Document


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549
 
FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported): November 8, 2017
 
RLJ LODGING TRUST
(Exact name of registrant as specified in its charter)
 
Maryland
 
001-35169
 
27-4706509
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(IRS Employer Identification Number)
 
3 Bethesda Metro Center
Suite 1000
Bethesda, MD
 
20814
(Address of principal executive offices)
 
(Zip Code)
 
(301) 280-7777
(Registrant’s telephone number, including area code)
 
Not applicable
(Former name or former address, if changed since last report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
o      Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o      Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o      Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o      Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


















Item 2.02.       Results of Operations and Financial Condition.
 
On November 8, 2017, RLJ Lodging Trust (the “Company”) issued a press release announcing its financial results for the quarter ended September 30, 2017.  A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
 
The information included in this Current Report on Form 8-K (including Exhibit 99.1 hereto) shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing made by the Company under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
 
Item 9.01.       Financial Statements and Exhibits.
 
(a)  Not applicable.
 
(b)  Not applicable.
 
(c)  Not applicable.
 
(d)  The following exhibits are filed as part of this report:
 
Exhibit
Number
 
Description
99.1

 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
RLJ LODGING TRUST
 
 
Dated: November 8, 2017
By:
/s/ Ross H. Bierkan
 
 
Ross H. Bierkan
 
 
President, Chief Executive Officer, Chief Investment Officer and Trustee

EXHIBIT LIST
 
Exhibit
Number
 
Description
99.1

 



Exhibit
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Press Release



RLJ Lodging Trust Reports Third Quarter 2017 Results

- Completed transformational merger with FelCor Lodging Trust


Bethesda, MD, November 8, 2017 – RLJ Lodging Trust (the “Company”) (NYSE: RLJ) today reported results for the three and nine months ended September 30, 2017.
 

Highlights
Completed transformational merger with FelCor Lodging Trust
Net income of $4.1 million, includes $32.6 million of transaction costs
Pro forma RevPAR decreased 1.9%; adjusting for the disruption from Hurricanes Harvey and Irma, RevPAR would have decreased 1.1%
Pro forma Hotel EBITDA Margin of 33.1%
Pro forma Consolidated Hotel EBITDA of $159.0 million
 
“This transformative merger cements RLJ’s position as the leading lodging REIT focused on the most profitable hotel segments. During the third quarter, the FelCor assets provided RevPAR lift, further reaffirming the benefits of this merger,” commented Ross H. Bierkan, President and Chief Executive Officer. “We are excited by the multiple levers of value creation embedded in this newly expanded platform, including realizing synergies, selling non-core assets, optimizing our balance sheet, and reinvesting in our assets. We are extremely well positioned to continue to drive strong free cash flow and long-term shareholder value.”


Financial and Operating Results
Performance metrics such as Occupancy, Average Daily Rate (“ADR”), Revenue Per Available Room (“RevPAR”), Hotel EBITDA, and Hotel EBITDA Margin are Pro forma. The prefix “Pro forma” as defined by the Company, denotes operating results which include results for periods prior to its ownership and excludes sold hotels. Pro forma RevPAR and Pro forma Hotel EBITDA Margin are reported on a comparable basis and therefore exclude any hotels sold during the period and non-comparable hotels that were not open for operation or were closed for renovation for comparable periods. Explanations of EBITDA, Adjusted EBITDA, Hotel EBITDA, Hotel EBITDA Margin, FFO, and Adjusted FFO, as well as reconciliations of those measures to net income or loss, if applicable, are included within this release. 

Net income for the three months ended September 30, 2017, decreased $37.3 million to $4.1 million, representing a 90.1% decrease over the comparable period in 2016. For the nine months ended September 30, 2017, net income decreased $57.1 million to $68.4 million, representing a 45.5% decrease over the comparable period in 2016. For the three and nine months ended September 30, 2017, net income included transaction costs of $32.6 million and $36.9 million, respectively, primarily related to the FelCor merger.



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Pro forma RevPAR for the three months ended September 30, 2017, decreased 1.9% over the comparable period in 2016, driven by a Pro forma Occupancy decrease of 0.7% and a Pro forma ADR decrease of 1.2%. Adjusting for the disruption from Hurricanes Harvey and Irma, RevPAR would have decreased by only 1.1%. On a standalone basis for the RLJ and FelCor portfolios, Pro forma RevPAR for the three months ended September 30, 2017, would have decreased 2.3% and
1.4%, respectively. For the nine months ended September 30, 2017, Pro forma RevPAR decreased 1.7% over the comparable period in 2016, driven by a Pro forma Occupancy decrease of 0.9% and a Pro forma ADR decrease of 0.8%.

Pro forma Hotel EBITDA Margin for the three months ended September 30, 2017, decreased 137 basis points over the comparable period in 2016 to 33.1%. For the nine months ended September 30, 2017, Pro forma Hotel EBITDA Margin decreased 137 basis points over the comparable period in 2016 to 32.9%.

Pro forma Consolidated Hotel EBITDA for the three months ended September 30, 2017, decreased $9.6 million to $159.0 million, representing a 5.7% decrease over the comparable period in 2016. For the nine months ended September 30, 2017, Pro forma Consolidated Hotel EBITDA decreased $28.4 million to $469.5 million, representing a 5.7% decrease over the comparable period in 2016. For the three and nine months ended September 30, 2017, Pro forma Consolidated Hotel EBITDA includes $43.6 million and $158.2 million from the recently acquired FelCor hotels, respectively.

Adjusted FFO for the three months ended September 30, 2017, increased $1.1 million to $86.5 million, representing a 1.3% increase over the comparable period in 2016. For the nine months ended September 30, 2017, Adjusted FFO decreased $18.6 million to $239.7 million, representing a 7.2% decrease over the comparable period in 2016. For the three and nine months ended September 30, 2017, Adjusted FFO includes one month of operations from the FelCor hotels.

Adjusted FFO per diluted common share and unit for the three months ended September 30, 2017, decreased $0.08 to $0.61, representing an 11.6% decrease over the comparable period in 2016. For the nine months ended September 30, 2017, Adjusted FFO per diluted common share and unit decreased $0.24 to $1.84, representing an 11.5% decrease over the comparable period in
2016. The number of outstanding common shares and units in the quarter increased by 50.4 million common shares and 0.2 million units in connection with the Company's merger with FelCor.

Adjusted EBITDA for the three months ended September 30, 2017, increased $8.1 million to $108.3 million, representing an 8.1% increase over the comparable period in 2016. For the nine months ended September 30, 2017, Adjusted EBITDA decreased $12.4 million to $290.9 million, representing a 4.1% decrease over the comparable period in 2016. For the three and nine months ended September 30, 2017, Adjusted EBITDA includes one month of operations from the FelCor hotels.


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Non-recurring items and other adjustments which were noteworthy for the three months ended September 30, 2017, include transaction costs of $32.6 million primarily related to the FelCor merger.
 
Non-recurring items are included in net income attributable to common shareholders but are excluded from Adjusted EBITDA and Adjusted FFO, as applicable. A complete listing of non-recurring items is provided in the Non-GAAP reconciliation tables located in this press release.

Net cash flow from operating activities for the nine months ended September 30, 2017, totaled $207.3 million, compared to $250.4 million for the comparable period in 2016.

