Attached files
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| 8-K - 8-K - ASHFORD HOSPITALITY TRUST INC | aht2020q3earnrelease8-k.htm |
EXHIBIT 99.1
NEWS RELEASE
Contact: | Deric Eubanks | Jordan Jennings | Joe Calabrese |
Chief Financial Officer | Investor Relations | Financial Relations Board | |
(972) 490-9600 | (972) 778-9487 | (212) 827-3772 | |
ASHFORD TRUST REPORTS THIRD QUARTER 2020 RESULTS
DALLAS - October 27, 2020 - Ashford Hospitality Trust, Inc. (NYSE: AHT) (“Ashford Trust” or the “Company”) today reported financial results and performance measures for the third quarter ended September 30, 2020. The comparable performance measurements for Occupancy, Average Daily Rate (ADR), Revenue Per Available Room (RevPAR), and Hotel EBITDA assume each of the hotel properties in the Company’s hotel portfolio as of September 30, 2020 was owned as of the beginning of each of the periods presented. Unless otherwise stated, all reported results compare the third quarter ended September 30, 2020 with the third quarter ended September 30, 2019 (see discussion below). All data presented in this press release gives effect to the 1-for-10 reverse stock split with regards to share counts and per share data. The reconciliation of non-GAAP financial measures is included in the financial tables accompanying this press release.
FINANCIAL AND OPERATING HIGHLIGHTS
• | Net loss attributable to common stockholders was $109.0 million or $9.26 per diluted share for the quarter. |
• | Comparable RevPAR for all hotels decreased 72.1% to $36.63 during the quarter. |
• | Adjusted EBITDAre was negative $22.7 million for the quarter. |
• | Adjusted funds from operations (AFFO) was negative $4.57 per diluted share for the quarter. |
• | The Company ended the quarter with cash and cash equivalents of $120.9 million and restricted cash of $89.5 million. The vast majority of the restricted cash is comprised of lender and manager held reserves. The Company is currently working with its property managers and lenders in order to utilize lender and manager held reserves to fund operating shortfalls. At the end of the quarter, there was also $13.2 million in due from third-party hotel managers, which is the Company’s cash held by one of its property managers and is also available to fund hotel operating costs. |
• | During the quarter, the Company transferred ownership of thirteen hotels to lenders. |
• | Subsequent to quarter end, the Company announced that it signed forbearance agreements on its KEYS Loan Pools representing 34 hotels and approximately $1.2 billion of debt. |
• | Subsequent to quarter end, the Company signed a forbearance agreement on its $97 million Hilton Boston Back Bay mortgage loan. |
• | Capex invested during the quarter was $11.8 million. |
CAPITAL STRUCTURE
At September 30, 2020, the Company had total mortgage loans of $3.7 billion with a blended average interest rate of 3.5%. This average interest rate does not take into account any default rates.
AHT Reports Third Quarter Results
Page 2
October 27, 2020
During the quarter, the Company announced that its Board of Directors unanimously approved a reverse split of the Company’s common stock at a ratio of 1-for-10. The reverse stock split became effective on July 15, 2020 at which time each share of the Company’s issued and outstanding common stock and equivalents was converted into 1/10th of a share of the Company’s common stock. The common stock commenced trading on the New York Stock Exchange (the “NYSE”) on July 16, 2020 on the split-adjusted basis.
During the quarter, the Company commenced an offer to exchange shares of common stock for all outstanding shares of each series of its preferred stock. The exchange offers were amended earlier this week, and the total maximum consideration offered in the exchange offers in the aggregate to all series of Preferred Stock is 126,048,813 newly issued shares of the Company’s common stock. The exchange offer expiration date has also been extended until November 20, 2020.
In light of the economic uncertainty arising from the COVID-19 pandemic and to protect liquidity, the Company and its Board of Directors announced a suspension of its previously announced 2020 common stock dividend policy. Accordingly, the Company did not pay a dividend on its common stock and common units for the third quarter ending September 30, 2020. The Board of Directors will continue to monitor the situation and assess future quarterly common dividend declarations. The Company also did not pay a dividend on its preferred stock for the third quarter ending September 30, 2020.
PORTFOLIO REVPAR
As of September 30, 2020, the portfolio consisted of 103 hotels.
• | Comparable RevPAR decreased 72.1% to $36.63 for all hotels on a 29.9% decrease in ADR and a 60.1% decrease in occupancy. |
“While the COVID-19 pandemic continues to impact the economy and the hospitality industry, we continue to take decisive actions in order to enhance our operational and financial flexibility,” commented J. Robison Hays, Ashford Trust’s President and Chief Executive Officer. “We have focused on strengthening our balance sheet and reducing our cash utilization. While we have made significant progress in our forbearance efforts, we continue to work with our lenders and special servicers to address our remaining defaults.”
INVESTOR CONFERENCE CALL AND SIMULCAST
Ashford Hospitality Trust, Inc. will conduct a conference call on Wednesday, October 28, 2020, at 11:00 a.m. ET. The number to call for this interactive teleconference is (201) 493-6725. A replay of the conference call will be available through Wednesday, November 4, 2020, by dialing (412) 317-6671 and entering the confirmation number, 13709738.
The Company will also provide an online simulcast and rebroadcast of its third quarter 2020 earnings release conference call. The live broadcast of Ashford Hospitality Trust’s quarterly conference call will be available online at the Company’s web site, www.ahtreit.com on Wednesday, October 28, 2020, beginning at 11:00 a.m. ET. The online replay will follow shortly after the call and continue for approximately one year.
