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8-K - 8-K - STRATEGIC HOTELS & RESORTS, INCa1231148kpressrelease.htm
EX-99.2 - EXHIBIT 99.2 - STRATEGIC HOTELS & RESORTS, INCa123114exhibit992.htm
EX-99.1 - EXHIBIT 99.1 - STRATEGIC HOTELS & RESORTS, INCa123114exhibit991a-pressre.htm


Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR)
Consolidated Statements of Operations
(in thousands, except per share data)
 
 
 
Three Months Ended December 31,
 
Years Ended December 31,
 
 
2014
 
2013
 
2014
 
2013
Revenues:
 
 
 
 
 
 
 
 
Rooms
 
$
154,862

 
$
119,894

 
$
582,969

 
$
479,734

Food and beverage
 
118,936

 
78,433

 
385,623

 
287,557

Other hotel operating revenue
 
37,679

 
32,107

 
115,084

 
91,355

Lease revenue
 
1,524

 
1,385

 
5,406

 
5,161

Total revenues
 
313,001

 
231,819

 
1,089,082

 
863,807

Operating Costs and Expenses:
 
 
 
 
 
 
 
 
Rooms
 
45,084

 
34,655

 
168,256

 
138,946

Food and beverage
 
85,317

 
58,141

 
277,962

 
221,388

Other departmental expenses
 
75,762

 
54,423

 
270,219

 
213,714

Management fees
 
11,342

 
7,167

 
36,331

 
25,000

Other hotel expenses
 
17,810

 
14,627

 
67,058

 
58,435

Lease expense
 
1,140

 
1,234

 
4,873

 
4,818

Depreciation and amortization
 
36,493

 
23,207

 
119,688

 
96,712

Impairment losses and other charges
 

 

 

 
728

Corporate expenses
 
7,102

 
7,013

 
26,898

 
25,176

Total operating costs and expenses
 
280,050

 
200,467

 
971,285

 
784,917

Operating income
 
32,951

 
31,352

 
117,797

 
78,890

Interest expense
 
(22,414
)
 
(18,839
)
 
(82,119
)
 
(77,189
)
Interest income
 
146

 
12

 
269

 
53

Loss on early extinguishment of debt
 
(2,010
)
 

 
(2,619
)
 

Equity in (losses) earnings of unconsolidated affiliates
 
(30
)
 
(265
)
 
5,237

 
2,987

Foreign currency exchange (loss) gain
 
(41
)
 
16

 
(116
)
 
42

Gain on consolidation of affiliates
 
20

 

 
143,471

 

Other (expenses) income, net
 
(130
)
 
(359
)
 
952

 
(314
)
Income before income taxes and discontinued operations
 
8,492

 
11,917

 
182,872

 
4,469

Income tax expense
 
(584
)
 
(86
)
 
(1,200
)
 
(156
)
Income from continuing operations
 
7,908

 
11,831

 
181,672

 
4,313

Income from discontinued operations, net of tax
 
276

 
3,834

 
159,378

 
5,574

Net Income
 
8,184

 
15,665

 
341,050

 
9,887

Net income attributable to the noncontrolling interests in SHR's operating partnership
 
(24
)
 
(60
)
 
(1,221
)
 
(38
)
Net (income) loss attributable to the noncontrolling interests in consolidated affiliates
 
(1,458
)
 
(6,341
)
 
4,654

 
1,126

Net Income Attributable to SHR
 
6,702

 
9,264

 
344,483

 
10,975

Preferred shareholder dividends
 
(5,289
)
 
(6,041
)
 
(24,084
)
 
(24,166
)
Net Income (Loss) Attributable to SHR Common Shareholders
 
$
1,413

 
$
3,223

 
$
320,399

 
$
(13,191
)
Basic Income (Loss) Per Common Share:
 
 
 
 
 
 
 