Impact from Hurricanes Harvey and Irma
The Company’s hotels in Texas all remained operational during Hurricane Harvey. As a result of Hurricane Irma, eight of the Company’s Florida hotels were temporarily closed in advance of the storm to comply with mandatory evacuation orders, reopening to guests shortly after their closures.

Hurricanes Harvey and Irma resulted in our properties experiencing total revenue displacement of approximately $4.5 million. Some properties did experience water intrusion and wind damage, however, none of the Company's properties sustained significant physical damage. The Company expects remediation costs to be approximately $5.0 million to $6.0 million. Due to the higher deductible required for named storms, the Company does not anticipate receiving insurance proceeds for physical damage.

Balance Sheet
On August 31, 2017, the Company amended its credit agreement, increasing its revolving loan capacity under its existing credit facility from $400.0 million to $600.0 million. The amended agreement modified and improved certain financial covenants and also contains an accordion feature that allows the Company to increase its availability to $750.0 million, subject to certain conditions.

As of September 30, 2017, the Company had $421.2 million of unrestricted cash on its balance sheet, $600.0 million available on its revolving credit facility, and $2.8 billion of debt outstanding.

The Company’s ratio of net debt to Adjusted EBITDA, pro forma for dispositions and the merger, for the trailing twelve month period ended September 30, 2017, was 4.1 times (excluding preferred equity).

Dividends
The Company’s Board of Trustees declared a cash dividend of $0.33 per common share of beneficial interest in the third quarter. As a result of the Company’s merger with FelCor, the Company’s third quarter dividend was prorated into two separate periods. A prorated dividend in the amount of $0.22 per common share of beneficial interest was paid on September 15, 2017, to shareholders of record as of August 30, 2017, and a prorated dividend in the amount of $0.11 per
common share of beneficial interest was paid on October 13, 2017, to shareholders of record as of September 29, 2017.



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The Company declared a preferred dividend of $0.4875 on its Series A cumulative convertible preferred shares ("Series A Preferred Shares"). The dividend was paid on October 31, 2017, to shareholders of record as of September 29, 2017.

Share Buyback
For the three and nine months ended September 30, 2017, the Company repurchased 0.1 million common shares for $2.6 million at an average price of $21.31. As of September 30, 2017, the Company's authorized share buyback program had a remaining capacity of $198.9 million.

2017 Outlook
The Company’s outlook has been updated to reflect the merger and includes all hotels owned as of September 30, 2017. The updated outlook excludes potential future acquisitions and dispositions, which could result in a material change to the Company’s outlook. The 2017 outlook is also based on a number of other assumptions, many of which are outside the Company’s control and all of which are subject to change.

Pro forma operating guidance for RevPAR growth, Hotel EBITDA Margin, and Consolidated Hotel EBITDA, includes results for periods prior to the Company's ownership. Pro forma Hotel EBITDA guidance for the year includes approximately $158.2 million of prior ownership Hotel
EBITDA for the recently acquired FelCor hotels that are not included in the Company's Adjusted EBITDA or Adjusted FFO. Pro forma statistics do not include the Company's ownership interest in one fully unconsolidated joint venture.

For the fourth quarter 2017, the Company is issuing guidance as follows:
 
Current Outlook
Pro forma RevPAR growth
+0.5% to +2.0%
Pro forma Consolidated Hotel EBITDA
$136.0M to $140.0M
Corporate Cash General & Administrative
$10.0M to $12.0M

For the full year 2017, the Company is issuing guidance as follows:
 
Current Outlook
Prior Outlook
Pro forma RevPAR growth
-1.25% to -0.75%
-2.0% to -1.0%
Pro forma Hotel EBITDA Margin
32.0% to 32.5%
34.5% to 35.0%
Pro forma Consolidated Hotel EBITDA
$606.0M to $610.0M
$375.0M to $385.0M
Corporate Cash General & Administrative
$30.0M to $32.0M
$27.5M to $28.5M


Earnings Call
The Company will conduct its quarterly analyst and investor conference call on November 9, 2017, at 10:00 a.m. (Eastern Time). On the call, management will discuss the third quarter results as well as provide an update on the merger integration and related initiatives. The conference call
can be accessed by dialing (877) 407-3982 or (201) 493-6780 for international participants and requesting RLJ Lodging Trust’s third quarter earnings conference call.



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Additionally, a live webcast of the conference call will be available through the Company’s website at http://rljlodgingtrust.com. A replay of the conference call webcast will be archived and available online through the Investor Relations page of the Company’s website.

About Us
RLJ Lodging Trust is a self-advised, publicly traded real estate investment trust focused on acquiring premium-branded, focused-service and compact full-service hotels. The Company's portfolio consists of 158 hotels with approximately 31,180 rooms located in 26 states and the District of Columbia and an ownership interest in one unconsolidated hotel with 171 rooms.

Forward Looking Statements
The following information contains certain statements, other than purely historical information, including estimates, projections, statements relating to the Company’s business plans, objectives and expected operating results, and the assumptions upon which those statements are based, that are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements generally are identified by the use of the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “plan,” “may,” “will,” “will continue,” “intend,” “should,” or similar expressions. Although the
Company believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions, beliefs, and expectations, such forward-looking statements are not predictions of future events or guarantees of future performance and the Company’s actual results could differ materially from those set forth in the forward-looking statements. Some factors that might cause such a difference include the following: the current global economic uncertainty, increased direct competition, changes in government regulations or accounting rules, changes in local, national, and global real estate conditions, declines in the lodging industry, seasonality of the lodging industry, risks related to natural disasters, such as earthquakes and hurricanes, hostilities, including future terrorist attacks or fear of hostilities that affect travel, the Company’s ability to obtain lines of credit or permanent financing on satisfactory terms, changes in interest rates, access to capital through offerings of the Company’s common and preferred shares of beneficial interest, or debt, the Company’s ability to identify suitable acquisitions, the Company’s ability to close on identified acquisitions and integrate those businesses, and inaccuracies of the Company’s accounting estimates. Given these uncertainties, undue reliance should not be placed on such statements. Except as required by law, the Company undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise. The Company cautions investors not to place undue reliance on these forward-looking statements and urges investors to carefully review the disclosures the Company makes concerning risks and uncertainties in the sections entitled “Risk Factors,” “Forward-Looking Statements,” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s Annual Report, as well as risks, uncertainties and other factors discussed in other documents filed by the Company with the Securities and Exchange Commission.
 
###
 Additional Contacts:
Leslie D. Hale, Chief Operating Officer and Chief Financial Officer – (301) 280-7774
For additional information or to receive press releases via email, please visit our website:
 http://rljlodgingtrust.com

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RLJ Lodging Trust
Non-GAAP and Accounting Commentary
 
Non-Generally Accepted Accounting Principles (“GAAP”) Financial Measures
The Company considers the following non-GAAP financial measures useful to investors as key supplemental measures of its performance: (1) FFO, (2) Adjusted FFO, (3) EBITDA, (4) Adjusted EBITDA, (5) Hotel EBITDA, and (6) Hotel EBITDA Margin. These non-GAAP financial measures should be considered along with, but not as alternatives to, net income or loss as a measure of its operating performance. FFO, Adjusted FFO, EBITDA, Adjusted EBITDA, Hotel EBITDA, and Hotel EBITDA Margin as calculated by the Company, may not be comparable to other companies that do not define such terms exactly as the Company.
 