We use certain non-GAAP measures, in addition to the required GAAP presentations, as we believe these measures improve the understanding of our operational results and make comparisons of operating results among peer real estate investment trusts more meaningful. Non-GAAP financial measures, which should not be relied upon as a substitute for GAAP measures, used in this press release are FFO, AFFO, EBITDA, EBITDAre, Adjusted EBITDAre, and Hotel EBITDA. Please refer to our most recently filed Annual Report
AHT Reports Third Quarter Results
Page 3
October 27, 2020
on Form 10-K for a more detailed description of how these non-GAAP measures are calculated. The reconciliations of non-GAAP measures to the closest GAAP measures are provided below and provide further details of our results for the period being reported.
* * * * *
Ashford Hospitality Trust is a real estate investment trust (REIT) focused on investing predominantly in upper upscale, full-service hotels.
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 federal securities regulations. Forward-looking statements in this press release may include, among others, statements about the Company’s strategy and future plans. 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 Trust’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: the impact of the novel strain of coronavirus (COVID-19) on our business; the ability of the Company and the Company's advisor, Ashford Inc., to continue as a going concern;our ability to secure additional financing to enable us to operate our business during the pendency of COVID-related business weakness, which has materially impacted our operating cash flows and cash balances; the timing and outcome of the Securities and Exchange Commission's investigation; our ability to meet the NYSE continued listing standards; our ability to repay, refinance or restructure our debt and the debt of certain of our subsidiaries; general volatility of the capital markets and the market price of our common stock and preferred 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 Trust’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. The Company can give no assurance that these forward-looking statements will be attained or that any deviation will not occur. 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 HOSPITALITY TRUST, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share amounts)
(unaudited)
September 30, 2020 | December 31, 2019 | ||||||
ASSETS | |||||||
Investments in hotel properties, net | $ | 3,484,019 | $ | 4,108,443 | |||
Cash and cash equivalents | 120,916 | 262,636 | |||||
Restricted cash | 89,495 | 135,571 | |||||
Marketable securities | 1,741 | 14,591 | |||||
Accounts receivable, net of allowance of $757 and $698, respectively | 19,379 | 39,638 | |||||
Inventories | 2,753 | 4,346 | |||||
Notes receivable, net | 8,121 | 7,709 | |||||
Investment in OpenKey | 2,980 | 2,829 | |||||
Deferred costs, net | 1,902 | 2,897 | |||||
Prepaid expenses | 20,099 | 21,886 | |||||
Derivative assets, net | 1,680 | 1,691 | |||||
Operating lease right-of-use assets | 45,250 | 49,995 | |||||
Other assets | 25,942 | 17,932 | |||||
Intangible assets, net | 797 | 797 | |||||
Due from related parties, net | 6,015 | 3,019 | |||||
Due from third-party hotel managers | 13,187 | 17,368 | |||||
Total assets | $ | 3,844,276 | $ | 4,691,348 | |||
LIABILITIES AND EQUITY (DEFICIT) | |||||||
Liabilities: | |||||||
Indebtedness, net | $ | 3,703,838 | $ | 4,106,518 | |||
Accounts payable and accrued expenses | 100,110 | 124,226 | |||||
Accrued interest payable | 91,274 | 10,115 | |||||
Dividends and distributions payable | 868 | 20,849 | |||||
Due to Ashford Inc., net | 4,885 | 6,570 | |||||
Due to third-party hotel managers | 344 | 2,509 | |||||
Intangible liabilities, net | 2,277 | 2,337 | |||||
Operating lease liabilities | 45,456 | 53,270 | |||||
Derivative liabilities, net | — | 42 | |||||
Other liabilities | 5,462 | 25,776 | |||||
Total liabilities | 3,954,514 | 4,352,212 | |||||
Redeemable noncontrolling interests in operating partnership | 20,666 | 69,870 | |||||
Equity (deficit): | |||||||
Preferred stock, $0.01 par value, 50,000,000 shares authorized : | |||||||
Series D Cumulative Preferred Stock 2,389,393 shares issued and outstanding at September 30, 2020 and December 31, 2019 | 24 | 24 | |||||
Series F Cumulative Preferred Stock 4,800,000 shares issued and outstanding at September 30, 2020 and December 31, 2019 | 48 | 48 | |||||
Series G Cumulative Preferred Stock 6,200,000 shares issued and outstanding at September 30, 2020 and December 31, 2019 | 62 | 62 | |||||
