Sunstone Hotel Investors Agrees to Sell Three Hotels

Completes the Sale of the Marriott Del Mar

Amends and Restates its Senior Unsecured Revolving Credit Facility

Sep 10, 2012, 16:12 ET from Sunstone Hotel Investors, Inc.

ALISO VIEJO, Calif., Sept. 10, 2012 /PRNewswire/ -- Sunstone Hotel Investors, Inc. (the "Company") (NYSE: SHO) announced today that it has entered into an agreement to sell the 229-room Doubletree Guest Suites Minneapolis, the 257-room Hilton Del Mar, and the 350-room Marriott Troy ("Three-Hotel Portfolio") for an adjusted gross sale price of $107.1 million ($128,100/key), including the assumption of approximately $75.6 million in mortgage debt and $2.1 million of deferred management fees.  The Company also announced that it has completed the previously announced sale of the 284-room Marriott Del Mar for $66.0 million ($232,400/key), which included the assumption of $47.1 million in mortgage debt.  Additionally, the Company announced that it has amended its $150.0 million revolving credit facility, resulting in the elimination of the facility's LIBOR floor, a reduction in the facility's effective interest rate, and an extension of the facility's term to November 2015.

Ken Cruse, President and CEO, stated, "The Three-Hotel Portfolio sale we announced today, coupled with our previously announced sale of the Marriott Del Mar, are solid steps toward our stated corporate goals of improving our portfolio quality while strengthening our balance sheet. For the trailing 12 months ended June 30, 2012, the four disposition hotels generated combined RevPAR of $91.54 and EBITDA per key of $12,400, both of which are more than 30% below our portfolio average. By selling these four relatively small, highly-levered, lower RevPAR hotels we will reduce our overall indebtedness by approximately $122.7 million, increase our cash position by approximately $48.3 million, improve our asset concentrations in key growth markets and increase our overall portfolio RevPAR and EBITDA per key. While we may look to advance our portfolio and credit objectives through additional asset sales in the future, the transactions announced today mark the completion of our planned 2012 dispositions program."

Pending Sale of the Three-Hotel Portfolio

The $107.1 million adjusted gross sale price for the Three-Hotel Portfolio includes $75.6 million in mortgage debt and approximately $2.1 million of deferred management fees, which will be assumed by the buyer. The adjusted gross sale price represents a 10.2x multiple on 2012 forecasted hotel EBITDA of $10.5 million and an 8.2% capitalization rate on 2012 forecasted hotel net operating income. The Company expects to receive gross proceeds, before customary transaction costs and credits, of approximately $29.4 million. The transaction, subject to customary closing conditions, including the purchaser's assumption of existing mortgages, is expected to close during the third-quarter 2012. 

Completed Sale of the Marriott Del Mar

On August 23, 2012, the Company closed on the previously announced sale of the 284-room Marriott Del Mar located in Del Mar, California. The gross sale price of $66.0 million ($232,400 per key) included the assumption of the existing mortgage secured by the hotel which totaled $47.1 million on the date of the sale. The gross sale price represents a 13.7x multiple on 2012 forecasted hotel EBITDA of $4.8 million and a 5.9% capitalization rate on 2012 forecasted hotel net operating income.  The Company received gross proceeds, before customary transaction costs and credits, of approximately $18.9 million from the sale of the Marriott Del Mar.

Combined Impact of the 2012 Dispositions Program

The $173.1 million ($154,600/key) combined adjusted gross sale price for the four hotels equates to an 11.3x multiple on 2012 forecasted hotel EBITDA of $15.3 million and a 7.3% capitalization rate on 2012 forecasted hotel net operating income.

The combined dispositions will have the following effects on the Company:

  • Indebtedness will be reduced by approximately $122.7 million.
  • Average interest rate will be reduced by approximately 4 bps to 4.97%.
  • Average term to maturity will be increased by approximately 0.3 years to 5.5 years, as the mortgages associated with the four hotels mature in 2015 and 2016.
  • Liquidity will be increased by approximately $48.3 million.
  • Average hotel size will increase by 17 keys to 428.
  • Q2 2012 trailing twelve month Comparable Hotel RevPAR would have been $131.25, or approximately $3.00 higher than reported.
  • Q2 2012 trailing twelve month portfolio EBITDA per key would have been $19,400, or approximately $600 higher than reported.