 
Income (loss) from continuing operations attributable to SHR common shareholders
 
$
0.01

 
$

 
$
0.69

 
$
(0.09
)
Income from discontinued operations attributable to SHR common shareholders
 

 
0.02

 
0.68

 
0.03

Net income (loss) attributable to SHR common shareholders
 
$
0.01

 
$
0.02

 
$
1.37

 
$
(0.06
)
Weighted average shares of common stock outstanding
 
254,813

 
206,814

 
233,528

 
206,334

Diluted Income (Loss) Per Common Share:
 
 
 
 
 
 
 
 
Income (loss) from continuing operations attributable to SHR common shareholders
 
$
0.01

 
$

 
$
0.65

 
$
(0.09
)
Income from discontinued operations attributable to SHR common shareholders
 

 
0.02

 
0.65

 
0.03

Net income (loss) attributable to SHR common shareholders
 
$
0.01

 
$
0.02

 
$
1.30

 
$
(0.06
)
Weighted average shares of common stock outstanding
 
256,104

 
206,814

 
243,558

 
206,334






Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR)
Consolidated Balance Sheets
(in thousands, except share data)
 
 
 
December 31,
 
 
2014
 
2013
Assets
 
 
 
 
Investment in hotel properties, net
 
$
2,828,400

 
$
1,795,338

Goodwill
 
38,128

 
38,128

Intangible assets, net of accumulated amortization of $7,288 and $11,753
 
94,324

 
29,502

Assets held for sale
 

 
135,901

Investment in unconsolidated affiliates
 
22,850

 
104,973

Cash and cash equivalents
 
442,613

 
73,655

Restricted cash and cash equivalents
 
81,510

 
75,916

Accounts receivable, net of allowance for doubtful accounts of $492 and $606
 
51,382

 
39,660

Deferred financing costs, net of accumulated amortization of $7,814 and $12,354
 
11,440

 
8,478

Deferred tax assets
 
1,729

 

Prepaid expenses and other assets
 
46,781

 
35,600

Total assets
 
$
3,619,157

 
$
2,337,151

Liabilities, Noncontrolling Interests and Equity
 
 
 
 
Liabilities:
 
 
 
 
Mortgages and other debt payable, net of discount
 
$
1,705,778

 
$
1,163,696

Bank credit facility
 

 
110,000

Liabilities of assets held for sale
 

 
17,027

Accounts payable and accrued expenses
 
224,505

 
189,889

Preferred stock redemption liability
 
90,384

 

Distributions payable
 
104

 

Deferred tax liabilities
 
46,137

 
46,137

Total liabilities
 
2,066,908

 
1,526,749

Commitments and contingencies
 
 
 
 
Noncontrolling interests in SHR’s operating partnership
 
10,500

 
7,534

Equity:
 
 
 
 
SHR’s shareholders’ equity:
 
 
 
 
8.50% Series A Cumulative Redeemable Preferred Stock ($0.01 par value per share; 0 and 4,148,141 shares issued and outstanding; liquidation preference $25.00 per share plus accrued distributions and $0 and $103,704 in the aggregate)
 

 
99,995

8.25% Series B Cumulative Redeemable Preferred Stock ($0.01 par value per share; 3,615,375 shares issued and outstanding; liquidation preference $25.00 per share plus accrued distributions and $90,488 and $90,384 in the aggregate)
 

 
87,064

8.25% Series C Cumulative Redeemable Preferred Stock ($0.01 par value per share; 0 and 3,827,727 shares issued and outstanding; liquidation preference $25.00 per share plus accrued distributions and $0 and $95,693 in the aggregate)
 

 
92,489

Common stock ($0.01 par value per share; 350,000,000 shares of common stock authorized; 267,435,799 and 205,582,838 shares of common stock issued and outstanding)
 
2,674

 
2,056

Additional paid-in capital
 
2,348,284

 
1,705,306

Accumulated deficit
 
(890,469
)
 
(1,234,952
)
Accumulated other comprehensive loss
 
(13,032
)
 
