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Fair Value Measurements and Interest Rate Derivatives
9 Months Ended
Sep. 30, 2020
Fair Value Measurements and Interest Rate Derivatives  
Fair Value Measurements and Interest Rate Derivatives

5. Fair Value Measurements and Interest Rate Derivatives

Fair Value Measurements

As of September 30, 2020 and December 31, 2019, the carrying amount of certain financial instruments, including cash and cash equivalents, restricted cash, accounts receivable, accounts payable and accrued expenses were representative of their fair values due to the short-term maturity of these instruments.

A fair value measurement is based on the assumptions that market participants would use in pricing an asset or liability in an orderly transaction. The hierarchy for inputs used in measuring fair value is as follows:

Level 1

Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets.

Level 2

Inputs reflect quoted prices for identical assets or liabilities in markets that are not active; quoted prices for similar assets or liabilities in active markets; inputs other than quoted prices that are observable for the asset or the liability; or inputs that are derived principally from or corroborated by observable market data by correlation or other means.

Level 3

Unobservable inputs reflecting the Company’s own assumptions incorporated in valuation techniques used to determine fair value. These assumptions are required to be consistent with market participant assumptions that are reasonably available.

As of both September 30, 2020 and December 31, 2019, the Company measured its interest rate derivatives at fair value on a recurring basis. The Company estimated the fair value of its interest rate derivatives using Level 2 measurements based on quotes obtained from the counterparties, which are based upon the consideration that would be required to terminate the agreements.

The Company sold the Renaissance Harborplace in July 2020 (see Note 4). During the second quarter of 2020, the Company recorded an impairment loss of $18.1 million related to this hotel as the fair value less costs to sell was lower than the carrying value

of the hotel. The impairment loss was determined using Level 2 measurements, consisting of the third-party offer price less estimated costs to sell the hotel, and is included in impairment losses on the Company’s consolidated statements of operations for the nine months ended September 30, 2020.

During the first quarter of 2020, the Company identified indicators of impairment at the Hilton Times Square and the Renaissance Westchester related to deteriorating profitability exacerbated by the effects of the COVID-19 outbreak on the Company’s expected future operating cash flows. The Company prepared estimates of the future undiscounted cash flows expected to be generated by the two hotels during their anticipated holding periods, using assumptions for forecasted revenue and operating expenses as well as the estimated market values of the hotels. Based on this analysis, the Company concluded the Hilton Times Square and the Renaissance Westchester should be impaired as the estimated future undiscounted cash flows for each was less than such hotel’s carrying value.

To determine the impairment loss for the Hilton Times Square, the Company applied Level 3 measurements to estimate the fair value of the hotel, using a discounted cash flow analysis, taking into account the hotel’s expected cash flow and its estimated market value based upon a market participant’s holding period. The valuation approach included significant unobservable inputs, including revenue growth projections and prevailing market multiples. To determine the impairment loss for the Renaissance Westchester, the Company used Level 2 measurements to estimate the fair value of the hotel, using appraisal techniques to estimate its market value. The Company concluded that the estimated fair value of each hotel was less than its carrying value, resulting in the Company recording impairment charges of $107.9 million on the Hilton Times Square and $5.2 million on the Renaissance Westchester, which are included in impairment losses on the Company’s consolidated statements of operations for the nine months ended September 30, 2020. The $107.9 million impairment on the Hilton Times Square is comprised of an $89.4 million write down of the Company’s investment in hotel properties, net (see Note 3), and an $18.5 million write down of the Company’s operating lease right-of-use assets, net (see Note 9). The $5.2 million impairment on the Renaissance Westchester consisted solely of a $5.2 million write down of the Company’s investment in hotel properties, net (see Note 3). Following these first quarter 2020 impairments, as of March 31, 2020, the fair market values of the Hilton Times Square and the Renaissance Westchester were $61.3 million and $29.5 million, respectively.

