XML 38 R16.htm IDEA: XBRL DOCUMENT
v3.5.0.2

EQUITY-BASED COMPENSATION | 6 Months Ended
--- | ---
Jun. 30, 2016
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] |
EQUITY-BASED COMPENSATION | EQUITY-BASED COMPENSATION Our currently outstanding equity-based awards were issued under the Equity Plan which provides for the granting of stock options, stock appreciation rights, restricted stock, restricted stock units, dividend equivalent rights, and other equity-based awards or incentive awards. Stock options granted may be either incentive stock options or non-qualified stock options. Vesting terms may vary with each grant, and stock option terms are generally five to ten years. We have outstanding equity-based awards in the form of stock options and restricted stock awards. All of our outstanding equity-based awards are classified as equity awards. Stock Options Granted Under our Equity Plan There was no stock option activity for the six months ended June 30, 2016 and the number of stock options outstanding and exercisable totaled 470,000 with a weighted average exercise price of $9.75 per share, weighted average contractual term of 4.7 years and an aggregate intrinsic value of $1.6 million. Time-Based Restricted Stock Awards Made Pursuant to Our Equity Plan On February 24, 2016, we granted time-based restricted stock awards for 22,010 shares of common stock to certain of our non-executive employees. The awards vest over a four-year period based on continued service (20% on March 9, 2017, 2018 and 2019, and 40% on March 9, 2020). On March 8, 2016, we granted time-based restricted stock awards for 169,707 shares of common stock to our executive officers. The awards vest 25% on March 9, 2017, 25% on March 9, 2018 and 50% on March 9, 2019, based on continuous service through the vesting dates or in certain circumstances upon a change in control. On March 3, 2015, we granted time-based restricted stock awards for 149,410 shares of common stock to our executive officers and management. With the exception of 37,230 shares that cliff vest in total on March 9, 2018 based on continuous service through the vesting date or a change in control, 25% of the awards vested on March 9, 2016 and the remaining awards vest 25% on March 9, 2017 and 50% on March 9, 2018, unless vesting is accelerated upon a change in control. On April 24, 2015, we granted a time-based restricted stock award for 16,930 shares of common stock to one of our executive officers. This award vested during the third quarter of 2015. The holders of these grants have the right to vote the related shares of common stock and receive all dividends declared and paid whether or not vested. The fair value of time-based restricted stock awards is calculated based on the market value of our common stock on the date of grant. The following table summarizes time-based restricted stock award activity under the Equity Plan for the six months ended June 30, 2016:
|  | Number of Shares |  | Weighted Average Grant Date Fair Value |  | Aggregate Current Value
|  |  |  | (per share) |  | (in thousands)
Non-vested December 31, 2015 |  | 250,011 |  |  | $ | 12.03 |  |  | $ | 2,988 |
Granted |  | 191,717 |  |  | 11.35 |  |  |  |
Vested |  | (82,869 | ) |  | 11.06 |  |  |  |
Forfeited |  | (406 | ) |  | 10.27 |  |  |  |
Outstanding at June 30, 2016 |  | 358,453 |  |  | $ | 11.89 |  |  | $ | 4,746 |
Performance-Based Restricted Stock Awards Made Pursuant to Our Equity Plan On March 8, 2016, we granted performance-based restricted stock awards for 254,563 shares of common stock to our executive officers. Our performance-based restricted stock awards are market-based awards and are accounted for based on the fair value of our common stock on the grant date. The fair value of the performance-based restricted stock awards granted was estimated using a Monte Carlo simulation valuation model. These awards generally vest based on the Company’s percentile ranking within the SNL U.S. REIT Hotel Index at the end of the period beginning on March 8, 2016 and ending on the earlier of March 8, 2019, or upon a change in control. The awards require continued service during the measurement period and are subject to the other conditions described in the Equity Plan or award document. On March 3, 2015, we granted performance-based restricted stock awards for 154,505 shares of common stock to certain of our executive officers. Our performance-based restricted stock awards are market-based awards and are accounted for based on the fair value of our common stock on the grant date. The fair value of the performance-based restricted stock awards granted was estimated using a Monte Carlo simulation valuation model. These awards vest based on the Company’s percentile ranking within the SNL U.S. REIT Hotel Index at the end of the period beginning on January 1, 2015 and ending on the earlier of December 31, 2017, or upon a change in control. The awards require continued service during the measurement period and are subject to the other conditions described in the Equity Plan or award document. The number of shares