(41,445
)
Total SHR’s shareholders’ equity
 
1,447,457

 
710,513

Noncontrolling interests in consolidated affiliates
 
94,292

 
92,355

Total equity
 
1,541,749

 
802,868

Total liabilities, noncontrolling interests and equity
 
$
3,619,157

 
$
2,337,151







Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR)
Financial Highlights
Supplemental Financial Data
(in thousands, except per share information)
 
 
 
December 31, 2014
 
 
Pro Rata Share
 
Consolidated
Capitalization
 
 
 
 
Shares of common stock outstanding
 
267,436

 
267,436

Operating partnership units outstanding
 
794

 
794

Restricted stock units outstanding
 
2,030

 
2,030

Combined shares and units outstanding
 
270,260

 
270,260

Common stock price at end of period
 
$
13.23

 
$
13.23

Common equity capitalization
 
$
3,575,540

 
$
3,575,540

Preferred stock redemption liability
 
90,384

 
90,384

Consolidated debt
 
1,706,401

 
1,706,401

Pro rata share of consolidated debt
 
(151,750
)
 

Cash and cash equivalents
 
(442,613
)
 
(442,613
)
Total enterprise value
 
$
4,777,962

 
$
4,929,712

Net Debt / Total Enterprise Value
 
25.2
%
 
27.5
%
Common Equity / Total Enterprise Value
 
74.8
%
 
72.5
%

































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

Discontinued Operations
The results of operations of hotels sold are classified as discontinued operations and segregated in the consolidated statements of operations for all periods presented. The following hotels were sold during the year ended December 31, 2014:
 
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 following is a summary of income from discontinued operations for the three months and years ended December 31, 2014 and 2013 (in thousands):
 
 
 
Three Months Ended December 31,
 
Years Ended December 31,
 
 
2014
 
2013
 
2014
 
2013
Hotel operating revenues
 
$

 
$
22,918

 
$
17,767

 
$
74,170

Operating costs and expenses
 

 
15,154

 
11,485

 
51,295

Depreciation and amortization
 

 
2,352

 
1,275

 
9,306

Total operating costs and expenses
 

 
17,506

 
12,760

 
60,601

Operating income
 

 
5,412

 
5,007

 
13,569

Interest expense
 

 
(1,566
)
 
(1,326
)
 
(7,087
)
Interest income
 

 
2

 
2

 
6

Loss on early extinguishment of debt
 

 

 
(272
)
 

Foreign currency exchange (loss) gain
 

 
(150
)
 
32

 
1

Other income, net
 

 
375

 

 
375

Income tax expense
 

 
(239
)
 
(833
)
 
(1,290
)
Gain on sale, net of tax
 
276

 

 
156,768

 

Income from discontinued operations, net of tax
 
$
276

 
$
3,834

 
$
159,378

 
$
5,574







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 December 31, 2014
 
Three Months Ended December 31, 2013
 
 
Hotel del
Coronado
 
Fairmont Scottsdale
Princess
 
Total
 
Hotel del
Coronado
 
Fairmont Scottsdale
Princess
 
Total
Total revenues (100%)
 
$

 
$

 
$

 
$
33,115

 
$
23,634

 
$
56,749

Property EBITDA (100%)
 
$

 
$

 
$

 
$
8,668

 
$
4,111

 
$
12,779

Equity in (losses) earnings of unconsolidated affiliates (SHR ownership)
 
 
 
 
 
 
 
 
Property EBITDA
 
$

 
$

 
$

 
$
3,153

 
$
2,056

 
$
5,209

Depreciation and amortization
 

 

 

 
(1,917
)
 
(1,565
)
 
(3,482
)
Interest expense
 

 

 

 
(1,941
)
 
(193
)
 
(2,134
)
Other expenses, net
 

 

 

 
(14
)
 
(23
)
 
(37
)
Income taxes
 

 

 

