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Related Party Transactions - REIT
12 Months Ended
Dec. 31, 2019
Entity Information [Line Items]  
Related Party Transactions RELATED PARTY TRANSACTIONS
As of December 31, 2019 and 2018, investment funds and affiliates of Paulson & Co. Inc., a member of the Company’s former ownership group, held 7,036 shares of the Corporation’s outstanding mandatorily redeemable preferred stock. During 2017, the Corporation repurchased 14,069 manditorily redeemable preferred shares from investment funds and affiliates of Centerbridge Partners, L.P. and The Blackstone Group L.P., each also members of the Company’s former ownership group, at par value, or $14.1 million.
As of December 31, 2019 and 2018, the outstanding balance owed by ESH REIT to the Corporation under the Unsecured Intercompany Facility was $0. ESH REIT is able to borrow under the Unsecured Intercompany Facility up to $300.0 million, plus additional amounts, in each case, subject to certain conditions. The outstanding debt balance and interest expense owed by ESH REIT to the Corporation related to this facility eliminate in consolidation (see Note 7).
During the year ended December 31, 2017, the Corporation and ESH REIT repurchased and retired 2.0 million Paired Shares from investment funds and affiliates of Paulson & Co. Inc., Centerbridge Partners, L.P. and The Blackstone Group L.P., each members of the Company’s former ownership group, for $21.4 million and $12.2 million, respectively. These Paired Shares were purchased in connection with secondary offerings consummated during the year ended December 31, 2017, and pursuant to, and counted toward, the combined Paired Share repurchase program (see Note 13).
ESH Hospitality, Inc.  
Entity Information [Line Items]  
Related Party Transactions RELATED PARTY TRANSACTIONS
Revenues and Overhead Expenses
Leases and Rental Revenues—All revenues are generated as a result of, and earned from, leases with related parties. From May 1, 2017 through December 31, 2019, ESH REIT’s revenues were derived from three leases. Prior to the sale of its Canadian hotels in May 2017, revenues were derived from four leases. The counterparty to each lease agreement is a subsidiary of the Corporation.
ESH REIT's fixed and variable rental revenues for the years ended December 31, 2019, 2018 and 2017 are as follows (in thousands):
Years Ending December 31,
201920182017
Fixed rental revenues$472,523  $450,277  $461,162  
Variable rental revenues (1)
177,375  217,151  222,338  
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(1)Regardless of whether cash rental payments are received, ESH REIT only recognizes revenue when a lessee's revenue exceeds specific thresholds stated in the lease.
Each lease agreement, which had an initial term that expired in October 2018, was renewed effective November 1, 2018, for a five-year term that expires in October 2023. Each lease contains an automatic five-year renewal, unless lessee provides notice that it will not renew no later than thirty months prior to expiration. Upon renewal, if applicable, minimum and percentage rents shall be adjusted to reflect then-current market terms. Future fixed rental payments to be received under current remaining noncancelable lease terms are as follows (in thousands):
Years Ending
December 31,
2020$466,586  
2021478,567  
2022490,566  
2023418,795  
2024—  
Total$1,854,514  
Overhead Expenses—A subsidiary of the Corporation incurs costs under a services agreement with the Corporation and ESH REIT for certain overhead services performed on the entities’ behalf. The services relate to executive management, accounting, financial analysis, training and technology. For the years ended December 31, 2019, 2018 and 2017, ESH REIT incurred $9.9 million, $9.8 million and $8.5 million, respectively, related to this agreement, which is included in general and administrative expenses in the accompanying consolidated statements of operations. The expenses ESH REIT incurred under this services agreement include expenses related to certain employees that participate in the Corporation’s long-term incentive plan (as described in Note 14). Such charges were $0.9 million, $0.9 million and $1.1 million for the years ended December 31, 2019, 2018 and 2017, respectively.

Debt and Equity Transactions
Share Repurchases—During the year ended December 31, 2017, ESH REIT repurchased and retired 2.0 million Class B common shares from investment funds and affiliates of Paulson & Co. Inc., Centerbridge Partners, L.P. and The Blackstone Group L.P., each members of ESH REIT’s former ownership group, for $12.2 million. These shares were purchased in connection with secondary offerings consummated during the year ended December 31, 2017 and pursuant to, and counted toward, the combined Paired Share repurchase program (see Note 11).
Unsecured Intercompany Facility—As of December 31, 2019 and 2018, there were no outstanding balances owed by ESH REIT to the Corporation under the Unsecured Intercompany Facility. No interest expense related to the Unsecured Intercompany Facility was incurred during the years ended December 31, 2019 and 2018. During the year ended December 31, 2017, ESH REIT incurred $2.4 million in interest expense related to the Unsecured Intercompany Facility. ESH REIT is able to
borrow under the Unsecured Intercompany Facility up to $300.0 million, plus additional amounts, in each case, subject to certain conditions (see Note 7).
Distributions—During the years ended December 31, 2019, 2018 and 2017, ESH REIT paid distributions of $137.8 million, $157.8 million, and $132.8 million, respectively, to the Corporation in respect of the Class A common stock of ESH REIT.
Issuance of Common Stock—During the year ended December 31, 2019, 2018 and 2017, ESH REIT was compensated $1.4 million, $2.6 million, and $1.9 million, respectively, for the issuance of 0.2 million, 0.4 million, and 0.3 million Class B common stock, each of which was attached to a share of Corporation common stock to form a Paired Share, used to settle vested equity-based awards.
As of December 31, 2019, approximately 83,000 equity-based awards issued by the Corporation have vested but have not been settled, for which ESH REIT has recognized a receivable of $0.3 million, which is included as a component of due to Extended Stay America, Inc., net on the accompanying consolidated balance sheets. In March 2020, in accordance with the awards’ settlement provisions, ESH REIT expects to issue and be compensated for the issuance of the corresponding shares of Class B common stock, each of which will be attached to a share of common stock of the Corporation to form a Paired Share.
As of December 31, 2018, approximately 89,000 equity-based awards issued by the Corporation had vested but had not been settled, for which ESH REIT had recognized a receivable of $0.4 million, which is included as a component of due to Extended Stay America, Inc. on the accompanying consolidated balance sheets. In March 2019, in accordance with the awards’ settlement provisions, ESH REIT issued and was compensated for the issuance of the corresponding shares of Class B common stock, each of which was attached to a share of common stock of the Corporation to form a Paired Share.
Related Party Transaction Balances
Related party transaction balances as of December 31, 2019 and 2018, include the following (in thousands):
December 31, 2019December 31, 2018
Leases:
Rents receivable(1)
$1,572  $4,098  
Deferred rents receivable(2)
$28,917  $8,637  
Unearned rental revenues(1)
$(38,770) $(37,506) 
Working capital and other:
Ordinary working capital(3)
$(12,160) $(12,581) 
Equity awards receivable(4)
322  404  
     Total working capital and other, net(5)
$(11,838) $(12,177) 
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(1)Rents receivable relate to percentage rents. As of December 31, 2019 and 2018, unearned rental revenues relate to January 2020 and 2019 fixed minimum rent, respectively.
(2)Revenues recognized in excess of cash rents received.
(3)Disbursements and/or receipts made by the Corporation or ESH REIT on the other entity’s behalf and amounts payable/receivable for certain transactions between the Corporation and ESH REIT. Includes overhead costs incurred by the Corporation on ESH REIT’s behalf.
(4)Amounts related to restricted stock units not yet settled or issued.
(5)Outstanding balances are typically repaid within 30 days.