Funds From Operations (“FFO”)
The Company calculates FFO in accordance with standards established by the National Association of Real Estate Investment Trusts, or NAREIT, which defines FFO as net income or loss (calculated in accordance with GAAP), excluding gains or losses from sales of real estate, impairment, the cumulative effect of changes in accounting principles, plus depreciation and amortization, and adjustments for unconsolidated partnerships and joint ventures. Historical cost accounting for real estate assets implicitly assumes that the value of real estate assets diminishes predictably over time. Since real estate values instead have historically risen or fallen with market conditions, most real estate industry investors consider FFO to be helpful in evaluating a real estate company’s operations. The Company believes that the presentation of FFO provides useful information to investors regarding the Company’s operating performance and can facilitate comparisons of operating performance between periods and between real estate investment trusts
(“REITs”), even though FFO does not represent an amount that accrues directly to common shareholders.
 
The Company’s calculation of FFO may not be comparable to measures calculated by other companies who do not use the NAREIT definition of FFO or do not calculate FFO per diluted share in accordance with NAREIT guidance. Additionally, FFO may not be helpful when
comparing the Company to non-REITs. The Company presents FFO attributable to common shareholders, which includes unitholders of limited partnership interest (“OP units”) in RLJ Lodging Trust, L.P., the Company’s operating partnership, because the OP units are redeemable for common shares of the Company. The Company believes it is meaningful for the investor to understand FFO attributable to all common shares and OP units.

Earnings Before Interest, Taxes, Depreciation, and Amortization (“EBITDA”)
EBITDA is defined as net income or loss excluding: (1) interest expense; (2) provision for income taxes, including income taxes applicable to sales of assets; and (3) depreciation and amortization. The Company considers EBITDA useful to an investor in evaluating and facilitating comparisons of its operating performance between periods and between REITs by removing the impact of its capital structure (primarily interest expense) and asset base (primarily depreciation and amortization) from its operating results.


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In addition, EBITDA is used as one measure in determining the value of hotel acquisitions and dispositions. The Company presents EBITDA attributable to common shareholders, which includes OP units, because the OP units are redeemable for common shares of the Company. The
Company believes it is meaningful for the investor to understand EBITDA attributable to all common shares and OP units.

Adjustments to FFO and EBITDA
The Company adjusts FFO and EBITDA for certain items that the Company considers outside the normal course of operations or extraordinary. The Company believes that Adjusted FFO and Adjusted EBITDA provide useful supplemental information to investors regarding its ongoing operating performance that, when considered with net income, FFO, and EBITDA, is beneficial to an investor’s understanding of its operating performance. The Company adjusts FFO and EBITDA for the following items:

Transaction Costs: The Company excludes transaction costs expensed during the period.
Non-Cash Expenses: The Company excludes the effect of certain non-cash items. The Company has excluded the amortization of share-based compensation, non-cash gain or loss on the sale of assets, and certain non-cash income taxes.
Other Non-Operational Expenses: The Company excludes the effect of certain non-operational expenses. The Company excludes hurricane-related costs not reimbursed by insurance, property-level severance costs, debt modification and extinguishment costs, and other income and expenses outside the normal course of operations.

Hotel EBITDA and Hotel EBITDA Margin
With respect to Consolidated Hotel EBITDA, the Company believes that excluding the effect of corporate-level expenses and certain non-cash items provides a more complete understanding of the operating results over which individual hotels and operators have direct control. The Company believes property-level results provide investors with supplemental information about the ongoing operational performance of the Company’s hotels and the effectiveness of its third-party management companies.
 
Pro forma Consolidated Hotel EBITDA includes unadjusted prior ownership information provided by the sellers of the hotels for periods prior to our acquisition of the hotels, which has not been audited and excludes results from sold hotels as applicable. Pro forma Hotel EBITDA and Pro forma Hotel EBITDA Margin exclude the results of any non-comparable hotels that were under renovation or not open for the entirety of the comparable periods. The following is a summary of pro forma hotel adjustments:


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Pro forma adjustments: Acquired hotels
Hotels acquired during the three months ended September 30, 2017 are noted below:
DoubleTree Suites by Hilton Austin acquired in August 2017
DoubleTree Suites by Hilton Orlando - Lake Buena Vista acquired in August 2017
Embassy Suites Atlanta - Buckhead acquired in August 2017
Embassy Suites Birmingham acquired in August 2017
Embassy Suites Boston - Marlborough acquired in August 2017
Embassy Suites Dallas - Love Field acquired in August 2017
Embassy Suites Deerfield Beach - Resort & Spa acquired in August 2017
Embassy Suites Fort Lauderdale 17th Street acquired in August 2017
Embassy Suites Los Angeles - International Airport/South acquired in August 2017
Embassy Suites Mandalay Beach - Hotel & Resort acquired in August 2017
Embassy Suites Miami - International Airport acquired in August 2017
Embassy Suites Milpitas Silicon Valley acquired in August 2017
Embassy Suites Minneapolis - Airport acquired in August 2017
Embassy Suites Myrtle Beach - Oceanfront Resort acquired in August 2017
Embassy Suites Napa Valley acquired in August 2017
Embassy Suites Orlando - International Drive South/Convention Center acquired in August 2017
Embassy Suites Phoenix - Biltmore acquired in August 2017
Embassy Suites San Francisco Airport - South San Francisco acquired in August 2017
Embassy Suites San Francisco Airport - Waterfront acquired in August 2017
Embassy Suites Secaucus - Meadowlands acquired in August 2017
Hilton Myrtle Beach Resort acquired in August 2017
Holiday Inn San Francisco - Fisherman's Wharf acquired in August 2017
San Francisco Marriott Union Square acquired in August 2017
Sheraton Burlington Hotel & Conference Center acquired in August 2017
Sheraton Philadelphia Society Hill Hotel acquired in August 2017
The Fairmont Copley Plaza, Boston acquired in August 2017
The Knickerbocker, New York acquired in August 2017
The Mills House Wyndham Grand Hotel, Charleston acquired in August 2017
The Vinoy Renaissance St. Petersburg Resort & Golf Club acquired in August 2017
Wyndham Boston Beacon Hill acquired in August 2017
Wyndham Houston - Medical Center Hotel & Suites acquired in August 2017
Wyndham New Orleans - French Quarter acquired in August 2017
Wyndham Philadelphia Historic District acquired in August 2017
Wyndham Pittsburgh University Center acquired in August 2017
Wyndham San Diego Bayside acquired in August 2017
Wyndham Santa Monica At the Pier acquired in August 2017

Pro forma adjustments: Sold hotels
Hotels sold during the year ended December 31, 2016, are noted below:
Holiday Inn Express Merrillville was sold in February 2016
SpringHill Suites Bakersfield was sold in November 2016
Hilton Garden Inn New York 35th Street was sold in December 2016
Hilton New York Fashion District was sold in December 2016

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RLJ Lodging Trust
Consolidated Balance Sheets
(Amounts in thousands, except share and per share data)
 
September 30,
2017
 
December 31, 2016
 
(unaudited)
 
 
Assets
 

 
 

Investment in hotel properties, net
$
5,977,524

 
$
3,367,776

Investment in unconsolidated joint ventures
24,959

 

Cash and cash equivalents
421,181

 
456,672

Restricted cash reserves
78,343

 
67,206

Hotel and other receivables, net of allowance of $614 and $182, respectively
70,818