 
85

 

 
85

Equity in (losses) earnings of unconsolidated affiliates
 
$

 
$

 
$

 
$
(634
)
 
$
275

 
$
(359
)
EBITDA Contribution:
 
 
 
 
 
 
 
 
 
 
 
 
Equity in (losses) earnings of unconsolidated affiliates
 
$

 
$

 
$

 
$
(634
)
 
$
275

 
$
(359
)
Depreciation and amortization
 

 

 

 
1,917

 
1,565

 
3,482

Interest expense
 

 

 

 
1,941

 
193

 
2,134

Income taxes
 

 

 

 
(85
)
 

 
(85
)
EBITDA Contribution
 
$

 
$

 
$

 
$
3,139

 
$
2,033

 
$
5,172

FFO Contribution:
 
 
 
 
 
 
 
 
 
 
 
 
Equity in (losses) earnings of unconsolidated affiliates
 
$

 
$

 
$

 
$
(634
)
 
$
275

 
$
(359
)
Depreciation and amortization
 

 

 

 
1,917

 
1,565

 
3,482

FFO Contribution
 
$

 
$

 
$

 
$
1,283

 
$
1,840

 
$
3,123

 
 
Year Ended December 31, 2014
 
Year Ended December 31, 2013
 
 
Hotel del
Coronado
 
Fairmont
Scottsdale
Princess
 
Total
 
Hotel del
Coronado
 
Fairmont
Scottsdale
Princess
 
Total
Total revenues (100%)
 
$
67,863

 
$
35,006

 
$
102,869

 
$
148,482

 
$
93,133

 
$
241,615

Property EBITDA (100%)
 
$
20,761

 
$
13,191

 
$
33,952

 
$
47,155

 
$
18,883

 
$
66,038

Equity in earnings of unconsolidated affiliates (SHR ownership)
 
 
 
 
 
 
 
 
 
 
Property EBITDA
 
$
7,426

 
$
6,595

 
$
14,021

 
$
17,152

 
$
9,442

 
$
26,594

Depreciation and amortization
 
(3,526
)
 
(1,551
)
 
(5,077
)
 
(7,564
)
 
(6,570
)
 
(14,134
)
Interest expense
 
(3,418
)
 
(168
)
 
(3,586
)
 
(8,325
)
 
(778
)
 
(9,103
)
Other expenses, net
 
(25
)
 
(30
)
 
(55
)
 
(242
)
 
(58
)
 
(300
)
Income taxes
 
143

 

 
143

 
(191
)
 

 
(191
)
Equity in earnings of unconsolidated affiliates
 
$
600

 
$
4,846

 
$
5,446

 
$
830

 
$
2,036

 
$
2,866

EBITDA Contribution
 
 
 
 
 
 
 
 
 
 
 
 
Equity in earnings of unconsolidated affiliates
 
$
600

 
$
4,846

 
$
5,446

 
$
830

 
$
2,036

 
$
2,866

Depreciation and amortization
 
3,526

 
1,551

 
5,077

 
7,564

 
6,570

 
14,134

Interest expense
 
3,418

 
168

 
3,586

 
8,325

 
778

 
9,103

Income taxes
 
(143
)
 

 
(143
)
 
191

 

 
191

EBITDA Contribution
 
$
7,401

 
$
6,565

 
$
13,966

 
$
16,910

 
$
9,384

 
$
26,294

FFO Contribution
 
 
 
 
 
 
 
 
 
 
 
 
Equity in earnings of unconsolidated affiliates
 
$
600

 
$
4,846

 
$
5,446

 
$
830

 
$
2,036

 
$
2,866

Depreciation and amortization
 
3,526

 
1,551

 
5,077

 
7,564

 
6,570

 
14,134

FFO Contribution
 
$
4,126

 
$
6,397

 
$
10,523

 
$
8,394

 
$
8,606

 
$
17,000

 





Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR)
Leasehold Information
(in thousands)
 
 
 
Three Months Ended December 31,
 
Years Ended December 31,
 
 
2014
 
2013
 
2014
 
2013
Marriott Hamburg:
 
 
 
 
 
 
 
 
Property EBITDA
 
$
1,573

 
$
1,741

 
$
6,529

 
$
6,298

Revenue (a)
 
$
1,524

 
$
1,385

 
$
5,406

 
$
5,161

 
 
 
 
 
 
 
 
 
Lease expense
 
(1,140
)
 
(1,234
)
 
(4,873
)
 
(4,818
)
Less: Deferred gain on sale-leaseback
 
(48
)
 
(53
)
 
(207
)
 
(207
)
Adjusted lease expense
 
(1,188
)
 
(1,287
)
 
(5,080
)
 
(5,025
)
 
 
 
 
 
 
 
 
 
Comparable EBITDA contribution from leasehold
 
$
336

 
$
98

 
$
326

 
$
136



Security Deposit (b):
 
December 31, 2014
 
December 31, 2013
Marriott Hamburg
 
$
2,299

 
$
2,611


(a)
For the three months and years ended December 31, 2014 and 2013, 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); 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 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 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, 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, 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, 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, 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, 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, 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 (Loss) Attributable to SHR Common Shareholders to EBITDA and Comparable EBITDA
(in thousands)
 
 
 
Three Months Ended December 31,
 
Years Ended December 31,
 
 
2014
 
2013
 
2014
 
2013
Net income (loss) attributable to SHR common shareholders
 
$
1,413

 
$
3,223

 
$
320,399

 
$
(13,191
)
Depreciation and amortization—continuing operations
 
36,493

 
23,207

 
119,688

 
96,712

Depreciation and amortization—discontinued operations
 

 
2,352

 
1,275

 
9,306

Interest expense—continuing operations
 
22,414

 
18,839

 
82,119

 
77,189

Interest expense—discontinued operations
 

 
1,566

 
1,326

 
7,087

Income taxes—continuing operations
 
584

 
86

 
1,200

 
156

Income taxes—discontinued operations
 

 
239

 
833

 
1,290

Income taxes—sale of assets
 

 

 
20,451

 

Noncontrolling interests
 
24

 
60

 
1,221

 
38

Adjustments from consolidated affiliates
 
(4,072
)
 
(3,589
)
 
(15,756
)
 
(14,604
)
Adjustments from unconsolidated affiliates
 
(13
)
 
5,553

 
8,419

 
23,489

Preferred shareholder dividends
 
5,289

 
6,041

 
24,084

 
24,166

EBITDA
 
62,132

 
57,577

 
565,259

 
211,638

Realized portion of deferred gain on sale-leaseback
 
(48
)
 
(53
)
 
(207
)
 
(207
)
Loss (gain) on sale of assets—continuing operations
 

 
430

 
(729
)
 
1,185

Gain on sale of assets—discontinued operations
 
(276
)
 

 
(177,219
)
 

Gain on consolidation of affiliates
 
(20
)
 

 
(143,471
)
 

Impairment losses and other charges
 

 

 

 
728

Loss on early extinguishment of debt—continuing operations
 
2,010

 

 
2,619

 

Loss on early extinguishment of debt—discontinued operations
 

 

 
272

 

Foreign currency exchange loss (gain)—continuing operations (a)
 
41

 
(16
)
 
116

 
(42
)
Foreign currency exchange loss (gain)—discontinued operations (a)
 

 
150

 
(32
)
 
(1
)
Non-cash interest rate derivative activity
 
91

 

 
218

 

Amortization of below market hotel management agreement
 
582

 

 
1,203

 

Activist shareholder costs
 
(1
)
 
342

 
1,636

 
342

Hotel acquisitions costs
 
182

 

 
182

 

Adjustments from consolidated affiliates
 
(985
)
 
(85
)
 
(881
)
 
(455
)
Comparable EBITDA
 
$
63,708

 
$
58,345

 
$
248,966

 
$
213,188


(a)
Foreign currency exchange gains or losses applicable to certain balance sheet items held by foreign subsidiaries.

















