDA and Adjusted Net Income
provide investors and management with a meaningful indicator of
operating performance. Management also uses Adjusted EBITDA and
Adjusted Net Income, among other measures, to evaluate
profitability and our board of directors includes these measures in
reviews to determine quarterly distributions to stockholders. We
calculate Adjusted EBITDA by subtracting or adding to net income
(loss): interest expense, income taxes, depreciation, amortization,
net income (loss) to noncontrolling interests, transaction costs,
and other expenses. We calculate Adjusted Net Income by subtracting
or adding to net income (loss): net income (loss) to noncontrolling
interests, transaction costs, and other expenses. Our methodology
for calculating Adjusted EBITDA and Adjusted Net Income may differ
from the methodologies used by other comparable companies, when
calculating the same or similar supplemental financial measures and
may not be comparable with these companies. Neither Adjusted EBITDA
nor Adjusted Net Income represents cash generated from operating
activities as determined by GAAP and should not be considered as an
alternative to a) GAAP net income (loss) as an indication of our
financial performance or b) GAAP cash flows from operating
activities as a measure of our liquidity nor are such measures
indicative of funds available to satisfy our cash needs. The
Company urges investors to carefully review the U.S. GAAP financial
information included as part of our Registration Statement on Form
10, as amended.
Ashford is a global asset management company focused on managing
real estate, hospitality, and securities platforms.
Follow Chairman and CEO Monty
Bennett on Twitter at
www.twitter.com/MBennettAshford or @MBennettAshford.
Ashford has created an Ashford App for the hospitality REIT
investor community. The Ashford App is available for free
download at Apple's App Store and
the Google Play Store by searching "Ashford."
Certain statements and assumptions in this press release
contain or are based upon "forward-looking" information and are
being made pursuant to the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995. These forward-looking
statements are subject to risks and uncertainties. When we use the
words "will likely result," "may," "anticipate," "estimate,"
"should," "expect," "believe," "intend," or similar expressions, we
intend to identify forward-looking statements. Such statements are
subject to numerous assumptions and uncertainties, many of which
are outside Ashford's control.
These forward-looking statements are subject to known and
unknown risks and uncertainties, which could cause actual results
to differ materially from those anticipated, including, without
limitation: general volatility of the capital markets and the
market price of our common stock; changes in our business or
investment strategy; availability, terms and deployment of capital;
availability of qualified personnel; changes in our industry and
the market in which we operate, interest rates or the general
economy; and the degree and nature of our competition. These and
other risk factors are more fully discussed in Ashford's filings
with the Securities and Exchange Commission.
The forward-looking statements included in this press release
are only made as of the date of this press release. Investors
should not place undue reliance on these forward-looking
statements. We are not obligated to publicly update or revise any
forward-looking statements, whether as a result of new information,
future events or circumstances, changes in expectations or
otherwise.
ASHFORD INC. AND