 
26,018

Deferred income tax asset, net
68,642

 
44,614

Intangible assets, net
151,098

 
898

Prepaid expense and other assets
72,498

 
60,209

Total assets
$
6,865,063

 
$
4,023,393

Liabilities and Equity
 

 
 

Debt, net
$
2,885,739

 
$
1,582,715

Accounts payable and other liabilities
273,315

 
137,066

Deferred income tax liability
11,430

 
11,430

Advance deposits and deferred revenue
34,532

 
11,975

Accrued interest
16,305

 
3,444

Distributions payable
26,495

 
41,486

Total liabilities
3,247,816

 
1,788,116

Equity
 

 
 

Shareholders’ equity:
 

 
 

Preferred shares of beneficial interest, $0.01 par value, 50,000,000 shares authorized
 
 
 
Series A Cumulative Convertible Preferred Shares, $0.01 par value, 12,950,000 shares authorized; 12,879,475 shares issued and outstanding, liquidation value of $328,266 at September 30, 2017
366,936

 

Common shares of beneficial interest, $0.01 par value, 450,000,000 shares authorized; 174,913,606 and 124,364,178 shares issued and outstanding at September 30, 2017 and December 31, 2016, respectively
1,749

 
1,244

Additional paid-in capital
3,206,193

 
2,187,333

Accumulated other comprehensive income (loss)
677

 
(4,902
)
(Distributions in excess of net earnings) retained earnings
(25,326
)
 
38,249

Total shareholders’ equity
3,550,229

 
2,221,924

Noncontrolling interest:
 

 
 

Noncontrolling interest in consolidated joint ventures
11,125

 
5,973

Noncontrolling interest in the Operating Partnership
11,463

 
7,380

Total noncontrolling interest
22,588

 
13,353

Preferred equity in a consolidated joint venture, liquidation value of $45,401 at September 30, 2017
44,430

 

Total equity
3,617,247

 
2,235,277

Total liabilities and equity
$
6,865,063

 
$
4,023,393


Note:
The corresponding notes to the consolidated financial statements can be found in the Company’s Quarterly Report on Form 10-Q.



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RLJ Lodging Trust
Consolidated Statements of Operations
(Amounts in thousands, except share and per share data)
(unaudited)
 
For the three months ended September 30,
 
For the nine months ended September 30,
 
2017
 
2016
 
2017
 
2016
Revenue
 

 
 

 
 
 
 
Operating revenue
 

 
 

 
 
 
 
Room revenue
$
292,046

 
$
260,659

 
$
770,751

 
$
777,211

Food and beverage revenue
35,580

 
26,001

 
91,392

 
82,602

Other revenue
13,629

 
9,599

 
31,628

 
28,729

Total revenue
$
341,255

 
$
296,259

 
$
893,771

 
$
888,542

Expense
 

 
 

 
 
 
 
Operating expense
 

 
 

 
 
 
 
Room expense
$
69,380

 
$
59,671

 
$
176,523

 
$
173,783

Food and beverage expense
27,061

 
19,135

 
66,458

 
59,477

Management and franchise fee expense
29,571

 
29,607

 
86,110

 
90,869

Other operating expense
78,120

 
62,162

 
195,000

 
184,133

Total property operating expense
204,132

 
170,575

 
524,091

 
508,262

Depreciation and amortization
45,231

 
40,953

 
122,136

 
122,532

Property tax, insurance and other
23,618

 
20,575

 
60,929

 
60,032

General and administrative
9,506

 
7,215

 
28,757

 
23,522

Transaction costs
32,607

 
98

 
36,923

 
257

Total operating expense
315,094

 
239,416

 
772,836

 
714,605

Operating income
26,161

 
56,843

 
120,935

 
173,937

Other income
110

 
112

 
323

 
86

Interest income
1,157

 
430

 
2,306

 
1,240

Interest expense
(19,650
)
 
(14,552
)
 
(48,527
)
 
(44,233
)
Gain on settlement of investment in loan
2,670

 

 
2,670

 

Income before equity in income from unconsolidated joint ventures
10,448

 
42,833

 
77,707

 
131,030

Equity in income from unconsolidated joint ventures
57

 

 
57

 

Income before income tax expense
10,505

 
42,833

 
77,764

 
131,030

Income tax expense
(6,375
)
 
(1,439
)
 
(9,362
)
 
(5,397
)
Income from operations
4,130

 
41,394

 
68,402

 
125,633

Loss on sale of hotel properties
(19
)
 
(5
)
 
(49
)
 
(155
)
Net income
4,111

 
41,389

 
68,353

 
125,478

Net (income) loss attributable to noncontrolling interests:
 

 
 

 
 
 
 
Noncontrolling interest in consolidated joint ventures
(32
)
 
(32
)
 
5

 
(7
)
Noncontrolling interest in the Operating Partnership
(43
)
 
(183
)
 
(318
)
 
(553
)
Preferred distributions from a consolidated joint venture
(122
)
 

 
(122
)
 

Net income attributable to RLJ
3,914

 
41,174

 
67,918

 
124,918

Preferred dividends
(2,093
)
 

 
(2,093
)
 

Net income attributable to common shareholders
$
1,821

 
$
41,174

 
$
65,825

 
$
124,918

Basic per common share data:
 
 
 
 
 
 
 
Net income per share attributable to common shareholders
$
0.01

 
$
0.33

 
$
0.50

 
$
1.00

Weighted-average number of common shares
140,249,961

 
123,621,323

 
129,317,120

 
123,635,010

Diluted per common share data:
 
 
 
 
 
 
 
Net income per share attributable to common shareholders
$
0.01

 
$
0.33

 
$
0.50

 
$
1.00

Weighted-average number of common shares
140,307,269

 
123,836,452

 
129,399,177

 
123,859,753

 

Note:
The Statements of Comprehensive Income and corresponding notes can be found in the Company’s Quarterly Report on Form 10-Q.



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RLJ Lodging Trust
Reconciliation of Non-GAAP Measures
(Amounts in thousands, except per share data)
(unaudited)

Funds From Operations (FFO) Attributable to Common Shareholders and Unitholders
 
For the three months ended September 30,
 
For the nine months ended September 30,
 
2017
 
2016
 
2017
 
2016
Net income
$
4,111

 
$
41,389

 
$
68,353

 
$
125,478

Preferred dividends
(2,093
)
 

 
(2,093
)
 

Preferred distributions - consolidated joint venture
(122
)
 

 
(122
)
 

Depreciation and amortization
45,231

 
40,953

 
122,136

 
122,532

Loss on sale of hotel properties
19

 
5

 
49

 
155

Noncontrolling interest in consolidated joint ventures
(32
)
 
(32
)
 
5

 
(7
)
Adjustments related to consolidated joint ventures (1)
(46
)
 
(39
)
 
(109
)
 
(116
)
Adjustments related to unconsolidated joint ventures (2)
193

 

 
193

 

FFO
47,261

 
82,276

 
188,412

 
248,042

Transaction costs
32,607

 
98

 
36,923

 
257

Gain on settlement of investment in loan
(2,670
)
 

 
(2,670
)
 

Amortization of share-based compensation
2,495

 
1,921

 
7,964

 
3,935

Non-cash income tax expense
5,711

 
1,189

 
7,972

 
4,217

Loan related costs (3)

 

 