The impact of the sale of the Marriott Del Mar was included in the Company's third quarter and full year guidance provided on August 2, 2012.  The pending sale of the Three-Hotel Portfolio, assuming a third quarter 2012 closing date, is expected to reduce third-quarter 2012 Adjusted EBITDA by $0.3 million and Adjusted FFO by $0.2 million. Both Adjusted FFO per diluted share and net income for the third quarter 2012 are not expected to be affected by the pending sale of the Three-Hotel Portfolio. The pending sale of the Three-Hotel Portfolio is expected to decrease full-year 2012 Adjusted EBITDA by $3.0 million, Adjusted FFO by $1.8 million, Adjusted FFO per diluted share by $0.01 and net income by $0.1 million. Third-quarter and full-year Adjusted EBITDA, Adjusted FFO, Adjusted FFO per diluted share and net income impact excludes gain/loss on sale and one-time closing costs resulting from the transaction.

Amended and Restated Credit Facility

The Company has amended and restated its $150.0 million senior unsecured revolving credit facility, which was scheduled to mature in November 2013. The pricing on the amended revolving credit facility has been significantly reduced and the 1% LIBOR floor has been eliminated. The maturity of the credit facility has been extended to November 2015 with an option to extend to November 2016. The amended credit facility's interest rate is based on a pricing grid with a range of 175 to 350 basis points, which represents a reduction from the previous grid that ranged from 325 to 425 basis points over LIBOR depending on the Company's leverage ratio. The credit facility also includes an accordion option that allows the Company to request additional lender commitments up to a total of $350.0 million. The credit facility currently has no outstanding borrowings; however, the Company has $3.8 million in outstanding irrevocable letters of credit backed by the credit facility.

John V. Arabia, Chief Financial Officer, stated, "We are pleased with the strength of our lender relationships and our ability to extend term, lower pricing and establish more borrower-friendly covenants. While our long-term goal is to further reduce leverage, the amended facility provides well-priced additional liquidity and the ability to increase the commitment amount in the future."

About Sunstone Hotel Investors:

Sunstone Hotel Investors, Inc. ("Sunstone") is a lodging real estate investment trust ("REIT") that, adjusted for the transactions noted herein, has interests in 30 hotels comprised of 12,854 rooms. Sunstone's hotels are primarily in the upper upscale segment and are generally operated under nationally recognized brands, such as Marriott, Hilton, Hyatt, Fairmont, and Sheraton. For further information, please visit Sunstone's website at www.sunstonehotels.com.

Sunstone's mission is to create meaningful value for our stockholders by becoming the premier hotel owner. Our values include transparency, trust, ethical conduct, communication and discipline. We seek to employ a balanced, cycle-appropriate corporate strategy that encompasses the following:

  • Proactive portfolio management;
  • Intensive asset management;
  • Disciplined external growth; and
  • Measured balance sheet improvement.

This press release contains forward-looking statements within the meaning of federal securities laws and regulations. These forward-looking statements are identified by their use of terms and phrases such as "anticipate," "believe," "continue," "could," "estimate," "expect," "intend," "may," "plan," "predict," "project," "should," "will" and other similar terms and phrases, including references to assumptions and forecasts of future results. Forward-looking statements are not guarantees of future performance and involve known and unknown risks, uncertainties and other factors that may cause the actual results to differ materially from those anticipated at the time the forward-looking statements are made. These risks include, but are not limited to: volatility in the debt or equity markets affecting our ability to acquire or sell hotel assets; international, national, and local economic and business conditions, including the likelihood of a prolonged U.S. recession; the ability to maintain sufficient liquidity and our access to capital markets; potential terrorist attacks, which would affect occupancy rates at our hotels and the demand for hotel products and services; operating risks associated with the hotel business; risks associated with the level of our indebtedness and our ability to meet covenants in our debt and equity agreements; relationships with property managers and franchisors; our ability to maintain our properties in a first-class manner, including meeting capital expenditure requirements; our ability to compete effectively in areas such as access, location, quality of accommodations and room rate structures; changes in travel patterns, taxes and government regulations, which influence or determine wages, prices, construction procedures and costs; our ability to identify, successfully compete for and complete acquisitions; the performance of hotels after they are acquired; necessary capital expenditures and our ability to fund them and complete them with minimum disruption; our ability to continue to satisfy complex rules in order for us to qualify as a REIT for federal income tax purposes; and other risks and uncertainties associated with our business described in the Company's filings with the Securities and Exchange Commission. Although the Company believes the expectations reflected in such forward-looking statements are based upon reasonable assumptions, it can give no assurance that the expectations will be attained or that any deviation will not be material. All forward-looking information in this release is as of September 10, 2012, and the Company undertakes no obligation to update any forward-looking statement to conform the statement to actual results or changes in the Company's expectations.

