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DEBT (Tables)
12 Months Ended
Dec. 31, 2014
DEBT  
Schedule of debt comprised of a senior unsecured credit facility and mortgage loans secured by hotel properties

At December 31, 2014, our indebtedness is comprised of borrowings under a $300.0 million senior unsecured credit facility and indebtedness secured by first priority mortgage liens on various hotel properties. At December 31, 2014 and 2013 our outstanding indebtedness included (in thousands):

 

Lender

 

Note
Reference

 

Interest Rate (a)

 

Amortization
Period
(Years)

 

Maturity Date

 

Number of Properties Encumbered
at December 31, 2014

 

2014

 

2013

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Senior Unsecured Credit Facility

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deutsche Bank AG New York Branch

 

(b)

 

 

 

 

 

 

 

 

 

 

 

 

 

$225 Million Revolver

 

 

 

2.07% Variable

 

n/a

 

October  10, 2017

 

n/a

 

$

125,000 

 

$

 

$75 Million Term Loan

 

 

 

3.94% Fixed

 

n/a

 

October 10, 2018

 

n/a

 

75,000 

 

75,000 

 

Total Senior Unsecured Credit Facility

 

 

 

 

 

 

 

 

 

 

 

200,000 

 

75,000 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage Loans

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ING Life Insurance and Annuity

 

(c)

 

6.10% Fixed

 

20

 

March 1, 2019

 

14

 

62,327 

 

64,309 

 

 

 

(c)

 

4.55% Fixed

 

25

 

March 1, 2019

 

(cross-collateralized with other ING loan)

 

32,995 

 

33,754 

 

KeyBank National Association

 

(d)

 

4.46% Fixed

 

30

 

February 1. 2023

 

4

 

28,489 

 

28,965 

 

 

 

(e)

 

4.52% Fixed

 

30

 

April 1, 2023

 

3

 

22,061 

 

22,421 

 

 

 

(f)

 

4.30% Fixed

 

30

 

April 1, 2023

 

3

 

21,403 

 

21,767 

 

 

 

(g)

 

4.95% Fixed

 

30

 

August 1, 2023

 

2

 

37,939 

 

38,497 

 

Bank of America Commercial Mortgage

 

(h)

 

6.41% Fixed

 

25

 

September 1, 2017

 

1

 

8,157 

 

8,382 

 

Merrill Lynch Mortgage Lending Inc.

 

(i)

 

6.38% Fixed

 

30

 

August 1, 2016

 

1

 

5,151 

 

5,249 

 

GE Capital Financial Inc.

 

(j)

 

5.39% Fixed

 

25

 

April 1, 2020

 

1

 

9,300 

 

9,476 

 

 

 

(j)

 

5.39% Fixed

 

25

 

April 1, 2020

 

1

 

5,007 

 

5,103 

 

MetaBank

 

(k)

 

4.25% Fixed

 

20

 

August 1, 2018

 

1

 

7,104 

 

7,348 

 

Bank of Cascades

 

(l)

 

4.66% Fixed

 

25

 

September 30, 2021

 

n/a

 

 

11,986 

 

 

 

(l)

 

2.17% Variable

 

25

 

December 19, 2024

 

1

 

9,800 

 

 

 

 

(l)

 

4.30% Fixed

 

25

 

December 19, 2024

 

(cross-collateralized with other Bank of Cascades note)

 

9,800 

 

 

Goldman Sachs

 

(m)

 

5.67% Fixed

 

25

 

July 6, 2016

 

2

 

13,787 

 

14,090 

 

Compass Bank

 

(n)

 

4.57% Fixed

 

20

 

May 17, 2018

 

1

 

12,505 

 

13,325 

 

 

 

(o)

 

2.57% Variable

 

25

 

May 6, 2020

 

3

 

24,637 

 

 

General Electric Capital Corporation

 

(p)

 

5.39% Fixed

 

25

 

April 1, 2020

 

1

 

5,266 

 

5,371 

 

 

 

(p)

 

5.39% Fixed

 

25

 

April 1, 2020

 

1

 

6,167 

 

6,290 

 

 

 

(q)

 

4.82% Fixed

 

20

 

April 1, 2018

 

1

 

7,213 

 

7,612 

 

 

 

(q)

 

5.03% Fixed

 

25

 

March 1, 2019

 

1

 

9,775 

 

10,108 

 

AIG

 

(r)

 

6.11% Fixed

 

20

 

January 1, 2016

 

1

 

12,938 

 

13,516 

 

Greenwich Capital Financial Products, Inc.