 
1,247

Other expenses (income) (4)
1,116

 
(82
)
 
1,116

 
604

Adjusted FFO
$
86,520

 
$
85,402


$
239,717

 
$
258,302

 
 
 
 
 
 
 
 
Adjusted FFO per common share and unit-basic
$
0.61

 
$
0.69

 
$
1.85

 
$
2.08

Adjusted FFO per common share and unit-diluted
$
0.61

 
$
0.69

 
$
1.84

 
$
2.08

 
 
 
 
 
 
 
 
Basic weighted-average common shares and units outstanding (5)
140,879

 
124,180

 
129,900

 
124,257

Diluted weighted-average common shares and units outstanding (5)
140,936

 
124,395

 
129,982

 
124,482


Note:
(1) Includes depreciation and amortization expense allocated to the noncontrolling interest in the joint ventures.
(2)  Includes depreciation and amortization expense of unconsolidated joint ventures.
(3) Represents debt modification costs.
(4) Represents income and expenses outside of the normal course of operations, including hurricane-related costs that are not reimbursed by insurance and property-level severance costs.
(5)  Includes 0.6 million weighted-average operating partnership units for the three and nine month periods ended September 30, 2017 and 2016, respectively.


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RLJ Lodging Trust
Reconciliation of Non-GAAP Measures
(Amounts in thousands)
(unaudited)
 
Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA)
 
For the three months ended September 30,
 
For the nine months ended September 30,
 
2017
 
2016
 
2017
 
2016
Net income
$
4,111

 
$
41,389

 
$
68,353

 
$
125,478

Depreciation and amortization
45,231

 
40,953

 
122,136

 
122,532

Interest expense, net (1)
18,873

 
14,546

 
47,589

 
44,214

Income tax expense
6,375

 
1,439

 
9,362

 
5,397

Noncontrolling interest in consolidated joint ventures
(32
)
 
(32
)
 
5

 
(7
)
Adjustments related to consolidated joint ventures (2)
(59
)
 
(39
)
 
(121
)
 
(116
)
Adjustments related to unconsolidated joint ventures (3)
236

 

 
236

 

EBITDA
74,735

 
98,256

 
247,560

 
297,498

Noncontrolling interest in preferred distributions to consolidated joint venture
(6
)
 

 
(6
)
 

Transaction costs
32,607

 
98

 
36,923

 
257

Loss on sale of hotel properties
19

 
5

 
49

 
155

Gain on settlement of investment in loan
(2,670
)
 

 
(2,670
)
 

Amortization of share-based compensation
2,495

 
1,921

 
7,964

 
3,935

Loan related costs (4)

 

 

 
924

Other expenses (income) (5)
1,116

 
(82
)
 
1,116

 
604

Adjusted EBITDA
108,296

 
100,198

 
290,936

 
303,373

General and administrative (6)
7,011

 
5,294

 
20,794

 
19,078

Operating results from noncontrolling interest in joint venture
(145
)
 
71

 
(120
)
 
123

Other corporate adjustments
290

 
(346
)
 
(66
)
 
(968
)
Consolidated Hotel EBITDA
115,452

 
105,217

 
311,544

 
321,606

Pro forma adjustments - income from sold hotels
(62
)
 
(4,893
)
 
(311
)
 
(12,125
)
Pro forma adjustments - income from prior ownership of acquired hotels (7)
43,583

 
68,296

 
158,229

 
188,427

Pro forma Consolidated Hotel EBITDA
158,973

 
168,620

 
469,462

 
497,908

Pro forma Hotel EBITDA
$
158,973

 
$
168,620

 
$
469,462

 
$
497,908


Note:
(1) Excludes amounts attributable to investment in loans of $0.4 million and $1.4 million for the three and nine months ended September 30,
2017, respectively, and $0.4 million and $1.2 million for the three and nine months ended September 30, 2016, respectively.
(2) Includes interest, depreciation, and amortization expense allocated to the noncontrolling interest in joint ventures.
(3) Includes interest, depreciation, and amortization expense of unconsolidated joint ventures.
(4) Represents debt modification costs.
(5) Represents income and expenses outside of the normal course of operations, including hurricane-related costs that are not reimbursed by insurance and property-level severance costs.
(6) General and administrative expenses exclude amortization of share-based compensation and other non-recurring expenses reflected in Adjusted EBITDA.
(7) The information above includes results for periods prior to the Company's ownership. The information has not been audited and is presented only for comparison purposes.


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RLJ Lodging Trust
Reconciliation of Non-GAAP Measures
(Amounts in thousands)
(unaudited)
 
Pro forma Hotel EBITDA Margin
 
For the three months ended September 30,
 
For the nine months ended September 30,
 
2017
 
2016
 
2017
 
2016
Total revenue
$
341,255

 
$
296,259

 
$
893,771

 
$
888,542

Pro forma adjustments - revenue from sold hotels
(5
)
 
(14,812
)
 
(17
)
 
(40,706
)
Pro forma adjustments - revenue from prior ownership of acquired hotels (1)
140,076

 
208,189

 
534,154

 
605,584

Other corporate adjustments / non-hotel revenue
(519
)
 
(11
)
 
(549
)
 
(41
)
Pro forma Hotel Revenue
$
480,807

 
$
489,625

 
$
1,427,359

 
$
1,453,379

 
 
 
 
 
 
 
 
Pro forma Hotel EBITDA
$
158,973

 
$
168,620

 
$
469,462

 
$
497,908

 
 
 
 
 
 
 
 
Pro forma Hotel EBITDA Margin
33.1
%
 
34.4
%
 
32.9
%
 
34.3
%

(1) The information above includes results for periods prior to the Company's ownership. The information has not been audited and is presented only for comparison purposes.


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RLJ Lodging Trust
Consolidated Debt Summary
(Amounts in thousands)
(unaudited)
Loan
Base Term (Years)
Maturity
(incl. extensions)
Floating / Fixed
Interest Rate (1)
 
Balance as of
September 30, 2017 (2)
Secured Debt
 
 
 
 
 
 
Scotiabank - 1 hotel
4
Nov 2018
Floating
4.23
%
 
$
85,000

Wells Fargo - 4 hotels
3
Oct 2021
Floating (3)
4.03
%
 
150,000

Wells Fargo - 4 hotels
2
Mar 2022
Floating (3)
4.04
%
 
144,000

Wells Fargo - 1 hotel
10
Jun 2022
Fixed
5.25
%
 
32,201

PNC - 3 hotels
10
Oct 2022
Fixed
4.95
%
 
84,780

Wells Fargo - 1 hotel
10
Oct 2022
Fixed
4.95
%
 
33,636

Prudential - 1 hotel
10
Oct 2022
Fixed
4.94
%
 
29,715

PNC - 5 hotels
5
Mar 2023
Floating
3.33
%
 
85,000

Senior Secured Notes - 9 hotels
10
Mar 2023
Fixed
5.63
%
 
525,000

Weighted-Average / Secured Total
 
 
 
4.86
%
 
$
1,169,332

 
 
 
 
 
 
 
Unsecured Debt
 
 
 
 
 
 
Revolver (4)
4
Apr 2021
Floating
2.73
%
 
$

$400 Million Term Loan Maturing 2019
5
Mar 2019
Floating (3)
2.72
%
 
400,000

$225 Million Term Loan Maturing 2019
7
Nov 2019
Floating (3)
4.04
%
 
225,000

$400 Million Term Loan Maturing 2021
5
Apr 2021
Floating (3)(5)
3.00
%
 
400,000

$150 Million Term Loan Maturing 2022
7
Jan 2022
Floating (3)
3.43
%
 
150,000

Senior Unsecured Notes
10
Jun 2025
Fixed
6.00
%
 
475,000

Weighted-Average / Unsecured Total
 
 
 
3.98
%
 
$
1,650,000

 
 
 
 
 
 
 
Weighted-Average / Gross Debt
 
 
 
4.34
%
 
$
2,819,332

 
 
 
 
 
 
 

Note:
(1) Interest rates as of September 30, 2017.
(2) Excludes the impact of fair value adjustments and deferred financing costs.
(3) The floating interest rate is hedged with an interest rate swap.
(4) There is $600.0 million of borrowing capacity on the Revolver, which is charged an unused commitment fee of 0.30% annually.
(5) Reflects interest rate swap on $350.0 million.