Non-GAAP Financial Measures:

We present the following non-GAAP financial measures that we believe are useful to investors as key measures of our operating performance: Earnings Before Interest Expense, Taxes, Depreciation and Amortization, or EBITDA; Adjusted EBITDA (as defined below); Funds From Operations, or FFO; Adjusted FFO (as defined below); and hotel EBITDA and hotel EBITDA margin.

EBITDA represents net income (loss) excluding: non-controlling interests; interest expense; provision for income taxes, including income taxes applicable to sale of assets; and depreciation and amortization. In addition, we have presented Adjusted EBITDA, which excludes: amortization of deferred stock compensation; the impact of any gain or loss from asset sales; impairment charges; and any other adjustments we have identified in this release. We believe EBITDA and Adjusted EBITDA are useful to investors in evaluating our operating performance because these measures help investors evaluate and compare the results of our operations from period to period by removing the impact of our capital structure (primarily interest expense) and our asset base (primarily depreciation and amortization) from our operating results. We also use EBITDA and Adjusted EBITDA as measures in determining the value of hotel acquisitions and dispositions. We believe hotel EBITDA and hotel EBITDA margin are also useful to investors in evaluating our property-level operating performance.

We compute FFO in accordance with standards established by the National Association of Real Estate Investment Trusts, or NAREIT, an industry trade group. The Board of Governors of NAREIT in its March 1995 White Paper (as clarified in November 1999 and April 2002) defines FFO to mean net income (loss) (computed in accordance with GAAP), excluding non-controlling interests, gains and losses from sales of property, plus real estate-related depreciation and amortization (excluding amortization of deferred financing costs) and real estate-related impairment losses, and after adjustment for unconsolidated partnerships and joint ventures. We also present Adjusted FFO, which excludes penalties, written-off deferred financing costs, non-real estate-related impairment losses and any other adjustments we have identified in this release. We believe that the presentation of FFO and Adjusted FFO provide useful information to investors regarding our operating performance because they are measures of our operations without regard to specified non-cash items such as real estate depreciation and amortization, gain or loss on sale of assets and certain other items which we believe are not indicative of the performance of our underlying hotel properties.  We believe that these items are more representative of our asset base and our acquisition and disposition activities than our ongoing operations. We also use FFO as one measure in determining our results after taking into account the impact of our capital structure. 

We caution investors that amounts presented in accordance with our definitions of EBITDA, Adjusted EBITDA, FFO, Adjusted FFO, hotel EBITDA and hotel EBITDA margin may not be comparable to similar measures disclosed by other companies, because not all companies calculate these non-GAAP measures in the same manner. EBITDA, Adjusted EBITDA, FFO, Adjusted FFO, hotel EBITDA and hotel EBITDA margin should not be considered as an alternative measure of our net income (loss), operating performance, cash flow or liquidity. EBITDA, Adjusted EBITDA, FFO, Adjusted FFO, hotel EBITDA and hotel EBITDA margin 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 EBITDA, Adjusted EBITDA, FFO, Adjusted FFO, hotel EBITDA and hotel EBITDA margin can enhance an investor's understanding of our results of operations, these non-GAAP financial measures, when viewed individually, are not necessarily a better indicator of any trend as compared to GAAP measures such as net income (loss) or cash flow from operations. In addition, you should be aware that adverse economic and market conditions may harm our cash flow.