Series H Cumulative Preferred Stock 3,800,000 shares issued and outstanding at September 30, 2020 and December 31, 2019 | 38 | 38 | |||||
Series I Cumulative Preferred Stock 5,400,000 shares issued and outstanding at September 30, 2020 and December 31, 2019 | 54 | 54 | |||||
Common stock, $0.01 par value, 400,000,000 shares authorized, 14,628,248 and 10,210,360 shares issued and outstanding at September 30, 2020 and December 31, 2019, respectively | 146 | 102 | |||||
Additional paid-in capital | 1,842,470 | 1,826,472 | |||||
Accumulated deficit | (1,974,010 | ) | (1,558,038 | ) | |||
Total shareholders' equity (deficit) of the Company | (131,168 | ) | 268,762 | ||||
Noncontrolling interests in consolidated entities | 264 | 504 | |||||
Total equity (deficit) | (130,904 | ) | 269,266 | ||||
Total liabilities and equity/deficit | $ | 3,844,276 | $ | 4,691,348 | |||
4
ASHFORD HOSPITALITY TRUST, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)
(unaudited)
Three Months Ended | Nine Months Ended | ||||||||||||||
September 30, | September 30, | ||||||||||||||
2020 | 2019 | 2020 | 2019 | ||||||||||||
REVENUE | |||||||||||||||
Rooms | $ | 79,599 | $ | 301,704 | $ | 332,845 | $ | 910,337 | |||||||
Food and beverage | 5,000 | 53,738 | 54,147 | 182,097 | |||||||||||
Other | 8,111 | 17,751 | 29,612 | 52,430 | |||||||||||
Total hotel revenue | 92,710 | 373,193 | 416,604 | 1,144,864 | |||||||||||
Other | 333 | 1,044 | 1,381 | 3,239 | |||||||||||
Total revenue | 93,043 | 374,237 | 417,985 | 1,148,103 | |||||||||||
EXPENSES | |||||||||||||||
Hotel operating expenses | |||||||||||||||
Rooms | 19,752 | 66,434 | 84,860 | 195,260 | |||||||||||
Food and beverage | 4,904 | 40,089 | 43,268 | 125,534 | |||||||||||
Other expenses | 53,424 | 118,993 | 203,279 | 357,129 | |||||||||||
Management fees | 5,070 | 13,393 | 20,008 | 41,165 | |||||||||||
Total hotel operating expenses | 83,150 | 238,909 | 351,415 | 719,088 | |||||||||||
Property taxes, insurance and other | 20,876 | 21,972 | 62,048 | 64,131 | |||||||||||
Depreciation and amortization | 62,909 | 67,906 | 194,275 | 202,595 | |||||||||||
Impairment charges | 29,926 | — | 85,144 | 6,533 | |||||||||||
Transaction costs | — | — | — | 2 | |||||||||||
Advisory services fee: | |||||||||||||||
Base advisory fee | 8,654 | 8,949 | 26,128 | 27,300 | |||||||||||
Reimbursable expenses | 1,557 | 2,367 | 4,955 | 7,763 | |||||||||||
Non-cash stock/unit-based compensation | 2,122 | 4,648 | 6,765 | 13,486 | |||||||||||
Incentive fee | — | — | — | — | |||||||||||
Corporate, general and administrative: | |||||||||||||||
Non-cash stock/unit-based compensation | 342 | 83 | 1,081 | 804 | |||||||||||
Other general and administrative | 7,662 | 2,327 | 15,123 | 7,124 | |||||||||||
Total operating expenses | 217,198 | 347,161 | 746,934 | 1,048,826 | |||||||||||
Gain (loss) on sale of assets and hotel properties | (40,370 | ) | 2,362 | (36,753 | ) | 2,923 | |||||||||
OPERATING INCOME (LOSS) | (164,525 | ) | 29,438 | (365,702 | ) | 102,200 | |||||||||
Equity in earnings (loss) of unconsolidated entities | (121 | ) | (278 | ) | (279 | ) | (2,208 | ) | |||||||
Interest income | 12 | 836 | 664 | 2,402 | |||||||||||
Other income (expense), net | (6,179 | ) | (328 | ) | (7,806 | ) | (982 | ) | |||||||
Interest expense, net of premium amortization | (28,611 | ) | (58,692 | ) | (163,658 | ) | (177,979 | ) | |||||||
Amortization of loan costs | (2,484 | ) | (7,664 | ) | (12,604 | ) | (22,530 | ) | |||||||
Write-off of premiums, loan costs and exit fees | (9,469 | ) | (426 | ) | (11,499 | ) | (2,578 | ) | |||||||
Gain (loss) on extinguishment of debt | 90,325 | — | 90,325 | — | |||||||||||
Unrealized gain (loss) on marketable securities | (758 | ) | 315 | (1,756 | ) | 1,721 | |||||||||
Unrealized gain (loss) on derivatives | 6,449 | (2,536 | ) | 11,063 | (4,054 | ) | |||||||||
INCOME (LOSS) BEFORE INCOME TAXES | (115,361 | ) | (39,335 | ) | (461,252 | ) | (104,008 | ) | |||||||
Income tax benefit (expense) | (366 | ) | 249 | 1,519 | (3,052 | ) | |||||||||
NET INCOME (LOSS) | (115,727 | ) | (39,086 | ) | (459,733 | ) | (107,060 | ) | |||||||
(Income) loss attributable to noncontrolling interest in consolidated entities | 72 | (10 | ) | 240 | 2 | ||||||||||
Net (income) loss attributable to redeemable noncontrolling interests in operating partnership | 17,344 | 7,919 | 72,365 | 21,582 | |||||||||||
NET INCOME (LOSS) ATTRIBUTABLE TO THE COMPANY | (98,311 | ) | (31,177 | ) | (387,128 | ) | (85,476 | ) | |||||||
Preferred dividends | (10,644 | ) | (10,645 | ) | (31,932 | ) | (31,933 | ) | |||||||
NET INCOME (LOSS) ATTRIBUTABLE TO COMMON STOCKHOLDERS | $ | (108,955 | ) | $ | (41,822 | ) | $ | (419,060 | ) | $ | (117,409 | ) | |||
