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Acquisitions
9 Months Ended
Sep. 30, 2015
Business Combinations [Abstract]  
Acquisitions
Acquisitions

On February 6, 2015, we acquired the 157-room Shorebreak Hotel located in Huntington Beach, California for a contractual purchase price of $58.5 million. Upon acquisition of the hotel, we entered into a 10-year management agreement with Kimpton Hotel and Restaurant Group, LLC. The management agreement provides for a base management fee of 1.25% of gross revenues during 2015 and 2.5% of gross revenues thereafter. The agreement also provides for an incentive management fee of 15% of hotel operating profit above an owner's priority determined in accordance with the terms of the management agreement.

We own a 95.5% undivided interest in the land underlying the hotel and lease the remaining 4.5% under a long-term ground lease, which expires in 2100, including extension options. In 2021 and at certain points thereafter, we have the option to purchase the 4.5% leasehold interest at the greater of the then current rent divided by 10% or fair market value. We reviewed the terms of the ground lease in conjunction with the hotel purchase accounting and concluded that the terms are unfavorable to us compared with a current market ground lease. As a result, we recorded a $0.3 million unfavorable lease liability. We expect to exercise the leasehold purchase option in 2021. Accordingly, the unfavorable lease liability will be amortized over the remaining term through 2021.

On June 30, 2015, we acquired the 184-suite Sheraton Suites Key West located in Key West, Florida for a contractual purchase price of $94.0 million. The acquisition was funded with a combination of corporate cash on hand and a draw on our senior unsecured credit facility. We assumed the existing management agreement with Ocean Properties, which expires in July 2027 and provides for a base management fee of 3.0% of gross revenues and an incentive management fee of 10% of hotel operating profit above an owner's priority determined in accordance with the terms of the management agreement.

The following table summarizes the preliminary estimated fair value of the assets acquired and liabilities assumed in our acquisitions (in thousands):
 
 
Shorebreak Hotel
 
Sheraton Suites Key West
Land
 
$
19,908

 
$
49,592

Building and improvements
 
37,525

 
43,030

Furnitures, fixtures and equipment
 
1,338

 
1,378

Total fixed assets
 
58,771

 
94,000

Unfavorable lease liability
 
(349
)
 

Other assets and liabilities, net
 
401

 
428

Total
 
$
58,823

 
$
94,428



We believe all material adjustments necessary to reflect the effects of the acquisitions have been made; however, the amounts recorded are based on a preliminary estimate of the fair value of the assets acquired and the liabilities assumed. We will finalize the recorded amounts upon the completion of our valuation analysis of the assets acquired and liabilities assumed.

Acquired properties are included in our results of operations from the date of acquisition. The following pro forma financial information presents our results of operations (in thousands, except per share data) as if the hotels acquired in 2015 and 2014 were acquired on January 1, 2014 and January 1, 2013, respectively. The pro forma financial information does not include the Hilton Garden Inn Times Square Central, since the hotel opened on September 1, 2014. The pro forma information is not necessarily indicative of the results that actually would have occurred nor does it indicate future operating results.
 
Three Months Ended September 30,
 
Nine Months Ending September 30,
 
2015
 
2014
 
2015
 
2014
Revenues
$
238,502

 
$
245,358

 
$
708,750

 
$
711,481

Net income
$
24,464

 
$
44,624

 
$
63,481

 
$
110,724

Earnings per share:
 
 
 
 
 
 
 
Basic earnings per share
$
0.12

 
$
0.23

 
$
0.32

 
$
0.57

Diluted earnings per share
$
0.12

 
$
0.23

 
$
0.32

 
$
0.56



For the three and nine months ended September 30, 2015, our condensed consolidated statements of operations include $7.9 million and $13.7 million, respectively, of revenues and $2.3 million and $3.0 million, respectively, of net income related to the operations of the Shorebreak Hotel and Sheraton Suites Key West.