 

(s)

 

6.20% Fixed

 

30

 

January 6, 2016

 

1

 

22,711 

 

23,107 

 

Wells Fargo Bank, National Association

 

(t)

 

5.53% Fixed

 

25

 

October 1, 2015

 

1

 

3,523 

 

3,652 

 

 

 

(u)

 

5.57% Fixed

 

25

 

January 1, 2016

 

1

 

6,038 

 

6,261 

 

U.S. Bank, NA

 

(v)

 

6.22% Fixed

 

30

 

November 1, 2016

 

1

 

17,536 

 

 

 

 

(w)

 

6.13% Fixed

 

25

 

November 11, 2021

 

1

 

11,819 

 

 

 

 

(x)

 

5.98% Fixed

 

30

 

March 8, 2016

 

1

 

13,085 

 

 

Total Mortgage Loans

 

 

 

 

 

 

 

 

 

49

 

426,533 

 

360,589 

 

Total Debt

 

 

 

 

 

 

 

 

 

49

 

$

626,533 

 

$

435,589 

 

 

Notes:

(a)

Interest rates at December 31, 2014 give effect to our use of interest rate swaps, where applicable.

 

(b)

On October 10, 2013, we replaced our $150.0 million senior secured revolving credit facility with a $300.0 million senior unsecured credit facility. The unsecured credit facility is comprised of a $225.0 million revolving credit facility (the “$225 Million Revolver”) and a $75.0 million term loan (the “$75 Million Term Loan”), and has an accordion feature which will allow us to increase the commitments by an aggregate of $100.0 million on the $225 Million Revolver and the $75 Million Term Loan.

 

The senior unsecured credit facility requires that no less than 20 of our hotel properties remain unencumbered, as defined in the credit facility documentation, and also requires compliance with covenants customary among our industry peers. The $225 Million Revolver matures on October 10, 2017 and can be extended to October 10, 2018 at our option, subject to certain conditions. The $75 Million Term Loan matures on October 10, 2018.

 

We pay interest on advances at varying rates, based upon, at our option, either (i) 1, 2, 3, or 6-month LIBOR, plus a LIBOR margin between 1.75% and 2.50%, depending upon our leverage ratio (as defined in the credit facility documentation), or (ii) the applicable base rate, which is the greatest of the administrative agent’s prime rate, the federal funds rate plus 0.50%, or 1-month LIBOR plus 1.00%, plus a base rate margin between 0.75% and 1.50%, depending upon our leverage ratio. Unused Fees are payable quarterly and are assessed at 0.30% per annum if the unused portion of the credit facility is equal to or greater than 50%, or 0.20% per annum if the unused portion of the credit facility is less than 50%.

 

On December 27, 2013, we fully drew the $75 Million Term Loan. On September 5, 2013, we entered into an interest rate derivative with a notional value of $75.0 million that became effective on January 2, 2014 and matures on October 1, 2018. This interest rate derivative was designated a cash flow hedge and effectively fixes LIBOR at 2.04%.  The interest rate on the $75 Million Term Loan was 3.94% at January 2, 2014.

 

At December 31, 2014, 36 of our unencumbered hotel properties were included in the borrowing base for the senior unsecured credit facility, and are required to remain unencumbered. As a result, the maximum amount of borrowing permitted under the senior unsecured credit facility was $300.0 million, of which, we had $200.0 million borrowed, $13.8 million in standby letters of credit, and $86.2 million available to borrow.

 

(c)

On August 1, 2013, we entered into a new $34.0 million loan with ING with a fixed rate of 4.55% and a maturity of August 1, 2038. ING has the right to call the loan in full on March 1st of 2019, 2024, 2029 and 2034. Simultaneously, we amended our existing loan with ING to (i) remove the Fairfield Inn & Suites and the Residence Inn, Germantown, TN; the Hampton Inn, Fort Smith, AR; and the Fairfield Inn, Lewisville, TX from the collateral and (ii) remove $3.9 million in letters of credit from the collateral. We also added the Courtyard by Marriott, Jackson, MS; the Hampton Inn & Suites, Ybor, FL; and the Courtyard by Marriott and the Residence Inn, Metairie, LA as collateral to the two notes, such that both ING loans are secured by the same 14 hotel properties and are cross-defaulted.