INCOME (LOSS) PER SHARE – BASIC AND DILUTED | |||||||||||||||
Basic: | |||||||||||||||
Net income (loss) attributable to common stockholders | $ | (9.26 | ) | $ | (4.21 | ) | $ | (39.03 | ) | $ | (11.87 | ) | |||
Weighted average common shares outstanding – basic | 11,767 | 9,997 | 10,721 | 9,979 | |||||||||||
Diluted: | |||||||||||||||
Net income (loss) attributable to common stockholders | $ | (9.26 | ) | $ | (4.21 | ) | $ | (39.03 | ) | $ | (11.87 | ) | |||
Weighted average common shares outstanding – diluted | 11,767 | 9,997 | 10,721 | 9,979 | |||||||||||
Dividends declared per common share: | $ | — | $ | 0.60 | $ | — | $ | 2.40 | |||||||
5
ASHFORD HOSPITALITY TRUST, INC. AND SUBSIDIARIES
RECONCILIATION OF NET INCOME (LOSS) TO EBITDA, EBITDAre AND ADJUSTED EBITDAre
(in thousands)
(unaudited)
Three Months Ended | Nine Months Ended | ||||||||||||||
September 30, | September 30, | ||||||||||||||
2020 | 2019 | 2020 | 2019 | ||||||||||||
Net income (loss) | $ | (115,727 | ) | $ | (39,086 | ) | $ | (459,733 | ) | $ | (107,060 | ) | |||
Interest expense and amortization of premiums and loan costs, net | 31,095 | 66,356 | 176,262 | 200,509 | |||||||||||
Depreciation and amortization | 62,909 | 67,906 | 194,275 | 202,595 | |||||||||||
Income tax expense (benefit) | 366 | (249 | ) | (1,519 | ) | 3,052 | |||||||||
Equity in (earnings) loss of unconsolidated entities | 121 | 278 | 279 | 2,208 | |||||||||||
Company's portion of EBITDA of Ashford Inc. | — | 785 | — | 4,362 | |||||||||||
Company's portion of EBITDA of OpenKey | (121 | ) | (99 | ) | (277 | ) | (308 | ) | |||||||
EBITDA | (21,357 | ) | 95,891 | (90,713 | ) | 305,358 | |||||||||
Impairment charges on real estate | 29,926 | — | 85,144 | 6,533 | |||||||||||
(Gain) loss on sale of assets and hotel properties | 40,370 | (2,362 | ) | 36,753 | (2,923 | ) | |||||||||
EBITDAre | 48,939 | 93,529 | 31,184 | 308,968 | |||||||||||
Amortization of unfavorable contract liabilities | 57 | 82 | 165 | 160 | |||||||||||
(Gain) loss on insurance settlements | — | (7 | ) | (148 | ) | (43 | ) | ||||||||
Write-off of premiums, loan costs and exit fees | 9,469 | 426 | 11,499 | 2,578 | |||||||||||
(Gain) loss on extinguishment of debt | (90,325 | ) | — | (90,325 | ) | — | |||||||||
Other (income) expense, net | 6,179 | 398 | 7,838 | 1,173 | |||||||||||
Transaction and conversion costs | 5,795 | 375 | 8,330 | 1,061 | |||||||||||
Legal, advisory and settlement costs | 226 | 6 | 411 | 1,822 | |||||||||||
Unrealized (gain) loss on marketable securities | 758 | (315 | ) | 1,756 | (1,721 | ) | |||||||||
Unrealized (gain) loss on derivatives | (6,449 | ) | 2,536 | (11,063 | ) | 4,054 | |||||||||
Dead deal costs | 28 | — | 144 | 50 | |||||||||||
Non-cash stock/unit-based compensation | 2,593 | 4,905 | 8,340 | 14,863 | |||||||||||
Company's portion of adjustments to EBITDAre of Ashford Inc. | — | 1,148 | — | 2,679 | |||||||||||
Company's portion of adjustments to EBITDAre of OpenKey | 3 | 8 | 12 | 43 | |||||||||||
Adjusted EBITDAre | $ | (22,727 | ) | $ | 103,091 | $ | (31,857 | ) | $ | 335,687 | |||||
ASHFORD HOSPITALITY TRUST, INC. AND SUBSIDIARIES
RECONCILIATION OF NET INCOME (LOSS) TO FUNDS FROM OPERATIONS (“FFO”) AND ADJUSTED FFO
(in thousands, except per share amounts)
(unaudited)
Three Months Ended | Nine Months Ended | ||||||||||||||
September 30, | September 30, | ||||||||||||||
2020 | 2019 | 2020 | 2019 | ||||||||||||
Net income (loss) | $ | (115,727 | ) | $ | (39,086 | ) | $ | (459,733 | ) | $ | (107,060 | ) | |||
(Income) loss attributable to noncontrolling interest in consolidated entities | 72 | (10 | ) | 240 | 2 | ||||||||||
Net (income) loss attributable to redeemable noncontrolling interests in operating partnership | 17,344 | 7,919 | 72,365 | 21,582 | |||||||||||
Preferred dividends | (10,644 | ) | (10,645 | ) | (31,932 | ) | (31,933 | ) | |||||||
Net income (loss) attributable to common stockholders | (108,955 | ) | (41,822 | ) | (419,060 | ) | (117,409 | ) | |||||||
Depreciation and amortization on real estate | 62,870 | 67,851 | 194,138 | 202,424 | |||||||||||
(Gain) loss on sale of assets and hotel properties | 40,370 | (2,362 | ) | 36,753 | (2,923 | ) | |||||||||
Net income (loss) attributable to redeemable noncontrolling interests in operating partnership | (17,344 | ) | (7,919 | ) | (72,365 | ) | (21,582 | ) | |||||||
Equity in (earnings) loss of unconsolidated entities | 121 | 278 | 279 | 2,208 | |||||||||||
Impairment charges on real estate | 29,926 | — | 85,144 | 6,533 | |||||||||||
Company's portion of FFO of Ashford Inc. | — | (2,188 | ) | — | (3,590 | ) | |||||||||