the executive officers may earn under these awards range from zero shares to twice the number of shares granted based on the Company’s percentile ranking within the index at the end of the measurement period. In addition, a portion of the performance-based shares may be earned based on the Company's absolute total shareholder return calculated during the performance period. The holders of these grants have the right to vote the granted shares of common stock and any dividends declared will be accumulated and will be subject to the same vesting conditions as the awards. Further, if additional shares are earned based on the Company’s percentile ranking within the index, dividend payments will be issued as if the additional shares had been held throughout the measurement period. The following table summarizes performance-based restricted stock activity under the Equity Plan for the six months ended June 30, 2016:
|  | Number of Shares |  | Weighted Average Grant Date Fair Value (1) |  | Aggregate Current Value
|  |  |  | (per share) |  | (in thousands)
Non-vested December 31, 2015 |  | 308,367 |  |  | $ | 12.95 |  |  | $ | 3,685 |
Granted |  | 254,563 |  |  | 13.77 |  |  |  |
Vested |  | (113,903 | ) |  | 7.10 |  |  |  |
Forfeited |  | — |  |  | — |  |  |  |
Outstanding at June 30, 2016 |  | 449,027 |  |  | $ | 14.90 |  |  | $ | 5,945 |
(1) The amounts included in this column represent the expected future value of the performance-based restricted stock awards calculated using the Monte Carlo simulation valuation model. Director Stock Awards Made Pursuant to Our Equity Plan Our non-employee directors have the option to receive shares of our common stock in lieu of cash for their director fees. During the six months ended June 30, 2016, we issued 4,073 shares of our common stock in lieu of cash for director fees and we made an annual grant of 32,180 shares of common stock to our independent directors. The fair value of director stock awards is calculated based on the market value of our common stock on the date of grant. Equity-Based Compensation Expense Equity-based compensation expense included in Corporate General and Administrative expenses in the Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2016 and 2015 was as follows (in thousands):
|  | Three Months Ended June 30, |  | Six Months Ended June 30,
|  | 2016 |  | 2015 |  | 2016 |  | 2015
Stock options |  | $ | — |  |  | $ | 148 |  |  | $ | 55 |  |  | $ | 295 |
Time-based restricted stock |  | 420 |  |  | 354 |  |  | 757 |  |  | 576 |
Performance-based restricted stock |  | 575 |  |  | 437 |  |  | 956 |  |  | 704 |
Director stock |  | 394 |  |  | 433 |  |  | 414 |  |  | 433 |
|  | $ | 1,389 |  |  | $ | 1,372 |  |  | $ | 2,182 |  |  | $ | 2,008 |
We recognize equity-based compensation expense ratably over the vesting period of the equity awards granted. Unrecognized equity-based compensation expense for all non-vested awards was $8.0 million at June 30, 2016 as follows (in thousands):
|  | Total |  | 2016 |  | 2017 |  | 2018 |  | 2019 |  | 2020
Time-based restricted stock |  | $ | 3,338 |  |  | $ | 840 |  |  | $ | 1,505 |  |  | $ | 819 |  |  | $ | 165 |  |  | $ | 9 |
Performance-based restricted stock |  | 4,706 |  |  | 1,151 |  |  | 2,192 |  |  | 1,168 |  |  | 195 |  |  | — |
|  | $ | 8,044 |  |  | $ | 1,991 |  |  | $ | 3,697 |  |  | $ | 1,987 |  |  | $ | 360 |  |  | $ | 9 |

X
- Definition The entire disclosure for compensation-related costs for equity-based compensation, which may include disclosure of policies, compensation plan details, allocation of equity compensation, incentive distributions, equity-based arrangements to obtain goods and services, deferred compensation arrangements, employee stock ownership plan details and employee stock purchase plan details. + References Reference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 718 -SubTopic 40 -Section 50 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=65895303&loc=d3e17540-113929 Reference 2: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 50 -Section 50 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=68057994&loc=d3e25284-112666 Reference 3: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 718 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SAB Topic 14) -URI http://asc.fasb.org/extlink&oid=27013229&loc=d3e301413-122809 Reference 4: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 718 -SubTopic 10 -Section 50 -Paragraph 2 -URI http://asc.fasb.org/extlink&oid=6415400&loc=d3e5070-113901 Reference 5: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 718 -SubTopic 10 -Section 50 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=6415400&loc=d3e5047-113901 Reference 6: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 718 -SubTopic 10 -Section 50 -Paragraph 4 -URI http://asc.fasb.org/extlink&oid=6415400&loc=d3e5444-113901 + Details
Name: | us-gaap_DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock
Namespace Prefix: | us-gaap_
Data Type: | nonnum:textBlockItemType
Balance Type: | na
Period Type: | duration

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