 

Property-Level EBITDA Reconciliation

2011 - 2012

Three Sold Hotels (1)

Plus:

Plus:

Plus:

Equals:

Hotel

Less:

Equals:

(In thousands)

Total

Net Income /

Other

Hotel

EBITDA

Hotel Net

FFO 

Revenues

(Loss)

Adjustments (4)

Depreciation

Interest Expense

EBITDA

Margin

FF&E Reserve

Operating Income

Contribution (7)

FY 2011

$  36,593

$   (417)

$          -

$     5,019

$     4,273

$8,875

24.3%

$   (1,626)

$  7,249

$   4,602

2011 EBITDA Multiple / Cap Rate

12.1x

6.8%

Sunstone 2012 Ownership Period (5)

$  27,400

$    649

$          -

$    3,862

$    2,969

$7,480

27.3%

$  (1,087)

$   6,393

$  4,511

FY 2012 (6)

$  38,545

$     792

$          -

$    5,517

$    4,176

$10,485

27.2%

$  (1,716)

$  8,769

$  6,309

2012 EBITDA Multiple / Cap Rate

10.2x

8.2%

Marriott Del Mar (2)

Plus:

Plus:

Plus:

Equals:

Hotel

Less:

Equals:

(In thousands)

Total

Net Income /

Other

Hotel

EBITDA

Hotel Net

FFO 

Revenues

(Loss)

Adjustments (4)

Depreciation

Interest Expense

EBITDA

Margin

FF&E Reserve

Operating Income

Contribution (7)

FY 2011

$  16,896

$   (867)

$    30

$   1,477

$     2,768

$  3,408

20.2%

$  (845)

$    2,563

$  640

2011 EBITDA Multiple / Cap Rate

19.4x

3.9%

Sunstone 2012 Ownership Period (5)

$  12,158

$     628

$   19

$     965

$   1,765

$  3,377

27.8%

$  (608)

$    2,769

$   1,612

FY 2012 (6)

$  18,751

$       64

$    28

$   1,978

$   2,744

$  4,814

25.7%

$   (938)

$    3,876

$  2,070

2012 EBITDA Multiple / Cap Rate

13.7x

5.9%

Four Sold Hotels (3)

Plus:

Plus:

Plus:

Equals:

Hotel

Less:

Equals:

(In thousands)

Total

Net Income /

Other

Hotel

EBITDA

Hotel Net

FFO 

Revenues

(Loss)

Adjustments (4)

Depreciation

Interest Expense

EBITDA

Margin

FF&E Reserve

Operating Income

Contribution (7)

FY 2011

$  53,489

$(1,284)

$     30

$   6,496

$  7,041

$    12,283

23.0%

$  (2,471)

$   9,812

$       5,242

2011 EBITDA Multiple / Cap Rate

14.1x

5.7%

Sunstone 2012 Ownership Period (5)

$  39,558

$  1,277

$    19

$    4,827

$    4,734

$   10,857

27.4%

$   (1,695)

$    9,162

$    6,123

FY 2012 (6)

$  57,296

$    856

$    28

$    7,495

$     6,920

$    15,299

26.7%

$   (2,654)

$  12,645

$   8,379

2012 EBITDA Multiple / Cap Rate

11.3x

7.3%

 

(1)

Three Sold Hotels include the Doubletree Guest Suites Minneapolis, the Hilton Del Mar and the Marriott Troy, which are expected to be sold by the Company in September 2012.

(2)

Marriott Del Mar was sold by the Company on August 23, 2012.

(3)

Four Sold Hotels include the Doubletree Guest Suites Minneapolis, the Hilton Del Mar and the Marriott Troy, which are expected to be sold by the Company in September 2012, and the Marriott Del Mar, which was sold by the Company on August 23, 2012.

(4)

Other Adjustments include the expense recognized related to the amortization of lease intangibles.