Company's portion of FFO of OpenKey | (122 | ) | (101 | ) | (280 | ) | (297 | ) | |||||||
FFO available to common stockholders and OP unitholders | 6,866 | 13,737 | (175,391 | ) | 65,364 | ||||||||||
Write-off of premiums, loan costs and exit fees | 9,469 | 426 | 11,499 | 2,578 | |||||||||||
(Gain) loss on extinguishment of debt | (90,325 | ) | — | (90,325 | ) | — | |||||||||
(Gain) loss on insurance settlements | — | (7 | ) | (148 | ) | (43 | ) | ||||||||
Other (income) expense, net | 6,179 | 398 | 7,838 | 1,173 | |||||||||||
Transaction and conversion costs | 5,795 | 375 | 8,330 | 1,061 | |||||||||||
Legal, advisory and settlement costs | 226 | 6 | 411 | 1,822 | |||||||||||
Unrealized (gain) loss on marketable securities | 758 | (315 | ) | 1,756 | (1,721 | ) | |||||||||
Unrealized (gain) loss on derivatives | (6,449 | ) | 2,536 | (11,063 | ) | 4,054 | |||||||||
Dead deal costs | 28 | — | 144 | 50 | |||||||||||
Non-cash stock/unit-based compensation | 2,593 | 4,905 | 8,340 | 14,863 | |||||||||||
Amortization of loan costs | 2,482 | 7,663 | 12,598 | 22,525 | |||||||||||
Company's portion of adjustments to FFO of Ashford Inc. | — | 3,122 | — | 7,762 | |||||||||||
Company's portion of adjustments to FFO of OpenKey | 3 | 9 | 12 | 46 | |||||||||||
Adjusted FFO available to common stockholders and OP unitholders | $ | (62,375 | ) | $ | 32,855 | $ | (225,999 | ) | $ | 119,534 | |||||
Adjusted FFO per diluted share available to common stockholders and OP unitholders | $ | (4.57 | ) | $ | 2.75 | $ | (17.92 | ) | $ | 10.05 | |||||
Weighted average diluted shares | 13,654 | 11,931 | 12,612 | 11,897 | |||||||||||
6
ASHFORD HOSPITALITY TRUST, INC. AND SUBSIDIARIES
SUMMARY OF INDEBTEDNESS
SEPTEMBER 30, 2020
(dollars in thousands)
(unaudited)
Indebtedness | Maturity | Interest Rate (1) | Fixed-Rate Debt | Floating-Rate Debt | Total Debt | |||||||||||
GACC Gateway - 1 hotel | November 2020 | 6.26% | $ | 90,063 | $ | — | $ | 90,063 | ||||||||
JPMorgan Chase La Posada - 1 hotel | November 2020 | LIBOR + 2.55% | — | 25,000 | (2) | 25,000 | ||||||||||
Morgan Stanley Pool - 17 hotels | November 2020 | LIBOR + 3.00% | — | 419,000 | (3) | 419,000 | ||||||||||
JPMorgan Chase - 8 hotels | February 2021 | LIBOR + 2.92% | — | 395,000 | (4) | 395,000 | ||||||||||
BAML Princeton/Nashville - 2 hotels | March 2021 | LIBOR + 2.75% | — | 240,000 | (5) | 240,000 | ||||||||||
BAML Highland Pool - 19 hotels | April 2021 | LIBOR + 3.20% | — | 913,093 | (6) | 913,093 | ||||||||||
KEYS Pool A - 7 hotels | June 2021 | LIBOR + 3.65% | — | 180,720 | (7) | 180,720 | ||||||||||
KEYS Pool B - 7 hotels | June 2021 | LIBOR + 3.39% | — | 174,400 | (7) | 174,400 | ||||||||||
KEYS Pool C - 5 hotels | June 2021 | LIBOR + 3.73% | — | 221,040 | (7) | 221,040 | ||||||||||
KEYS Pool D - 5 hotels | June 2021 | LIBOR + 4.02% | — | 262,640 | (7) | 262,640 | ||||||||||
KEYS Pool E - 5 hotels | June 2021 | LIBOR + 2.73% | — | 160,000 | (7) | 160,000 | ||||||||||
KEYS Pool F - 5 hotels | June 2021 | LIBOR + 3.68% | — | 215,120 | (7) | 215,120 | ||||||||||
Morgan Stanley Ann Arbor - 1 hotel | July 2022 | LIBOR + 3.95% | — | 34,200 | (8) | 34,200 | ||||||||||
Prudential Boston Back Bay - 1 hotel | November 2022 | LIBOR + 2.00% | — | 97,000 | 97,000 | |||||||||||
BAML Indigo Atlanta - 1 hotel | December 2022 | LIBOR + 2.25% | — | 16,100 | (9) | 16,100 | ||||||||||
Aareal Le Pavillon - 1 hotel | January 2023 | LIBOR + 3.40% | — | 37,000 | (10) | 37,000 | ||||||||||
Aareal Hilton Alexandria - 1 hotel | June 2023 | LIBOR + 2.45% | — | 73,450 | 73,450 | |||||||||||
GACC Manchester RI - 1 hotel | January 2024 | 5.49% | 6,727 | — | 6,727 | |||||||||||
GACC Jacksonville RI - 1 hotel | January 2024 | 5.49% | 9,818 | — | 9,818 | |||||||||||
Key Bank Manchester CY - 1 hotel | May 2024 | 4.99% | 6,260 | — | 6,260 | |||||||||||
Southside Bank Ashton - 1 hotel | June 2024 | LIBOR + 2.00% | — | 8,881 | 8,881 | |||||||||||
Morgan Stanley Pool C2 - 2 hotels | August 2024 | 4.85% | 11,792 | — | 11,792 | |||||||||||
Morgan Stanley Pool C3 - 3 hotels | August 2024 | 4.90% | 23,578 | — | 23,578 | |||||||||||
BAML Pool 5 - 2 hotels | February 2025 | 4.45% | 19,369 | — | 19,369 | |||||||||||
BAML Pool 3 - 3 hotels | February 2025 | 4.45% | 50,098 | — | 50,098 | |||||||||||
US Bank Hilton Santa Cruz/Scotts Valley - 1 hotel | March 2025 | 4.66% | 24,794 | — | 24,794 | |||||||||||
Total | $ | 242,499 | $ | 3,472,644 | $ | 3,715,143 | ||||||||||
Percentage | 6.5 | % | 93.5 | % | 100.0 | % | ||||||||||
Weighted average interest rate (1) | 5.29 | % | 3.36 | % | 3.48 | % | ||||||||||
All indebtedness is non-recourse.