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RLJ Lodging Trust
Pro forma Operating Statistics - Top 60 Assets
(unaudited)
Property
City/State
 # of Rooms
Pro forma Consolidated Hotel EBITDA
Marriott Louisville Downtown
Louisville, KY
616

$
14,136

San Francisco Marriott Union Square
San Francisco, CA
400

11,333

Wyndham San Diego Bayside
San Diego, CA
600

10,503

The Vinoy Renaissance St. Petersburg Resort & Golf Club
St Petersburg, FL
361

10,041

The Knickerbocker Hotel New York
New York, NY
330

10,032

The Fairmont Copley Plaza, Boston
Boston, MA
383

9,549

DoubleTree Metropolitan Hotel New York City
New York, NY
764

9,378

Embassy Suites Los Angeles - International Airport South
El Segundo, CA
349

9,307

Wyndham Boston Beacon Hill
Boston, MA
304

9,268

Embassy Suites San Francisco Airport - Waterfront
Burlingame, CA
340

9,116

Courtyard Austin Downtown Convention Center
Austin, TX
270

9,039

Courtyard Portland City Center
Portland, OR
256

8,684

The Mills House Wyndham Grand Hotel, Charleston
Charleston, SC
216

8,150

Embassy Suites Mandalay Beach - Hotel & Resort
Oxnard, CA
250

8,150

Embassy Suites San Francisco Airport - South San Francisco
South San Francisco, CA
312

8,148

DoubleTree Grand Key Resort
Key West, FL
216

7,783

Embassy Suites Tampa Downtown Convention Center
Tampa, FL
360

7,688

Hilton Myrtle Beach Resort
Myrtle Beach, SC
385

7,534

Wyndham New Orleans - French Quarter
New Orleans, LA
374

7,354

Embassy Suites Fort Lauderdale 17th Street
Fort Lauderdale, FL
361

7,332

Embassy Suites Napa Valley
Napa, CA
205

7,284

Embassy Suites Milpitas Silicon Valley
Milpitas, CA
266

6,992

Courtyard Chicago Downtown Magnificent Mile
Chicago, IL
306

6,647

Sheraton Philadelphia Society Hill Hotel
Philadelphia, PA
364

6,536

Wyndham Philadelphia Historic District
Philadelphia, PA
364

6,535

Fairfield Inn & Suites Washington DC Downtown
Washington, DC
198

6,467

Embassy Suites Myrtle Beach - Oceanfront Resort
Myrtle Beach, SC
255

6,463

Residence Inn Palo Alto Los Altos
Los Altos, CA
156

6,440

Courtyard San Francisco
San Francisco, CA
166

6,410

Hyatt House Emeryville San Francisco Bay Area
Emeryville, CA
234

6,407

DoubleTree Suites by Hilton Austin
Austin, TX
188

6,323

Embassy Suites Boston Waltham
Waltham, MA
275

6,247

Wyndham Santa Monica At the Pier
Santa Monica, CA
132

6,227

Hilton Garden Inn San Francisco Oakland Bay Brg
Emeryville, CA
278

6,129

Hyatt House San Jose Silicon Valley
San Jose, CA
164

5,971

Courtyard Waikiki Beach
Honolulu, HI
403

5,935

Marriott Denver South @ Park Meadows
Lone Tree, CO
279

5,868

Renaissance Pittsburgh Hotel
Pittsburgh, PA
300

5,842

Embassy Suites Deerfield Beach - Resort & Spa
Deerfield Beach, FL
244

5,838

Holiday Inn San Francisco - Fisherman's Wharf
San Francisco, CA
585

5,631

Wyndham Houston - Medical Center Hotel & Suites
Houston, TX
287

5,328

Courtyard Charleston Historic District
Charleston, SC
176

5,267

Embassy Suites Los Angeles Downey
Downey, CA
220

5,252

Embassy Suites Atlanta - Buckhead
Atlanta, GA
316

5,164

Hilton Cabana Miami Beach
Miami Beach, FL
231

5,141

Homewood Suites Washington DC Downtown
Washington, DC
175

5,000

Residence Inn Austin Downtown Convention Center
Austin, TX
179

4,998

Residence Inn Bethesda Downtown
Bethesda, MD
188

4,926

Hyatt House Santa Clara
Santa Clara, CA
150

4,920

Renaissance Fort Lauderdale Plantation Hotel
Plantation, FL
250

4,844

Marriott Denver Airport @ Gateway Park
Aurora, CO
238

4,843

Embassy Suites Irvine Orange County
Irvine, CA
293

4,791

Hilton Garden Inn Los Angeles Hollywood
Los Angeles, CA
160

4,720

Sheraton Burlington Hotel & Conference Center
South Burlington, VT
309

4,453

Hyatt House San Diego Sorrento Mesa
San Diego, CA
193

4,378

Embassy Suites Minneapolis - Airport
Bloomington, MN
310

4,367

Hyatt Place Washington DC Downtown K Street
Washington, DC
164

4,320

Renaissance Boulder Flatiron Hotel
Broomfield, CO
232

4,199

Hilton Garden Inn New Orleans Convention Center
New Orleans, LA
286

4,028

Hyatt Place Fremont Silicon Valley
Fremont, CA
151

4,022

Top 60 Assets
 
17,317

403,678

Other (98 Assets)
 
13,865

210,725

Total Portfolio
 
31,182

$
614,403

Note: For the trailing twelve months ended September 30, 2017. Results reflect 100% of the financial results of three consolidated joint ventures and exclude the Chateau LeMoyne-French Quarter New Orleans, which is an unconsolidated hotel. Amounts in thousands, except rooms. The information above includes results for periods prior to the Company's ownership. The information has not been audited and is presented only for comparison purposes.