(5)

Sunstone 2012 Ownership Period for the Doubletree Guest Suites Minneapolis and the Hilton Del Mar is from January 1, 2012 through September 15, 2012, and includes actual amounts through July 2012 plus forecast amounts for August 1, 2012 through September 15, 2012.  Sunstone 2012 Ownership Period for the Marriott Troy includes actual amounts through the end of Marriott's Period 8 (August 10, 2012), plus forecast amounts for August 11, 2012 through September 15, 2012. Sunstone 2012 Ownership Period for the Marriott Del Mar includes actual amounts through the end of Marriott's Period 8 (August 10, 2012), plus forecast amounts up to the sale date of August 23, 2012.

(6)

FY 2012 for the Three Sold Hotels includes the Sunstone 2012 Ownership Periods as noted in Footnote 5, plus forecast amounts for the remainder of the year. FY 2012 for the Marriott Del Mar includes actual and forecast results as reported by the Company in its press release dated June 6, 2012.

(7)

FFO Contribution calculated as Hotel EBITDA less Interest Expense.

 

33 Hotels (1)

ADR

Occupancy

RevPAR

2012

2011

Variance

2012

2011

Variance

2012

2011

Variance

FY 2011

$   166.61

74.4%

$   123.96

Trailing 12 Months Ended June 30, 2012

$   167.99

76.2%

$   128.01

Six Months Ended June 30

$   167.68

$   164.77

1.8%

77.3%

73.6%

5.0%

$   129.62

$   121.27

6.9%

Four Hotels (2)

ADR

Occupancy

RevPAR

2012

2011

Variance

2012

2011

Variance

2012

2011

Variance

FY 2011

$   127.20

69.3%

$     88.15

Trailing 12 Months Ended June 30, 2012

$   130.03

70.4%

$     91.54

Six Months Ended June 30

$   128.84

$   122.56

5.1%

68.5%

66.1%

3.6%

$     88.26

$     81.01

8.9%

29 Hotels (3)

ADR

Occupancy

RevPAR

2012

2011

Variance

2012

2011

Variance

2012

2011

Variance

FY 2011

$   169.89

74.8%

$   127.08

Trailing 12 Months Ended June 30, 2012

$   171.12

76.7%

$   131.25

Six Months Ended June 30

$   170.71

$   168.12

1.5%

78.1%

74.3%

5.1%

$   133.32

$   124.91

6.7%

 

(1)

33 Hotels include the Company's ownership results and prior ownership results as applicable for the 33 hotels in which the Company has interests as of August 31, 2012, minus the Hyatt Chicago Magnificent Mile which is currently experiencing material and prolonged business interruption due to rebranding and renovation, and plus the Marriott Del Mar which was sold by the Company on August 23, 2012.

(2)

Four Hotels include the Doubletree Guest Suites Minneapolis, the Hilton Del Mar and the Marriott Troy, which are expected to be sold by the Company in September 2012, and the Marriott Del Mar, which was sold by the Company on August 23, 2012.

(3)

29 Hotels include the Company's ownership results and prior ownership results as applicable for the 33 hotels in which the Company has interests as of August 31, 2012, minus the Hyatt Chicago Magnificent Mile which is currently experiencing material and prolonged business interruption due to rebranding and renovation, and minus the Doubletree Guest Suites Minneapolis, the Hilton Del Mar and the Marriott Troy, which are expected to be sold by the Company in September 2012. 

 

Sunstone Hotel Investors, Inc.

Debt Summary

(Unaudited - dollars in thousands)

Interest Rate / 

Maturity

June 30, 2012

Subsequent

Post Sale

Debt

Collateral

Spread

 Date 

Balance

Events (1)

Balance

Fixed Rate Debt

Secured Mortgage Debt

Rochester commercial laundry facility

9.88%

6/1/2013

$      1,019

$              -

$     1,019

Secured Mortgage Debt

Doubletree Guest Suites Minneapolis

5.34%

5/1/2015

16,958

(16,882)

76

Secured Mortgage Debt

Hilton Del Mar

5.34%

5/1/2015

24,593

(24,482)

111

Secured Mortgage Debt

Marriott Houston

5.34%

5/1/2015

22,575

-

22,575

Secured Mortgage Debt

Marriott Park City

5.34%

5/1/2015

14,717

-

14,717

Secured Mortgage Debt

Marriott Philadelphia

5.34%

5/1/2015

26,665

-

26,665

Secured Mortgage Debt

Marriott Troy

5.34%

5/1/2015

34,523

(34,368)