SUBSIDIARIES
|
CONSOLIDATED AND
COMBINED BALANCE SHEETS
|
(in thousands,
except share amounts)
|
|
|
|
|
|
December
31,
|
|
December
31,
|
|
|
|
|
2014
|
|
2013
|
|
|
|
|
|
|
(As
Restated)
|
|
|
|
|
(unaudited)
|
ASSETS
|
|
|
|
|
|
Current
assets:
|
|
|
|
|
|
Cash and cash
equivalents
|
|
$
29,597
|
|
$
600
|
|
Restricted
cash
|
|
3,337
|
|
-
|
|
Prepaid expenses and
other
|
|
1,360
|
|
216
|
|
Due from Ashford
Trust, net
|
|
8,202
|
|
-
|
|
Due from Ashford
Prime, net
|
|
2,546
|
|
960
|
|
|
Total current
assets
|
|
45,042
|
|
1,776
|
|
Furniture, fixtures
and equipment, net
|
|
4,188
|
|
546
|
|
|
Total
assets
|
|
$
49,230
|
|
$
2,322
|
|
|
|
|
|
|
|
LIABILITIES AND
EQUITY
|
|
|
|
|
Current
liabilities:
|
|
|
|
|
|
Accounts payable and
other accrued expenses
|
|
12,644
|
|
7,828
|
|
Due to
affiliate
|
|
1,313
|
|
232
|
|
|
Total current
liabilities
|
|
13,957
|
|
8,060
|
|
Deferred
income
|
|
-
|
|
21
|
|
Deferred compensation
plan
|
|
19,955
|
|
-
|
|
|
Total
liabilities
|
|
33,912
|
|
8,081
|
|
|
|
|
|
|
|
Redeemable
noncontrolling interests in Ashford LLC
|
|
424
|
|
-
|
|
|
|
|
|
|
|
Equity:
|
|
|
|
|
|
|
Common stock, $0.01
par value, 100,000,000 shares authorized, 1,986,851 and no
shares
|
|
|
|
|
|
|
issued and
outstanding at December 31, 2014 and 2013, respectively
|
|
20
|
|
-
|
|
|
Additional paid-in
capital
|
|
228,272
|
|
162,360
|
|
|
Accumulated
deficit
|
|
(213,311)
|
|
(168,119)
|
|
|
Total
stockholders' equity (deficit) of the Company
|
|
14,981
|
|
(5,759)
|
|
Noncontrolling
interest in consolidated entity
|
|
(87)
|
|
-
|
|
|
Total equity
(deficit)
|
|
14,894
|
|
(5,759)
|
|
|
|
|
|
|
|
|
|
Total
liabilities and equity/deficit
|
|
$
49,230
|
|
$
2,322
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
-
|
|
-
|
|
|
|
|
|
|
|
ASHFORD INC. AND
SUBSIDIARIES
|
COMBINED
CONSOLIDATED STATEMENTS OF OPERATIONS
|
(in thousands,
except per share amounts)
|
|
|
|
|
|
Three Months
Ended
|
|
Year
Ended
|
|
|
|
|
December
31,
|
|
December
31,
|
|
|
|
|
2014
|
|
2013
|
|
2014
|
|
2013
|
|
|
|
|
|
|
|
|
|
|
(as
restated)
|
|
|
|
|
(unaudited)
|
|
(unaudited)
|
REVENUE
|
|
|
|
|
|
|
|
|
Advisory
services:
|
|
|
|
|
|
|
|
|
|
Base advisory
fee
|
$
6,280
|
|
$
878
|
|
$
12,738
|
|
$
878
|
|
|
Advisory services –
other services
|
984
|
|
82
|
|
2,301
|
|
82
|
|
|
Non-cash
stock/unit-based compensation
|
564
|
|
|
|
2,105
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asset management
consulting and other
|
144
|
|
-
|
|
144
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
revenue
|
7,972
|
|
960
|
|
17,288
|
|
960
|
|
|
|
|
|
|
|
|
|
|
|
EXPENSES
|
|
|
|
|
|
|
|
|
Salaries and
benefits
|
15,716
|
|
9,975
|
|
34,271
|
|
25,513
|
|
Non-cash
stock/unit-based compensation
|
5,640
|
|
4,173
|
|
23,875
|
|
20,696
|
|
Depreciation
|
101
|
|
63
|
|
359
|
|
220
|
|
Corporate, general
and administrative
|
1,751
|
|
614
|
|
5,350
|
|
2,243
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating
expenses
|
23,208
|
|
14,825
|
|
63,855
|
|
48,672
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LOSS BEFORE INCOME
TAXES
|
(15,236)
|
|
(13,865)
|
|
(46,567)
|
|
(47,712)
|
|
Income tax
expense
|
(739)
|
|
(7)
|
|
(783)
|
|
(7)
|
|
|
|
|
|
|
|
|
|
|
|
NET
LOSS
|
(15,975)
|
|
(13,872)
|
|
(47,350)
|
|
(47,719)
|
Loss from
consolidated entities attributable to noncontrolling
interests
|
477
|
|
-
|
|
647
|
|
-
|
Net loss attributable
to redeemable noncontrolling interests in Ashford LLC
|
24
|
|
-
|
|
24
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
NET LOSS
ATTRIBUTABLE TO THE COMPANY
|
$
(15,474)
|
|
$
(13,872)
|
|
$
(46,679)
|
|
$
(47,719)
|
|
|
|
|
