XML 26 R15.htm IDEA: XBRL DOCUMENT
v3.21.1

Debt | 3 Months Ended
--- | ---
Mar. 31, 2021
Debt Disclosure [Abstract] |
Debt | DebtThe following table sets forth information regarding the Company’s debt as of March 31, 2021 and December 31, 2020 (dollars in thousands):
|  |  |  |  |  | Principal Balance as of
Loan |  | Interest Rate as of March 31, 2021 |  | Maturity Date |  | March 31, 2021 |  | December 31, 2020
Salt Lake City Marriott Downtown at City Creek mortgage loan |  | LIBOR + 3.25% (1) |  | January 2022 (2) |  | $ | 46,800 |  |  | $ | 47,250 |
Westin Washington, D.C. City Center mortgage loan |  | 3.99% |  | January 2023 |  | 57,691 |  |  | 58,282 |
The Lodge at Sonoma Renaissance Resort & Spa mortgage loan |  | 3.96% |  | April 2023 |  | 26,144 |  |  | 26,268 |
Westin San Diego Downtown mortgage loan |  | 3.94% |  | April 2023 |  | 59,844 |  |  | 60,261 |
Courtyard New York Manhattan/Midtown East mortgage loan |  | 4.40% |  | August 2024 |  | 79,117 |  |  | 79,535 |
Worthington Renaissance Fort Worth Hotel mortgage loan |  | 3.66% |  | May 2025 |  | 78,770 |  |  | 79,214 |
JW Marriott Denver at Cherry Creek mortgage loan |  | 4.33% |  | July 2025 |  | 59,732 |  |  | 60,052 |
Westin Boston Waterfront mortgage loan |  | 4.36% |  | November 2025 |  | 185,808 |  |  | 186,840 |
Unamortized debt issuance costs |  |  |  |  |  | (2,362) |  |  | (2,553) |
Total mortgage and other debt, net of unamortized debt issuance costs |  |  |  |  |  | 591,544 |  |  | 595,149 |
Unsecured term loan |  | LIBOR + 2.40% (3) |  | October 2023 |  | 50,000 |  |  | 50,000 |
Unsecured term loan |  | LIBOR + 2.40% (4) |  | July 2024 |  | 350,000 |  |  | 350,000 |
Unamortized debt issuance costs |  |  |  |  |  | (1,874) |  |  | (1,450) |
Unsecured term loans, net of unamortized debt issuance costs |  |  |  |  |  | 398,126 |  |  | 398,550 |
Senior unsecured credit facility |  | LIBOR + 2.55% (5) |  | July 2023 (6) |  | 100,000 |  |  | 55,000 |
Total debt, net of unamortized debt issuance costs |  |  |  |  |  | $ | 1,089,670 |  |  | $ | 1,048,699 |
Weighted-Average Interest Rate |  | 3.87% |  |  |  |  |  |
_______________________ (1)LIBOR is subject to a floor of 1.0%. (2)The loan may be extended for an additional year upon satisfaction of certain conditions. (3) We are party to an interest rate swap agreement that fixes LIBOR at 2.41% through October 2023. (4) We are party to an interest rate swap agreement that fixes LIBOR at 1.70% through July 2024 for $175 million of the loan. LIBOR is subject to a floor of 0.25%. (5) LIBOR is subject to a floor of 0.25%. (6) The credit facility may be extended for an additional year upon the payment of applicable fees and the satisfaction of certain customary conditions. Mortgage and Other Debt We have incurred limited recourse, property specific mortgage debt secured by certain of our hotels. In the event of default, the lender may only foreclose on the secured assets; however, in the event of fraud, misapplication of funds or other customary recourse provisions, the lender may seek payment from us. As of March 31, 2021, eight of our 31 hotels were secured by mortgage debt. Our mortgage debt contains certain property specific covenants and restrictions, including minimum debt service coverage ratios or debt yields that trigger “cash trap” provisions, as well as restrictions on incurring additional debt without lender consent. Such cash trap provisions are triggered when the hotel’s operating results fall below a certain debt service coverage ratio or debt yield. When these cash trap provisions are triggered, all of the excess cash flow generated by the hotel is deposited directly into cash management accounts for the benefit of our lenders until a specified debt service coverage ratio or debt yield is reached and maintained for a certain period of time. Such provisions do not provide the lender the right to accelerate repayment of the underlying debt. As of March 31, 2021, the debt service coverage ratios or debt yields for all of our mortgage loans with cash trap provisions were below the minimum thresholds such that the cash trap provision of each respective loan was triggered. We do not expect that such cash traps will affect our ability to satisfy our short-term liquidity requirements. Senior Unsecured Credit Facility and Unsecured Term Loans We are party to credit agreements (the “Credit Agreements”) that provide for a $400 million senior unsecured credit facility (the “Revolving Credit Facility”), which matures in July 2023, a $350 million unsecured term loan maturing in July 2024 (the “Facility Term Loan”) and a $50 million unsecured term loan maturing in October 2023 (the “2023 Term Loan”). The maturity date for the Revolving Credit Facility may be extended for an additional year upon the payment of applicable fees and the satisfaction of certain customary conditions. The interest rate on the Revolving Credit Facility is based upon LIBOR, plus an applicable margin based upon the Company’s leverage ratio. In addition to the interest payable on amounts outstanding under the Revolving Credit Facility, we are required to pay an amount equal to 0.20% of the unused portion of the Revolving Credit Facility if the average usage is greater than 50% or 0.30% of the unused portion of the Revolving Credit Facility if the average usage is less than or equal to 50%. As of March 31, 2021, we had $100.0 million in borrowings outstanding under the Revolving Credit Facility. We incurred interest and unused fees on the Revolving Credit Facility of $0.7 million for each of the three months ended March 31, 2021 and 2020. We incurred interest on the unsecured term loans of $3.6 million and $3.2 million for the three months ended March 31, 2021 and 2020, respectively. On June 9, 2020, we entered into amendments to the Credit Agreements (the “Amended Credit Agreements”). The Amended Credit Agreements waive the quarterly tested financial covenants from June 9, 2020 through the first quarter of 2021, unless we elect to terminate the waiver on an earlier date (such period between June 9, 2020 and the earlier of such date of termination and the end of the first quarter of 2021, the “Covenant Relief Period”). During the Covenant Relief Period and until the date we have demonstrated compliance with the financial covenants for the fiscal quarter following the end of the Covenant Relief Period (the “Restriction Period”), (i) the Amended Credit Agreements require that the net cash proceeds from certain incurrences of indebtedness, equity issuances and asset dispositions will, subject to various exceptions, be applied as a mandatory prepayment of the amounts outstanding under the Amended Credit Agreements, (ii) the Amended Credit Agreements impose an additional covenant that we and our subsidiaries maintain minimum liquidity, defined as unrestricted cash plus available capacity on the Revolving Credit Facility, of at least $100.0 million, and (iii) the Amended Credit Agreements impose additional negative covenants that will limit our ability to incur additional indebtedness, pay dividends and distributions (except to the extent required to maintain REIT status), repurchase shares, make prepayments of other indebtedness, make capital expenditures, conduct asset dispositions or transfers and make investments, in each case subject to various exceptions. During the Restriction Period, acquisitions of encumbered hotels are permitted, subject to a $300 million limitation, and acquisitions of unencumbered hotels are permitted subject to a partial repayment of the outstanding balance on the Revolving Credit Facility or funded with junior capital. Following the end of the Covenant Relief Period, the Amended Credit Agreements modify certain financial covenants until January 1, 2022 or unless we elect to terminate the period on an earlier date (the “Ratio Adjustment Period”), as follows: •Maximum Leverage Ratio is increased from 60% to 65%; •Unencumbered Leverage Ratio is increased from 60% to 65%; and •Unencumbered Implied Debt Service Coverage Ratio may not be less than 1.00 to 1.00 for the first two testing periods in the Ratio Adjustment Period, not less than 1.10 to 1.00 for the third testing period in the Ratio Adjustment Period and not less than 1.20 to 1.00 for all testing periods thereafter. During the Covenant Relief Period and until the earlier of (i) January 1, 2022 and (ii) the date on which we have demonstrated compliance with the financial covenants, without giving effect to the modifications imposed during the Ratio Adjustment Period for two consecutive quarters following the Covenant Relief Period, the equity interests of certain of our subsidiaries that own unencumbered properties are required to be pledged to secure the obligations owing under the Amended Credit Agreements. During the Covenant Relief Period and the Ratio Adjustment Period, the Amended Credit Agreements also set the applicable interest rate to LIBOR plus a margin of 2.40% for the Revolving Credit Facility and LIBOR plus a margin of 2.35% for the Facility Term Loan and 2023 Term Loan. The Amended Credit Agreements also add a LIBOR floor of 0.25% to the variable interest rate calculation. On August 14, 2020, we entered into an additional amendment to the Amended Credit Agreements that permits us to pay preferred dividends up to $17.5 million annually. On January 20, 2021, we entered into third amendments to the Amended Credit Agreements that provide for the following modifications: •Extends the Covenant Relief Period through the fourth quarter of 2021, unless we elect to terminate the period on an earlier date; •Extends the Ratio Adjustment Period until April 1, 2023, unless we elect to terminate the period on an earlier date, and further modifies certain financial covenants, as follows: ◦Maximum Leverage Ratio is increased from 60% to 65%; ◦Unencumbered Leverage Ratio is increased from 60% to 65%; and ◦Unencumbered Implied Debt Service Coverage Ratio may not be less than 1.00 to 1.00 •Increases the applicable interest rate as follows: (i) for all revolving loans outstanding, LIBOR plus a margin of 2.55% per annum, and (ii) for all term loans outstanding, LIBOR plus a margin of 2.40% per annum; •Increases the minimum liquidity covenant to $125.0 million; and •Increases our ability to pay dividends on preferred stock up to $25.0 million annually.

X
- References No definition available. + Details
Name: | us-gaap_DebtDisclosureAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- Definition The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -URI http://asc.fasb.org/topic&trid=2208564 + Details
Name: | us-gaap_DebtDisclosureTextBlock
Namespace Prefix: | us-gaap_
Data Type: | nonnum:textBlockItemType
Balance Type: | na
Period Type: | duration