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RLJ Lodging Trust
Pro forma Operating Statistics

For the three months ended September 30, 2017
Top Markets
 
# of Hotels
 
Occupancy
 
ADR
 
RevPAR
2017
2016
Var
2017
2016
Var
2017
2016
Var
Northern California
 
14

 
90.2
%
91.0
%
(0.9
)%
 
$
232.75

$
233.51

(0.3
)%
 
$
209.97

$
212.55

(1.2
)%
Southern California
 
9

 
90.4
%
88.4
%
2.3
 %
 
193.64

189.67

2.1
 %
 
175.12

167.67

4.4
 %
South Florida
 
13

 
79.1
%
80.7
%
(2.0
)%
 
132.82

129.78

2.3
 %
 
105.00

104.69

0.3
 %
Austin
 
14

 
74.0
%
75.4
%
(1.8
)%
 
144.28

150.98

(4.4
)%
 
106.83

113.80

(6.1
)%
Denver
 
13

 
85.9
%
87.0
%
(1.2
)%
 
152.37

148.07

2.9
 %
 
130.95

128.82

1.7
 %
Washington, DC
 
8

 
82.5
%
83.0
%
(0.6
)%
 
170.34

174.37

(2.3
)%
 
140.53

144.77

(2.9
)%
Houston
 
11

 
70.1
%
66.5
%
5.3
 %
 
135.10

133.09

1.5
 %
 
94.66

88.55

6.9
 %
Chicago
 
14

 
76.1
%
78.1
%
(2.6
)%
 
148.03

157.76

(6.2
)%
 
112.60

123.15

(8.6
)%
Louisville
 
5

 
69.1
%
71.3
%
(3.1
)%
 
140.20

137.73

1.8
 %
 
96.94

98.27

(1.4
)%
New York City
 
5

 
93.2
%
92.7
%
0.5
 %
 
236.15

245.95

(4.0
)%
 
220.11

227.99

(3.5
)%
Other
 
52

 
78.2
%
79.2
%
(1.3
)%
 
166.82

170.92

(2.4
)%
 
130.53

135.43

(3.6
)%
Total
 
158

 
80.9
%
81.4
%
(0.7
)%
 
$
173.66

$
175.82

(1.2
)%
 
$
140.44

$
143.19

(1.9
)%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Service Level
 
# of Hotels
 
Occupancy
 
ADR
 
RevPAR
2017
2016
Var
2017
2016
Var
2017
2016
Var
Focused-Service
 
102

 
80.1
%
81.1
%
(1.3
)%
 
$
158.03

$
160.05

(1.3
)%
 
$
126.53

$
129.85

(2.6
)%
Compact Full-Service
 
49

 
83.4
%
82.3
%
1.4
 %
 
184.27

187.35

(1.6
)%
 
153.72

154.16

(0.3
)%
Full-Service
 
7

 
72.1
%
78.8
%
(8.5
)%
 
205.63

202.87

1.4
 %
 
148.25

159.87

(7.3
)%
Total
 
158

 
80.9
%
81.4
%
(0.7
)%
 
$
173.66

$
175.82

(1.2
)%
 
$
140.44

$
143.19

(1.9
)%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Chain Scale
 
# of Hotels
 
Occupancy
 
ADR
 
RevPAR
2017
2016
Var
2017
2016
Var
2017
2016
Var
Upper Upscale
 
49

 
79.8
%
79.8
%
(0.1
)%
 
$
175.27

$
176.92

(0.9
)%
 
$
139.84

$
141.23

(1.0
)%
Upscale
 
90

 
81.5
%
82.8
%
(1.5
)%
 
164.65

166.72

(1.2
)%
 
134.25

138.07

(2.8
)%
Upper Midscale
 
16

 
81.5
%
81.2
%
0.4
 %
 
169.01

174.69

(3.3
)%
 
137.80

141.82

(2.8
)%
Other
 
3

 
85.5
%
85.7
%
(0.1
)%
 
307.31

311.02

(1.2
)%
 
262.87

266.42

(1.3
)%
Total
 
158

 
80.9
%
81.4
%
(0.7
)%
 
$
173.66

$
175.82

(1.2
)%
 
$
140.44

$
143.19

(1.9
)%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Flags
 
# of Hotels
 
Occupancy
 
ADR
 
RevPAR
2017
2016
Var
2017
2016
Var
2017
2016
Var
Residence Inn
 
29

 
82.3
%
82.7
%
(0.5
)%
 
$
148.35

$
148.86

(0.3
)%
 
$
122.07

$
123.05

(0.8
)%
Courtyard
 
24

 
80.6
%
82.6
%
(2.4
)%
 
167.92

170.94

(1.8
)%
 
135.39

141.21

(4.1
)%
Embassy Suites
 
24

 
82.4
%
81.1
%
1.5
 %
 
175.40

175.34

0.0
 %
 
144.45

142.22

1.6
 %
Hyatt House
 
11

 
84.9
%
84.5
%
0.4
 %
 
177.00

175.60

0.8
 %
 
150.23

148.47

1.2
 %
Hilton Garden Inn
 
8

 
75.1
%
76.9
%
(2.4
)%
 
157.53

159.65

(1.3
)%
 
118.23

122.76

(3.7
)%
SpringHill Suites
 
8

 
73.6
%
76.5
%
(3.8
)%
 
130.89

131.36

(0.4
)%
 
96.33

100.46

(4.1
)%
Wyndham
 
8

 
83.2
%
80.3
%
3.6
 %
 
176.21

179.56

(1.9
)%
 
146.54

144.14

1.7
 %
Fairfield Inn & Suites
 
7

 
78.1
%
80.1
%
(2.6
)%
 
146.63

154.55

(5.1
)%
 
114.45

123.85

(7.6
)%
Hampton Inn
 
7

 
79.1
%
76.5
%
3.3
 %
 
139.09

141.44

(1.7
)%
 
109.99

108.25

1.6
 %
Marriott
 
6

 
73.7
%
76.7
%
(3.8
)%
 
187.87

187.85

0.0
 %
 
138.51

144.04

(3.8
)%
DoubleTree
 
5

 
88.3
%
89.1
%
(0.9
)%
 
193.09

201.31

(4.1
)%
 
170.56

179.36

(4.9
)%
Renaissance
 
4

 
73.2
%
78.9
%
(7.3
)%
 
166.84

168.97

(1.3
)%
 
122.05

133.37

(8.5
)%
Hyatt Place
 
3

 
86.0
%
89.4
%
(3.8
)%
 
180.93

184.34

(1.8
)%
 
155.57

164.84

(5.6
)%
Homewood Suites
 
2

 
84.2
%
86.3
%
(2.4
)%
 
181.25

180.19

0.6
 %
 
152.62

155.48

(1.8
)%
Hilton
 
2

 
78.7
%
83.9
%
(6.2
)%
 
177.96

169.32

5.1
 %
 
140.08

142.11

(1.4
)%
Hyatt
 
2

 
79.1
%
74.3
%
6.5
 %
 
174.05

189.68

(8.2
)%
 
137.74

140.93

(2.3
)%
Other
 
8

 
82.4
%
83.2
%
(0.9
)%
 
233.79

242.47

(3.6
)%
 
192.74

201.62

(4.4
)%
Total
 
158

 
80.9
%
81.4
%
(0.7
)%
 
$
173.66

$
175.82

(1.2
)%
 
$
140.44

$
143.19

(1.9
)%
Note: Results reflect 100% of the financial results of three consolidated joint ventures and exclude the Chateau LeMoyne-French Quarter New Orleans, which is an unconsolidated hotel. The information above includes results for periods prior to the Company's ownership. The information has not been audited and is presented only for comparison purposes.