The following table presents the Company’s assets measured at fair value on a recurring and nonrecurring basis at September 30, 2020 and December 31, 2019 (in thousands):

Fair Value Measurements at Reporting Date

    

Total

    

Level 1

    

Level 2

    

Level 3

September 30, 2020 (unaudited):

Interest rate cap derivatives

$

1

$

$

1

$

Total assets measured at fair value at September 30, 2020

$

1

$

$

1

$

December 31, 2019:

Renaissance Harborplace (1)

$

96,725

$

$

$

96,725

Total assets measured at fair value at December 31, 2019

$

96,725

$

$

$

96,725

(1)The fair market value of the Renaissance Harborplace is included in investment in hotel properties, net on the Company’s consolidated balance sheet at December 31, 2019.

The following table presents the Company’s liabilities measured at fair value on a recurring and nonrecurring basis at September 30, 2020 and December 31, 2019 (in thousands):

Fair Value Measurements at Reporting Date

    

Total

    

Level 1

    

Level 2

    

Level 3

September 30, 2020 (unaudited):

Interest rate swap derivatives

$

6,505

$

$

6,505

$

Total liabilities measured at fair value at September 30, 2020

$

6,505

$

$

6,505

$

December 31, 2019:

Interest rate swap derivatives

$

1,081

$

$

1,081

$

Total liabilities measured at fair value at December 31, 2019

$

1,081

$

$

1,081

$

Interest Rate Derivatives

The Company’s interest rate derivatives, which are not designated as effective cash flow hedges, consisted of the following at September 30, 2020 (unaudited) and December 31, 2019 (in thousands):

Estimated Fair Value of Assets (Liabilities) (1)

Strike / Capped

Effective

Maturity

Notional

September 30,

December 31,

Hedged Debt

Type

Rate

Index

Date

Date

Amount

2020

2019

Hilton San Diego Bayfront

Cap

6.000

%

1-Month LIBOR

November 10, 2017

December 9, 2020

$

220,000

$

$

Hilton San Diego Bayfront

Cap (2)

6.000

%

1-Month LIBOR

December 9, 2020

December 15, 2021

$

220,000

1

$85.0 million term loan

Swap

1.591

%

1-Month LIBOR

October 29, 2015

September 2, 2022

$

85,000

(2,429)

(132)

$100.0 million term loan

Swap

1.853

%

1-Month LIBOR

January 29, 2016

January 31, 2023

$

100,000

(4,076)

(949)

$

(6,504)

$

(1,081)

(1)The fair values of both cap agreements and both swap agreements are included in other assets, net and other liabilities, respectively, on the accompanying consolidated balance sheets as of both September 30, 2020 and December 31, 2019.
(2)In April 2020, the Company purchased a new interest rate cap agreement for $0.1 million related to the existing loan secured by the Hilton San Diego Bayfront. The new cap agreement, whose terms are substantially the same as the terms under the prior cap agreement, effectively extends the cap agreement’s maturity date to December 15, 2021.

Noncash changes in the fair values of the Company’s interest rate derivatives resulted in (decreases) increases to interest expense for the three and nine months ended September 30, 2020 and 2019 as follows (unaudited and in thousands):

Three Months Ended September 30,

Nine Months Ended September 30,

2020

2019

2020

2019

Noncash interest on derivatives

$

(762)

$

1,098

5,534

$

6,740

Fair Value of Debt

As of September 30, 2020 and December 31, 2019, 76.5% and 77.4%, respectively, of the Company’s outstanding debt had fixed interest rates, including the effects of interest rate swap agreements. The Company uses Level 3 measurements to estimate the fair value of its debt by discounting the future cash flows of each instrument at estimated market rates.

The Company’s principal balances and fair market values of its consolidated debt as of September 30, 2020 (unaudited) and December 31, 2019 were as follows (in thousands):

September 30, 2020

December 31, 2019

Carrying Amount (1)

Fair Value (2)

Carrying Amount (1)

Fair Value

Debt

$

934,673

$

899,548

$

974,863

$

976,012

(1)The principal balance of debt is presented before any unamortized deferred financing costs.
(2)Due to prevailing market conditions and the uncertain economic environment caused by the COVID-19 pandemic, actual interest rates could vary materially from those estimated, which would result in variances in the Company’s calculations of the fair market value of its debt.