Strategic Hotels & Resorts, Inc. and Subsidiaries (SHR)
Reconciliation of Net Income (Loss) Attributable to SHR Common Shareholders to
Funds From Operations (FFO), FFO—Fully Diluted and Comparable FFO
(in thousands, except per share data)
 
 
 
Three Months Ended December 31,
 
Years Ended December 31,
 
 
2014
 
2013
 
2014
 
2013
Net income (loss) attributable to SHR common shareholders
 
$
1,413

 
$
3,223

 
$
320,399

 
$
(13,191
)
Depreciation and amortization—continuing operations
 
36,493

 
23,207

 
119,688

 
96,712

Depreciation and amortization—discontinued operations
 

 
2,352

 
1,275

 
9,306

Corporate depreciation
 
(125
)
 
(125
)
 
(495
)
 
(508
)
Loss (gain) on sale of assets—continuing operations
 

 
430

 
(729
)
 
1,185

Gain on sale of assets, net of tax—discontinued operations
 
(276
)
 

 
(156,768
)
 

Gain on consolidation of affiliates
 
(20
)
 

 
(143,471
)
 

Realized portion of deferred gain on sale-leaseback
 
(48
)
 
(53
)
 
(207
)
 
(207
)
Noncontrolling interests adjustments
 
(100
)
 
(123
)
 
(398
)
 
(400
)
Adjustments from consolidated affiliates
 
(2,216
)
 
(1,813
)
 
(8,188
)
 
(7,378
)
Adjustments from unconsolidated affiliates
 

 
3,482

 
5,077

 
14,135

FFO
 
35,121

 
30,580

 
136,183

 
99,654

Redeemable noncontrolling interests
 
124

 
183

 
1,619

 
438

FFO—Fully Diluted
 
35,245

 
30,763

 
137,802

 
100,092

Impairment losses and other charges
 

 

 

 
728

Non-cash interest rate derivative activity—continuing operations
 
3,204

 
(2,355
)
 
6,335

 
(9,228
)
Non-cash interest rate derivative activity—discontinued operations
 

 
(141
)
 

 
(2,389
)
Loss on early extinguishment of debt—continuing operations
 
2,010

 

 
2,619

 

Loss on early extinguishment of debt—discontinued operations
 

 

 
272

 

Foreign currency exchange loss (gain)—continuing operations (a)
 
41

 
(16
)
 
116

 
(42
)
Foreign currency exchange loss (gain)—discontinued operations (a)
 

 
150

 
(32
)
 
(1
)
Amortization of debt discount
 
623

 

 
1,869

 

Amortization of below market hotel management agreement
 
582

 

 
1,203

 

Activist shareholder costs
 
(1
)
 
342

 
1,636

 
342

Hotel acquisition costs
 
182

 

 
182

 

Excess of redemption liability over carrying amount of redeemed preferred stock
 
3,321

 

 
10,233

 

Adjustments from consolidated affiliates
 
(985
)
 

 
(985
)
 

Comparable FFO
 
$
44,222

 
$
28,743

 
$
161,250

 
$
89,502

Comparable FFO per fully diluted share
 
$
0.17

 
$
0.14

 
$
0.68

 
$
0.43

Weighted average diluted shares (b)
 
257,334

 
209,800

 
236,092

 
209,328


(a)
Foreign currency exchange gains or losses applicable to certain balance sheet items held by foreign subsidiaries.
(b)
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)
Fairmont Scottsdale Princess (c)
 
0.53
%
 
36 bp
 
$
117,000

 
April 2015
Westin St. Francis
 
6.09
%
 
Fixed
 
209,588

 
June 2017
Fairmont Chicago
 
6.09
%
 
Fixed
 
93,124

 
June 2017
Hyatt Regency La Jolla (d)
 