16

https://cdn.kscope.io/fe1a81e1eb749616d6114d5a50701c94-image0a18.jpg



RLJ Lodging Trust
Pro forma Operating Statistics

For the nine months ended September 30, 2017
Top Markets
 
# of Hotels
 
Occupancy
 
ADR
 
RevPAR
2017
2016
Var
2017
2016
Var
2017
2016
Var
Northern California
 
14

 
86.3
%
88.3
%
(2.2
)%

$
222.77

$
226.29

(1.6
)%

$
192.28

$
199.76

(3.7
)%
Southern California
 
9

 
86.8
%
84.7
%
2.4
 %

182.97

179.62

1.9
 %

158.76

152.21

4.3
 %
South Florida
 
13

 
83.4
%
84.6
%
(1.5
)%

169.31

169.78

(0.3
)%

141.16

143.72

(1.8
)%
Austin
 
14

 
77.6
%
79.8
%
(2.7
)%

166.69

170.17

(2.0
)%

129.37

135.79

(4.7
)%
Denver
 
13

 
78.6
%
79.2
%
(0.7
)%

142.67

140.36

1.6
 %

112.21

111.21

0.9
 %
Washington, DC
 
8

 
79.4
%
78.6
%
1.0
 %

190.31

185.52

2.6
 %

151.06

145.74

3.7
 %
Houston
 
11

 
70.6
%
70.5
%
0.1
 %

146.28

150.97

(3.1
)%

103.25

106.40

(3.0
)%
Chicago
 
14

 
68.8
%
69.2
%
(0.7
)%

143.50

150.89

(4.9
)%

98.68

104.44

(5.5
)%
Louisville
 
5

 
68.4
%
75.0
%
(8.8
)%

160.02

161.91

(1.2
)%

109.51

121.49

(9.9
)%
New York City
 
5

 
88.1
%
88.0
%
0.1
 %

219.75

225.72

(2.6
)%

193.59

198.58

(2.5
)%
Other
 
52

 
77.3
%
77.8
%
(0.7
)%

168.38

169.10

(0.4
)%

130.11

131.57

(1.1
)%
Total
 
158

 
79.1
%
79.8
%
(0.9
)%

$
176.12

$
177.53

(0.8
)%

$
139.25

$
141.70

(1.7
)%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Service Level
 
# of Hotels

Occupancy

ADR

RevPAR
2017
2016
Var
2017
2016
Var
2017
2016
Var
Focused-Service
 
102

 
77.9
%
79.2
%
(1.6
)%

$
161.70

$
162.96

(0.8
)%

$
125.99

$
129.04

(2.4
)%
Compact Full-Service
 
49

 
81.9
%
81.5
%
0.6
 %
 
186.27

188.64

(1.3
)%
 
152.59

153.65

(0.7
)%
Full-Service
 
7

 
70.6
%
74.9
%
(5.6
)%

202.74

199.84

1.4
 %

143.21

149.59

(4.3
)%
Total
 
158

 
79.1
%
79.8
%
(0.9
)%

$
176.12

$
177.53

(0.8
)%

$
139.25

$
141.70

(1.7
)%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Chain Scale
 
# of Hotels
 
Occupancy
 
ADR
 
RevPAR
2017
2016
Var
2017
2016
Var
2017
2016
Var
Upper Upscale
 
49

 
78.5
%
78.9
%
(0.5
)%
 
$
179.74

$
180.95

(0.7
)%
 
$
141.08

$
142.81

(1.2
)%
Upscale
 
90

 
79.8
%
81.1
%
(1.6
)%
 
167.36

168.66

(0.8
)%
 
133.51

136.75

(2.4
)%
Upper Midscale
 
16

 
78.5
%
78.9
%
(0.5
)%
 
167.19

171.44

(2.5
)%
 
131.29

135.33

(3.0
)%
Other
 
3

 
78.1
%
75.8
%
3.0
 %
 
294.08

298.20

(1.4
)%
 
229.67

226.11

1.6
 %
Total
 
158

 
79.1
%
79.8
%
(0.9
)%
 
$
176.12

$
177.53

(0.8
)%
 
$
139.25

$
141.70

(1.7
)%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Flags
 
# of Hotels
 
Occupancy
 
ADR
 
RevPAR
2017
2016
Var
2017
2016
Var
2017
2016
Var
Residence Inn
 
29

 
79.5
%
80.4
%
(1.2
)%
 
$
154.59

$
154.74

(0.1
)%
 
$
122.87

$
124.48

(1.3
)%
Courtyard
 
24

 
79.0
%
79.7
%
(0.9
)%
 
168.42

170.85

(1.4
)%
 
133.00

136.19

(2.3
)%
Embassy Suites
 
24

 
81.6
%
81.4
%
0.2
 %
 
179.17

179.41

(0.1
)%
 
146.13

146.01

0.1
 %
Hyatt House
 
11

 
82.2
%
85.5
%
(3.8
)%
 
175.30

173.72

0.9
 %
 
144.06

148.46

(3.0
)%
Hilton Garden Inn
 
8

 
74.5
%
76.5
%
(2.6
)%
 
161.29

164.63

(2.0
)%
 
120.19

125.94

(4.6
)%
SpringHill Suites
 
8

 
71.6
%
73.9
%
(3.2
)%
 
133.54

135.22

(1.2
)%
 
95.57

99.96

(4.4
)%
Wyndham
 
8

 
79.8
%
78.1
%
2.2
 %
 
175.50

175.69

(0.1
)%
 
140.03

137.15

2.1
 %
Fairfield Inn & Suites
 
7

 
76.7
%
78.2
%
(1.9
)%
 
165.11

165.60

(0.3
)%
 
126.67

129.46

(2.2
)%
Hampton Inn
 
7

 
75.5
%
76.3
%
(1.1
)%
 
142.27

144.44

(1.5
)%
 
107.41

110.23

(2.6
)%
Marriott
 
6

 
73.2
%
77.6
%
(5.6
)%
 
197.03

199.27

(1.1
)%
 
144.31

154.68

(6.7
)%
DoubleTree
 
5

 
89.3
%
89.8
%
(0.5
)%
 
195.54

199.81

(2.1
)%
 
174.69

179.48

(2.7
)%
Renaissance
 
4

 
76.3
%
77.4
%
(1.4
)%
 
184.60

185.80

(0.6
)%
 
140.87

143.77

(2.0
)%
Hyatt Place
 
3

 
83.3
%
86.5
%
(3.7
)%
 
184.81

181.09

2.1
 %
 
154.02

156.70

(1.7
)%
Homewood Suites
 
2

 
80.4
%
76.5
%
5.1
 %
 
187.95

188.41

(0.2
)%
 
151.10

144.07

4.9
 %
Hilton
 
2

 
72.4
%
74.9
%
(3.4
)%
 
175.10

172.96

1.2
 %
 
126.73

129.62

(2.2
)%
Hyatt
 
2

 
79.3
%
75.3
%
5.3
 %
 
186.95

200.00

(6.5
)%
 
148.26

150.69

(1.6
)%
Other
 
8

 
77.3
%
76.5
%
1.0
 %
 
218.35

224.91

(2.9
)%
 
168.74

172.14

(2.0
)%
Total
 
158

 
79.1
%
79.8
%
(0.9
)%
 
$
176.12

$
177.53

(0.8
)%
 
$
139.25

$
141.70

(1.7
)%
Note: Results reflect 100% of the financial results of three consolidated joint ventures and exclude the Chateau LeMoyne-French Quarter New Orleans, which is an unconsolidated hotel. The information above includes results for periods prior to the Company's ownership. The information has not been audited and is presented only for comparison purposes.



17