 

(d)

On January 25, 2013, we closed on a $29.4 million loan with a fixed rate of 4.46% and a maturity of February 1, 2023. This loan is secured by four of the Hyatt Place hotels we acquired in October 2012. These hotels are located in Chicago (Lombard), IL; Denver (Lone Tree), CO; Denver (Englewood), CO; and Dallas (Arlington), TX.  This loan is subject to defeasance if prepaid.

 

(e)

On March 7, 2013, we closed on a $22.7 million loan with a fixed rate of 4.52% and a maturity of April 1, 2023. This loan is secured by three of the Hyatt hotels we acquired in October 2012. These hotels include a Hyatt House in Denver (Englewood), CO and Hyatt Place hotels in Baltimore (Owings Mills), MD and Scottsdale, AZ.  This loan is subject to defeasance if prepaid.

 

(f)

On March 8, 2013, we closed on a $22.0 million loan with a fixed rate of 4.30% and a maturity of April 1, 2023. This loan is secured by the three Hyatt Place hotels we acquired in January 2013. These hotels are located in Chicago (Hoffman Estates), IL; Orlando (Convention), FL; and Orlando (Universal), FL. This loan is subject to defeasance if prepaid.

 

(g)

On July 22, 2013, we closed on a $38.7 million loan with a fixed rate of 4.95% and a maturity of August 1, 2023. This loan is secured by two Marriott hotels we acquired in May 2013. These hotels include a Fairfield Inn & Suites and SpringHill Suites in Louisville, KY. This loan is subject to defeasance if prepaid.

 

(h)

On May 16, 2012, we assumed a loan in our acquisition of the Hilton Garden Inn in Smyrna, TN. This loan is subject to defeasance if prepaid.

 

(i)

On June 21, 2012, we assumed a loan in our acquisition of the Hampton Inn & Suites in Smyrna, TN. This loan is subject to defeasance if prepaid.

 

(j)

On March 28, 2014, we amended two loans with GE Capital Financial, which are cross-collateralized by the Courtyard by Marriott and the SpringHill Suites by Marriott, both located in Scottsdale, AZ. The loans were amended to bear interest at a fixed rate of 5.39% and the maturity dates were extended to April 1, 2020.

 

(k)

On July 26, 2013, we closed on a $7.4 million loan with a fixed rate of 4.25% and a maturity of August 1, 2018. This loan is secured by the Hyatt Place in Atlanta, GA. We may receive additional proceeds of $1.3 million after the Hyatt Place attains a required performance level prior to November 2015. This loan has a prepayment penalty of: (i) 3% until July 26, 2015, (ii) 2% until July 26, 2017, and (iii) 1% until February 1, 2018.

 

(l)

On December 19, 2014, we refinanced our loan with Bank of the Cascades and increased the amount financed by $7.9 million.  As part of the refinance the loan was split into two notes. Note A carries a variable interest rate of 30-day LIBOR plus 200 basis points and Note B carries a fixed interest rate of 4.30%. Both notes have an outstanding balances of $9.8 million, amortization periods of 25 years and maturity dates of December 19, 2024.

 

(m)

This loan is secured by the SpringHill Suites by Marriott and the Hampton Inn & Suites in Bloomington, MN. This loan is subject to defeasance if prepaid.

 

(n)

This loan is secured by the Courtyard by Marriott in Flagstaff, AZ and has a variable interest rate of 30-day LIBOR plus 350 basis points (3.67% at December 31, 2014). On October 11, 2012, we entered into an interest rate derivative that effectively converted 85% of this loan to a fixed rate.

 

(o)

On May 6, 2014, we closed on a $25.0 million loan with Compass Bank. The loan carries a variable rate of 30-day LIBOR plus 240 basis points, amortizes over 25 years, and has a May 6, 2020 maturity date. The loan is secured by first mortgage liens on the Hampton Inn & Suites hotels located in San Diego (Poway), CA, Ventura (Camarillo), CA and Fort Worth, TX.