(1) | Interest rates do not include default or late payment rates in effect on some mortgage loans. |
(2) | This mortgage loan has three one-year extension options, subject to satisfaction of certain conditions. This mortgage loan has a LIBOR floor of 1.25%. |
(3) | This mortgage loan has five one-year extension options, subject to satisfaction of certain conditions. The first one-year extension period began in November 2019. |
(4) | This mortgage loan has five one-year extension options, subject to satisfaction of certain conditions. The first one-year extension period began in February 2020. |
(5) | This mortgage loan has five one-year extension options, subject to satisfaction of certain conditions. |
(6) | This mortgage loan has five one-year extension options, subject to satisfaction of certain conditions. The first one-year extension period began in April 2020. |
(7) | This mortgage loan has five one-year extension options, subject to satisfaction of certain conditions. The first one-year extension period began in June 2020. |
(8) | This mortgage loan has one one-year extension option, subject to satisfaction of certain conditions. This mortgage loan has a LIBOR floor of 0.25% |
(9) | This mortgage loan has a LIBOR floor of 0.25%. |
(10) | This mortgage loan has two one-year extension options, subject to satisfaction of certain conditions. |
7
ASHFORD HOSPITALITY TRUST, INC. AND SUBSIDIARIES
KEY PERFORMANCE INDICATORS
(unaudited)
ALL HOTELS: | ||||||||||||||||||||||||||||||
Three Months Ended September 30, | ||||||||||||||||||||||||||||||
Actual | Non-comparable Adjustments | Comparable | Actual | Non-comparable Adjustments | Comparable | Actual | Comparable | |||||||||||||||||||||||
2020 | 2020 | 2020 | 2019 | 2019 | 2019 | % Variance | % Variance | |||||||||||||||||||||||
Rooms revenue (in thousands) | $ | 79,467 | $ | (3,251 | ) | $ | 76,216 | $ | 300,832 | $ | (27,909 | ) | $ | 272,923 | (73.58 | )% | (72.07 | )% | ||||||||||||
RevPAR | $ | 35.97 | $ | (25.39 | ) | $ | 36.63 | $ | 129.47 | $ | 115.04 | $ | 131.15 | (72.21 | )% | (72.07 | )% | |||||||||||||
Occupancy | 30.98 | % | (24.96 | )% | 31.35 | % | 78.40 | % | 76.29 | % | 78.64 | % | (60.48 | )% | (60.14 | )% | ||||||||||||||
ADR | $ | 116.13 | $ | (101.70 | ) | $ | 116.84 | $ | 165.15 | $ | 150.79 | $ | 166.77 | (29.68 | )% | (29.94 | )% | |||||||||||||
ALL HOTELS: | ||||||||||||||||||||||||||||||
Nine Months Ended September 30, | ||||||||||||||||||||||||||||||
Actual | Non-comparable Adjustments | Comparable | Actual | Non-comparable Adjustments | Comparable | Actual | Comparable | |||||||||||||||||||||||
2020 | 2020 | 2020 | 2019 | 2019 | 2019 | % Variance | % Variance | |||||||||||||||||||||||
Rooms revenue (in thousands) | $ | 331,631 | $ | (22,572 | ) | $ | 309,059 | $ | 907,262 | $ | (84,040 | ) | $ | 823,222 | (63.45 | )% | (62.46 | )% | ||||||||||||
RevPAR | $ | 49.3 | $ | (42.7 | ) | $ | 49.87 | $ | 130.79 | $ | 110.3 | $ | 133.32 | (62.30 | )% | (62.60 | )% | |||||||||||||
Occupancy | 34.85 | % | (33.96 | )% | 34.93 | % | 77.41 | % | 72.93 | % | 77.88 | % | (54.98 | )% | (55.15 | )% | ||||||||||||||
ADR | $ | 141.47 | $ | (125.75 | ) | $ | 142.78 | $ | 168.97 | $ | 151.24 | $ | 171.19 | (16.27 | )% | (16.60 | )% | |||||||||||||
NOTES:
(1) | The above comparable information assumes the 103 hotel properties owned and included in the Company’s operations at September 30, 2020, were owned as of the beginning of each of the periods presented. Non-comparable adjustments include pre-acquisition results from hotel properties acquired during the period offset by results from hotel properties disposed of during the period. |
(2) | All pre-acquisition information was obtained from the prior owner. The Company performed a limited review of the information as part of its analysis of the acquisition. |
(3) | The above information does not reflect the operations of Orlando WorldQuest Resort. |
8
ASHFORD HOSPITALITY TRUST, INC. AND SUBSIDIARIES
HOTEL EBITDA
(dollars in thousands)
(unaudited)
ALL HOTELS: | Three Months Ended | Nine Months Ended | |||||||||||||||||||
September 30, | September 30, | ||||||||||||||||||||
2020 | 2019 | % Variance | 2020 | 2019 | % Variance | ||||||||||||||||
Total hotel revenue | $ | 92,519 | $ | 371,999 | (75.13 | )% | $ | 414,932 | $ | 1,140,722 | (63.63 | )% | |||||||||
Non-comparable adjustments | (3,646 | ) | (31,210 | ) | (25,499 | ) | (95,084 | ) | |||||||||||||
Comparable total hotel revenue | $ | 88,873 | $ | 340,789 | (73.92 | )% | $ | 389,433 | $ | 1,045,638 | (62.76 | )% | |||||||||
Hotel EBITDA | $ | (9,632 | ) | $ | 115,796 | (108.32 | )% | $ | 12,684 | $ | 373,032 | (96.60 | )% | ||||||||
Non-comparable adjustments | 615 | (9,427 | ) | 1,380 | (27,931 | ) | |||||||||||||||
Comparable hotel EBITDA | $ | (9,017 | ) | $ | 106,369 | (108.48 | )% | $ | 14,064 | $ | 345,101 | (95.92 | )% | ||||||||
Hotel EBITDA margin | (10.41 | )% | 31.13 | % | (41.54 | )% | 3.06 | % | 32.70 | % | (29.64 | )% | |||||||||