|
|
|
|
|
|
|
LOSS PER SHARE –
BASIC AND DILUTED
|
|
|
|
|
|
|
|
|
Basic:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss attributable
to common stockholders
|
$
(8.01)
|
|
$
(7.18)
|
|
$
(24.16)
|
|
$
(24.70)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average
common shares outstanding – basic
|
1,932
|
|
1,932
|
|
1,932
|
|
1,932
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss attributable
to common stockholders
|
$
(8.01)
|
|
$
(7.18)
|
|
$
(24.16)
|
|
$
(24.70)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average
common shares outstanding – diluted
|
1,932
|
|
1,932
|
|
1,932
|
|
1,932
|
|
|
|
|
|
|
|
|
|
|
|
ASHFORD INC. AND
SUBSIDIARIES
|
RECONCILIATION OF
NET LOSS TO EBITDA AND ADJUSTED EBITDA
|
(in
thousands)
|
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
|
|
Year
Ended
|
|
|
|
December
31,
|
|
December
31,
|
|
|
|
2014
|
|
2013
|
|
2014
|
|
2013
|
|
|
|
|
|
|
|
|
|
|
Net
loss
|
|
|
$
(15,975)
|
|
$
(13,872)
|
|
$
(47,350)
|
|
$
(47,719)
|
Loss from
consolidated entities attributable to noncontrolling
interests
|
477
|
|
0
|
|
647
|
|
0
|
Net loss
attributable to redeemable noncontrolling interests in Ashford
LLC
|
24
|
|
0
|
|
24
|
|
0
|
Net loss
attributable to the Company
|
(15,474)
|
|
(13,872)
|
|
(46,679)
|
|
(47,719)
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation
|
101
|
|
63
|
|
359
|
|
220
|
|
Income tax
expense
|
739
|
|
7
|
|
783
|
|
7
|
|
Net loss
attributable to redeemable noncontrolling interests in Ashford
LLC
|
(24)
|
|
-
|
|
(24)
|
|
-
|
|
|
|
|
|
|
|
|
|
|
EBITDA
|
|
(14,658)
|
|
(13,802)
|
|
(45,561)
|
|
(47,492)
|
|
|
|
|
|
|
|
|
|
|
|
Equity-based
compensation
|
5,075
|
|
4,173
|
|
21,770
|
|
20,696
|
|
Market change
in deferred compensation plan
|
8,495
|
|
-
|
|
8,495
|
|
-
|
|
|
|
|
|
|
|
|
|
|
Adjusted
EBITDA
|
$
(1,088)
|
|
$
(9,629)
|
|
$
(15,296)
|
|
$
(26,796)
|
RECONCILIATION OF
NET LOSS TO ADJUSTED NET LOSS
|
(in thousands,
except per share amounts)
|
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
|
|
Year
Ended
|
|
|
|
December
31,
|
|
December
31,
|
|
|
|
2014
|
|
2013
|
|
2014
|
|
2013
|
|
|
|
|
|
|
|
|
|
|
Net
loss
|
|
$
(15,975)
|
|
$
(13,872)
|
|
$
(47,350)
|
|
$
(47,719)
|
Loss from
consolidated entities attributable to noncontrolling
interests
|
477
|
|
-
|
|
647
|
|
-
|
Net loss
attributable to redeemable noncontrolling interests in Ashford
LLC
|
24
|
|
-
|
|
24
|
|
-
|
|
|
|
|
|
|
|
|
|
|
Net loss
attributable to common stockholders
|
(15,474)
|
|
(13,872)
|
|
(46,679)
|
|
(47,719)
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation
|
101
|
|
63
|
|
359
|
|
220
|
|
Net loss
attributable to redeemable noncontrolling interests in Ashford
LLC
|
(24)
|
|
-
|
|
(24)
|
|
-
|
|
Equity-based
compensation
|
5,075
|
|
4,173
|
|
21,770
|
|
20,696
|
|
Market change
in deferred compensation plan
|
8,495
|
|
-
|
|
8,495
|
|
-
|
|
|
|
|
|
|
|
|
|
|
Adjusted net
loss
|
$
(1,827)
|
|
$
(9,636)
|
|
$
(16,079)
|
|
$
(26,803)
|
|
|
|
|
|
|
|
|
|
|
Adjusted net
loss per diluted share available to common
stockholders
|
$
(0.95)
|
|
$
(4.99)
|
|
$
(8.32)
|
|
$
(13.87)
|
|
|
|
|
|
|
|
|
|
|
Weighted
average diluted shares (1)
|
1,932
|
|
1,932
|
|
1,932
|
|
1,932
|
|
|
|
|
|
|
|
|
|
|
(1) Due to their
anti-dilutive nature, weighted average diluted shares does not
include 55 unvested restricted shares, 5 Ashford LLC units, 212
shares associated with the deferred
compensation plan and 25 options.
|
To view the original version on PR Newswire,
visit:http://www.prnewswire.com/news-releases/ashford-reports-fourth-quarter-and-year-end-2014-results-300042391.html
SOURCE Ashford Inc.