155

Secured Mortgage Debt

Marriott Tysons Corner

5.34%

5/1/2015

44,051

-

44,051

Secured Mortgage Debt

Kahler Grand

5.34%

5/1/2015

27,156

-

27,156

Secured Mortgage Debt

JW Marriott New Orleans

5.45%

9/1/2015

41,020

-

41,020

Secured Mortgage Debt

Renaissance Harborplace

5.13%

1/1/2016

97,017

-

97,017

Secured Mortgage Debt

Marriott Del Mar

5.69%

1/11/2016

47,159

(47,159)

-

Secured Mortgage Debt

Hilton North Houston

5.66%

3/11/2016

32,562

-

32,562

Secured Mortgage Debt

Renaissance Orlando at SeaWorld®

5.52%

7/1/2016

81,152

-

81,152

Secured Mortgage Debt

Embassy Suites Chicago

5.58%

3/1/2017

73,183

-

73,183

Secured Mortgage Debt

Marriott Boston Long Wharf

5.58%

4/11/2017

176,000

-

176,000

Secured Mortgage Debt

Embassy Suites La Jolla

6.60%

6/1/2019

69,166

-

69,166

Secured Mortgage Debt

Hilton Times Square

4.97%

11/1/2020

90,279

-

90,279

Secured Mortgage Debt

Renaissance Washington DC

5.95%

5/1/2021

129,504

-

129,504

Exchangeable Senior Notes

Guaranty

4.60%

7/15/2027

58,000

-

58,000

Total Fixed Rate Debt

1,107,299

(122,891)

984,408

Secured Mortgage Debt

Hilton San Diego Bayfront

L + 3.25%

4/15/2016

236,288

-

236,288

Secured Mortgage Debt

Doubletree Guest Suites Times Square

L + 3.25%

10/10/2018

180,000

-

180,000

Credit Facility

Unsecured

L + 1.75% - 3.50%

(2)

11/1/2013

-

-

-

Total Variable Rate Debt

416,288

-

416,288

TOTAL CONSOLIDATED DEBT

$    1,523,587

$   (122,891)

$  1,400,696

 Preferred Stock 

 Series A cumulative redeemable preferred 

8.00%

perpetual

$       176,250

$               -

$    176,250

 Series C cumulative convertible redeemable preferred 

6.45%

perpetual

$       100,000

$               -

$    100,000

 Series D cumulative redeemable preferred 

8.00%

perpetual

$       115,000

$               -

$    115,000

 Debt Statistics 

% Fixed Rate Debt

72.7%

70.3%

% Floating Rate Debt

27.3%

29.7%

Average Interest Rate(3)

5.01%

4.97%

Weighted Average Maturity of Debt

5.2 years

5.5 years

(4)

 

(1)

Subsequent Events include the following:  $0.1 million in scheduled amortization payments on loans secured by the Three-Hotel Portfolio; $75.6 million in debt assumed by the buyer of the Three-Hotel Portfolio; $0.1 million in scheduled amortization payments on the loan secured by the Marriott Del Mar; and $47.1 million in debt assumed by the buyer of the Marriott Del Mar. Subsequent Events exclude scheduled loan amortization payments on the Company's remaining debt.

(2)

Reflects the amended credit facility's interest rate based on a pricing grid with a range of 175 to 350 basis points over LIBOR, which represents a reduction from the previous grid that ranged from 325 to 425 basis points over LIBOR.

(3)

Average Interest Rate on variable-rate debt obligations is calculated based on the variable rates at June 30, 2012 and includes the effect of the Company's interest rate derivative agreements.

(4)

Assumes the $58.0 million in outstanding exchangeable senior notes remain outstanding to maturity.  If the exchangeable senior notes were redeemed upon the first put date of January 15, 2013, the weighted average maturity would be approximately 4.9 years. 

 

For Additional Information: Bryan Giglia Senior Vice President – Corporate Finance Sunstone Hotel Investors, Inc. (949) 382-3036

SOURCE Sunstone Hotel Investors, Inc.



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