 

(p)

On March 28, 2014, we amended two loans with General Electric Capital Corp., which are cross - collateralized by the Hilton Garden Inn (Lakeshore) and the Hilton Garden Inn (Liberty Park), both located in Birmingham, AL. Both loans were amended to bear interest at a fixed rate of 5.39% and the maturity dates were extended to April 1, 2020.

 

(q)

These loans are secured by the SpringHill Suites by Marriott in Denver, CO and the Double Tree in Baton Rouge, LA. These loans have a variable interest rate of 90-day LIBOR plus 350 basis points. On May 4, 2012, we entered into interest rate derivatives that effectively converted these loans to a fixed rate. These loans are cross-defaulted and cross-collateralized.

 

(r)

On December 20, 2012, we assumed a loan in our acquisition of the Residence Inn by Marriott in Salt Lake City, UT. This loan has a prepayment penalty of the greater of 1% or the yield maintenance premium.

 

(s)

On February 11, 2013, we assumed a loan in our acquisition (through a joint venture) of the Holiday Inn Express & Suites in San Francisco, CA. This loan has an interest rate of 6.20% and a maturity date of January 6, 2016. This loan is subject to defeasance if prepaid.

 

(t)

On May 21, 2013, we assumed a loan in our acquisition of the Holiday Inn Express & Suites in Minneapolis (Minnetonka), MN. This loan has an interest rate of 5.53% and a maturity date of October 1, 2015. This loan is subject to defeasance if prepaid.

 

(u)

On May 21, 2013, we assumed a loan in our acquisition of the Hilton Garden Inn in Minneapolis (Eden Prairie), MN. This loan has an interest rate of 5.57% and a maturity date of January 1, 2016. This loan is subject to defeasance if prepaid.

 

(v)

On January 9, 2014, as part of our acquisition of the 182-guestroom Hilton Garden Inn in Houston, TX, we assumed a $17.8 million mortgage loan with a fixed interest rate of 6.22%, an amortization period of 30 years, and a maturity date of November 1, 2016.

 

(w)

On January 10, 2014, as part of our acquisition of the 98-guestroom Hampton Inn in Santa Barbara (Goleta), CA, we assumed a $12.0 million mortgage loan with a fixed interest rate of 6.133%, an amortization period of 25 years, and a maturity date of November 11, 2021.

 

(x)

On March 14, 2014, as part of our acquisition of the 210-guestroom DoubleTree by Hilton in San Francisco, CA, we assumed a $13.3 million mortgage loan with a fixed interest rate of 5.98%, an amortization period of 30 years, and a maturity date of March 8, 2016.

 

Schedule of total fixed-rate and variable-rate debt, after giving effect to interest rate derivatives

Our total fixed-rate and variable-rate debt at December 31, 2014 and 2013, after giving effect to our interest rate derivatives, are as follows (in thousands):

 

 

 

2014

 

2013

 

 

 

 

 

 

 

Fixed-rate debt

 

$

465,220 

 

$

358,590 

 

Variable-rate debt

 

161,313 

 

76,999 

 

 

 

$

626,533 

 

$

435,589 

 

 

Schedule of maturities of long-term debt for each of the next five years

Maturities of long-term debt for each of the next five years are as follows (in thousands):

 

2015

 

$

14,638 

 

2016

 

98,021 

 

2017

 

141,893 

 

2018

 

105,310 

 

2019

 

16,318 

 

Thereafter

 

250,353 

 

 

 

$

626,533 

 

 

Schedule of the fair value of fixed-rate that is debt not recorded at fair value

 

Information about the fair value of our fixed-rate debt that is not recorded at fair value is as follows (in thousands):

 

 

 

2014

 

2013

 

 

 

 

 

Carrying
Value

 

Fair Value

 

Carrying
Value

 

Fair Value

 

Valuation Technique

 

 

 

 

 

 

 

 

 

 

 

 

 

Fixed-rate debt

 

$

362,602 

 

$

349,517 

 

$

329,544 

 

$

319,429 

 

Level 2 - Market approach