Comparable hotel EBITDA margin | (10.15 | )% | 31.21 | % | (41.36 | )% | 3.61 | % | 33.00 | % | (29.39 | )% | |||||||||
Hotel EBITDA adjustments attributable to consolidated noncontrolling interests | $ | 27 | $ | 98 | (72.45 | )% | $ | 42 | $ | 263 | (84.03 | )% | |||||||||
Hotel EBITDA attributable to the Company and OP unitholders | $ | (9,659 | ) | $ | 115,698 | (108.35 | )% | $ | 12,642 | $ | 372,769 | (96.61 | )% | ||||||||
Comparable hotel EBITDA attributable to the Company and OP unitholders | $ | (9,044 | ) | $ | 106,271 | (108.51 | )% | $ | 14,022 | $ | 344,838 | (95.93 | )% | ||||||||
NOTES:
(1) | The above comparable information assumes the 103 hotel properties owned and included in the Company’s operations at September 30, 2020, were owned as of the beginning of each of the periods presented. Non-comparable adjustments include pre-acquisition results from hotel properties acquired during the period offset by results from hotel properties disposed of during the period. |
(2) | All pre-acquisition information was obtained from the prior owner. The Company performed a limited review of the information as part of its analysis of the acquisition. |
(3) | The above information does not reflect the operations of Orlando WorldQuest Resort. |
(4) | See Exhibit 1 for reconciliation of net income (loss) to hotel EBITDA. |
9
Exhibit 1
ASHFORD HOSPITALITY TRUST, INC. AND SUBSIDIARIES
RECONCILIATION OF NET INCOME (LOSS) TO HOTEL EBITDA
(in thousands)
(unaudited)
Three Months Ended September 30, 2020 | |||||||||||||||
Hotel Total | Orlando WorldQuest Resort | Corporate / Allocated | Ashford Hospitality Trust, Inc. | ||||||||||||
Net income (loss) | $ | (58,135 | ) | $ | (530 | ) | $ | (57,062 | ) | $ | (115,727 | ) | |||
Non-property adjustments | (20,029 | ) | — | 20,029 | — | ||||||||||
Interest income | (6 | ) | — | 6 | — | ||||||||||
Interest expense | 4,840 | — | 23,771 | 28,611 | |||||||||||
Amortization of loan cost | 489 | — | 1,995 | 2,484 | |||||||||||
Depreciation and amortization | 62,708 | 153 | 48 | 62,909 | |||||||||||
Income tax expense (benefit) | — | — | 366 | 366 | |||||||||||
Non-hotel EBITDA ownership expense | 501 | 4 | (505 | ) | — | ||||||||||
Hotel EBITDA including amounts attributable to noncontrolling interest | (9,632 | ) | (373 | ) | (11,352 | ) | (21,357 | ) | |||||||
Less: EBITDA adjustments attributable to consolidated noncontrolling interest | (27 | ) | — | 27 | — | ||||||||||
Equity in (earnings) loss of unconsolidated entities | — | — | 121 | 121 | |||||||||||
Company's portion of EBITDA of OpenKey | — | — | (121 | ) | (121 | ) | |||||||||
Hotel EBITDA attributable to the Company and OP unitholders | $ | (9,659 | ) | $ | (373 | ) | $ | (11,325 | ) | $ | (21,357 | ) | |||
Non-comparable adjustments | 615 | ||||||||||||||
Comparable hotel EBITDA | $ | (9,017 | ) | ||||||||||||
NOTES:
(1) | The above comparable information assumes the 103 hotel properties owned and included in the Company’s operations at September 30, 2020, were owned as of the beginning of each of the periods presented. Non-comparable adjustments include pre-acquisition results from hotel properties acquired during the period offset by results from hotel properties disposed of during the period. |
(2) | All pre-acquisition information was obtained from the prior owner. The Company performed a limited review of the information as part of its analysis of the acquisition. |
10
Exhibit 1
ASHFORD HOSPITALITY TRUST, INC. AND SUBSIDIARIES
RECONCILIATION OF NET INCOME (LOSS) TO HOTEL EBITDA
(in thousands)
(unaudited)
Three Months Ended September 30, 2019 | |||||||||||||||
Hotel Total | Orlando WorldQuest Resort | Corporate / Allocated | Ashford Hospitality Trust, Inc. | ||||||||||||
Net income (loss) | $ | 42,625 | $ | (13 | ) | $ | (81,698 | ) | $ | (39,086 | ) | ||||
Non-property adjustments | (2,274 | ) | (70 | ) | 2,344 | — | |||||||||
Interest income | (103 | ) | — | 103 | — | ||||||||||
Interest expense | 5,004 | — | 53,688 | 58,692 | |||||||||||
Amortization of loan cost | 447 | — | 7,217 | 7,664 | |||||||||||
Depreciation and amortization | 67,681 | 176 | 49 | 67,906 | |||||||||||
Income tax expense (benefit) | 44 | — | (293 | ) | (249 | ) | |||||||||
Non-hotel EBITDA ownership expense | 2,372 | 9 | (2,381 | ) | — | ||||||||||
Hotel EBITDA including amounts attributable to noncontrolling interest | 115,796 | 102 | (20,971 | ) | 94,927 | ||||||||||
Less: EBITDA adjustments attributable to consolidated noncontrolling interest | (98 | ) | — | 98 | — | ||||||||||
Equity in (earnings) loss of unconsolidated entities | — | — | 278 | 278 | |||||||||||
Company's portion of EBITDA of Ashford Inc. | — | — | 785 | 785 | |||||||||||
Company's portion of EBITDA of OpenKey | — | — | (99 | ) | (99 | ) | |||||||||
Hotel EBITDA attributable to the Company and OP unitholders | $ | 115,698 | $ | 102 | $ | (19,909 | ) | $ | 95,891 | ||||||