4.50% / 10.00%

 
400 bp / Fixed
 
89,247

 
December 2017
Hotel del Coronado (e)
 
3.82
%
 
365 bp
 
475,000

 
March 2018
Bank credit facility (f)
 
2.17
%
 
200 bp
 

 
April 2019
Four Seasons Washington, D.C. (g)
 
2.42
%
 
225 bp
 
120,000

 
June 2019
JW Marriott Essex House Hotel (h)
 
3.12
%
 
295 bp
 
225,000

 
January 2020
Loews Santa Monica Beach Hotel (i)
 
2.72
%
 
255 bp
 
120,000

 
May 2021
InterContinental Chicago
 
5.61
%
 
Fixed
 
142,442

 
August 2021
InterContinental Miami (j)
 
3.99
%
 
Fixed
 
115,000

 
September 2024
 
 
 
 
 
 
1,706,401

 
 
Unamortized discount (c)
 
 
 
 
 
(623
)
 
 
 
 
 
 
 
 
$
1,705,778

 
 

(a)
Spread over LIBOR (0.17% at December 31, 2014). See (d) below for interest on the Hyatt Regency La Jolla loan.
(b)
Includes extension options.
(c)
On March 31, 2014, we acquired the remaining 50.0% equity interest in the Fairmont Scottsdale Princess hotel, resulting in the Fairmont Scottsdale Princess hotel becoming wholly-owned by us. In connection with the acquisition, we consolidated the Fairmont Scottsdale Princess hotel and became fully obligated under the entire mortgage loan secured by the Fairmont Scottsdale Princess hotel. 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. We are evaluating financing alternatives given the impending maturity date.
(d)
Interest on $72,000,000 of the total principal amount is paid monthly at an annual rate of LIBOR plus 4.00%, subject to a 0.50% LIBOR floor, and interest on $17,247,000 of the total principal amount is paid monthly at an annual fixed rate of 10.00%.
(e)
On June 11, 2014, we acquired the remaining 63.6% equity interest in the Hotel del Coronado, resulting in the Hotel del Coronado becoming wholly-owned by us. In connection with the acquisition, we consolidated the Hotel del Coronado and became fully obligated under the entire outstanding balance of the mortgage and mezzanine loans secured by the Hotel del Coronado.
(f)
On April 25, 2014, we entered into a new $300,000,000 secured bank credit facility, which replaced the previous secured bank credit facility.
(g)
On June 30, 2014, we refinanced the loan secured by the Four Seasons Washington, D.C. hotel and entered into a new $120,000,000 limited recourse loan agreement.
(h)
On December 30, 2014, we refinanced the mortgage loan secured by the JW Marriott Essex House Hotel and entered into a new $225,000,000 limited recourse loan agreement.
(i)
On May 29, 2014, we refinanced the loan secured by the Loews Santa Monica Beach Hotel and entered into a new $120,000,00 limited recourse loan agreement.
(j)
On July 7, 2014, we paid off the outstanding balance on the prior mortgage loan secured by the InterContinental Miami hotel. We entered into a new $115,000,000 loan secured by the InterContinental Miami hotel on August 29, 2014.






Debt Summary (Continued)
(dollars in thousands)

Future scheduled debt principal payments (including extension options) are as follows:
Years ending December 31,
 
Amount
2015
 
$
118,796

2016
 
2,031

2017
 
394,131

2018
 
477,299

2019
 
122,433

Thereafter
 
591,711

 
 
1,706,401

Unamortized discount
 
(623
)
 
 
$
1,705,778

 
 
 
Percent of fixed rate debt
 
33.8
%
Weighted average interest rate (k)
 
3.98
%
Weighted average maturity of fixed rate debt (debt with maturity of greater than one year)
 
4.91


(k) Excludes the amortization of deferred financing costs.