Non-comparable adjustments | (9,427 | ) | |||||||||||||
Comparable hotel EBITDA | $ | 106,369 | |||||||||||||
NOTES:
(1) | The above comparable information assumes the 103 hotel properties owned and included in the Company’s operations at September 30, 2020, were owned as of the beginning of each of the periods presented. Non-comparable adjustments include pre-acquisition results from hotel properties acquired during the period offset by results from hotel properties disposed of during the period. |
(2) | All pre-acquisition information was obtained from the prior owner. The Company performed a limited review of the information as part of its analysis of the acquisition. |
11
Exhibit 1
ASHFORD HOSPITALITY TRUST, INC. AND SUBSIDIARIES
RECONCILIATION OF NET INCOME (LOSS) TO HOTEL EBITDA
(in thousands)
(unaudited)
Nine Months Ended September 30, 2020 | |||||||||||||||
Hotel Total | Orlando WorldQuest Resort | Corporate / Allocated | Ashford Hospitality Trust, Inc. | ||||||||||||
Net income (loss) | $ | (238,299 | ) | $ | (1,088 | ) | $ | (220,346 | ) | $ | (459,733 | ) | |||
Non-property adjustments | 31,424 | — | (31,424 | ) | — | ||||||||||
Interest income | (57 | ) | — | 57 | — | ||||||||||
Interest expense | 17,808 | — | 145,850 | 163,658 | |||||||||||
Amortization of loan cost | 1,590 | — | 11,014 | 12,604 | |||||||||||
Depreciation and amortization | 193,658 | 471 | 146 | 194,275 | |||||||||||
Income tax expense (benefit) | — | — | (1,519 | ) | (1,519 | ) | |||||||||
Non-hotel EBITDA ownership expense | 6,560 | 23 | (6,583 | ) | — | ||||||||||
Hotel EBITDA including amounts attributable to noncontrolling interest | 12,684 | (594 | ) | (102,805 | ) | (90,715 | ) | ||||||||
Less: EBITDA adjustments attributable to consolidated noncontrolling interest | (42 | ) | — | 42 | — | ||||||||||
Equity in (earnings) loss of unconsolidated entities | — | — | 279 | 279 | |||||||||||
Company's portion of EBITDA of OpenKey | — | — | (277 | ) | (277 | ) | |||||||||
Hotel EBITDA attributable to the Company and OP unitholders | $ | 12,642 | $ | (594 | ) | $ | (102,761 | ) | $ | (90,713 | ) | ||||
Non-comparable adjustments | 1,380 | ||||||||||||||
Comparable hotel EBITDA | $ | 14,064 | |||||||||||||
NOTES:
(1) | The above comparable information assumes the 103 hotel properties owned and included in the Company’s operations at September 30, 2020, were owned as of the beginning of each of the periods presented. Non-comparable adjustments include pre-acquisition results from hotel properties acquired during the period offset by results from hotel properties disposed of during the period. |
(2) | All pre-acquisition information was obtained from the prior owner. The Company performed a limited review of the information as part of its analysis of the acquisition. |
12
Exhibit 1
ASHFORD HOSPITALITY TRUST, INC. AND SUBSIDIARIES
RECONCILIATION OF NET INCOME (LOSS) TO HOTEL EBITDA
(in thousands)
(unaudited)
Nine Months Ended September 30, 2019 | |||||||||||||||
Hotel Total | Orlando WorldQuest Resort | Corporate / Allocated | Ashford Hospitality Trust, Inc. | ||||||||||||
Net income (loss) | $ | 143,862 | $ | 306 | $ | (251,228 | ) | $ | (107,060 | ) | |||||
Non-property adjustments | 3,663 | (70 | ) | (3,593 | ) | — | |||||||||
Interest income | (255 | ) | — | 255 | — | ||||||||||
Interest expense | 14,592 | — | 163,387 | 177,979 | |||||||||||
Amortization of loan cost | 1,311 | — | 21,219 | 22,530 | |||||||||||
Depreciation and amortization | 201,972 | 477 | 146 | 202,595 | |||||||||||
Income tax expense (benefit) | 150 | — | 2,902 | 3,052 | |||||||||||
Non-hotel EBITDA ownership expense | 7,737 | 26 | (7,763 | ) | — | ||||||||||
Hotel EBITDA including amounts attributable to noncontrolling interest | 373,032 | 739 | (74,675 | ) | 299,096 | ||||||||||
Less: EBITDA adjustments attributable to consolidated noncontrolling interest | (263 | ) | — | 263 | — | ||||||||||
Equity in (earnings) loss of unconsolidated entities | — | — | 2,208 | 2,208 | |||||||||||
Company's portion of EBITDA of Ashford Inc. | — | — | 4,362 | 4,362 | |||||||||||
Company's portion of EBITDA of OpenKey | — | — | (308 | ) | (308 | ) | |||||||||
Hotel EBITDA attributable to the Company and OP unitholders | $ | 372,769 | $ | 739 | $ | (68,150 | ) | $ | 305,358 | ||||||
Non-comparable adjustments | (27,931 | ) | |||||||||||||
Comparable hotel EBITDA | $ | 345,101 | |||||||||||||
NOTES:
(1) | The above comparable information assumes the 103 hotel properties owned and included in the Company’s operations at September 30, 2020, were owned as of the beginning of each of the periods presented. Non-comparable adjustments include pre-acquisition results from hotel properties acquired during the period offset by results from hotel properties disposed of during the period. |
(2) | All pre-acquisition information was obtained from the prior owner. The Company performed a limited review of the information as part of its analysis of the acquisition. |
13