FCH Felcor Lodging Trust Incorporated (delisted)

FelCor Lodging Trust Incorporated (NYSE: FCH) today reported operating results for the second quarter ended June 30, 2013.

Highlights:

• Adjusted FFO per share improved to $0.21.
• Total revenue for comparable hotels (same-store hotels excluding eight recently rebranded Wyndham hotels) increased 6.3%.
• RevPAR for comparable hotels increased 5.7%.
• Adjusted EBITDA was $64.6 million.
• Net loss per share was $0.23.
• Sold two hotels since the first quarter.
• Entered into contracts to sell three hotels (one with a non-refundable deposit) and are negotiating to sell two others.

Commenting on operating results, Richard A. Smith, President and Chief Executive Officer of FelCor, said, “Our high quality, diverse portfolio produced strong results during the second quarter, building on our momentum for the year. As the U.S. economy continues to improve, and demand for hotel rooms outpaces new supply, our industry should experience solid growth. Our portfolio is well-positioned to take advantage of this trend and outperformed the industry in the second quarter, as RevPAR at our comparable hotels increased 5.7%. Furthermore, FelCor is the only hotel REIT which has outperformed the upper-upscale segment over the past five years.”

Mr. Smith added, “We continue to make substantial progress transforming FelCor and repositioning the company, to provide sustainable and growing stockholder value. We have sold 21 hotels and are currently marketing nine, three of which are under contract and two of which have contracts under negotiations. We continue to strengthen our balance sheet through asset sales and EBITDA growth. As a result, we have created greater financial flexibility, which will continue to improve as our leverage decreases.”

Summary of Second Quarter Hotel Results:

  Second Quarter 2013     2012     Change Comparable hotels (55)     RevPAR $ 116.12 $ 109.88 5.7 % Total hotel revenue, in millions $ 219.1 $ 206.1 6.3 % Hotel EBITDA, in millions $ 61.7 $ 57.0 8.3 % Hotel EBITDA margin 28.2 % 27.6 % 52 bps   Wyndham Hotels (8) RevPAR $ 105.95 $ 127.67 (17.0 )% Total hotel revenue, in millions $ 28.9 $ 34.0 (14.9 )% Hotel EBITDA, in millions $ 11.2 $ 12.8 (12.2 )% Hotel EBITDA margin 38.7 % 37.5 % 128 bps   Same-store hotels (63) RevPAR $ 114.72 $ 112.34 2.1 % Total hotel revenue, in millions $ 248.0 $ 240.1 3.3 % Hotel EBITDA, in millions $ 72.9 $ 69.7 4.5 % Hotel EBITDA margin 29.4 % 29.0 % 35 bps  

RevPAR for our 37 comparable core hotels (45 core hotels excluding the eight Wyndham hotels) increased 5.7% compared to the same period in 2012, while RevPAR for our 18 non-strategic hotels increased 5.2% compared to the same period in 2012.

RevPAR for our 55 comparable hotels (37 comparable core hotels plus 18 non-strategic hotels) was $116.12, a 5.7% increase compared to the same period in 2012. The increase reflects a 3.7% increase in ADR to $149.38 and a 1.9% increase in occupancy to 77.7%.

We believe comparable hotels (which excludes the eight Wyndham hotels) is the most appropriate measure on which to assess the operating performance of our portfolio. The eight Wyndham hotels were rebranded from Holiday Inn to Wyndham and transitioned management on March 1, 2013. RevPAR for the eight hotels declined 17.0% for the second quarter compared to the same period in 2012. This decline reflects the impact of changing brands and management companies, including related renovations. Furthermore, Wyndham Worldwide Corporation is providing a guarantee which ensures minimum annual NOI for the eight hotels. We have recorded a $2.7 million pro rata portion of the projected 2013 guarantee through June 30, 2013 as a reduction of Wyndham’s contractual management and other fees. This is reflected in Hotel EBITDA and Hotel EBITDA margin. In addition, our outlook assumes the minimum EBITDA amount for the Wyndham hotels based on the annual guarantee. However, we expect the performance of our Wyndham portfolio to improve meaningfully throughout the year, as the transitional disruption subsides.

For the 55 comparable hotels, total revenue increased 6.3% compared to the same period in 2012; Hotel EBITDA was $61.7 million, 8.3% higher than the same period in 2012; and Hotel EBITDA margin was 28.2% during the quarter, a 52 basis point increase from the same period in 2012.

RevPAR for our 63 same-store hotels (55 comparable hotels plus the eight Wyndham hotels) was $114.72, a 2.1% increase compared to the same period in 2012. The increase reflects a 2.5% increase in ADR to $149.31 offset by a 30 basis point decrease in occupancy to 76.8%.

See page 15 for hotel portfolio composition and pages 16 and 22 for more detail on hotel portfolio operating data.

Summary of Second Quarter Operating Results:

  Second Quarter $ in millions, except for per share information 2013     2012     Change Same-store Adjusted EBITDA $ 63.2 $ 60.5 4.5 % Adjusted EBITDA $ 64.6 $ 66.2 (2.4 )% Adjusted FFO per share $ 0.21 $ 0.18 $ 0.03 Net income (loss) per share $ (0.23 ) $ 0.02 $ (0.25 )  

Same-store Adjusted EBITDA was $63.2 million compared to $60.5 million for the same period in 2012. Adjusted EBITDA (which includes Adjusted EBITDA for sold hotels prior to sale) was $64.6 million compared to $66.2 million for the same period in 2012.

Adjusted FFO was $26.1 million, or $0.21 per share, compared to $0.18 per share in 2012. Net loss attributable to common stockholders was $28.4 million, or $0.23 per share, for the quarter, compared to net income of $2.2 million, or $0.02 per share, for the same period in 2012. Net loss for the second quarter of 2013 included a $7.3 million net gain on asset sales and a $27.7 million impairment charge. Net income in the second quarter of 2012 included a $16.7 million net gain on asset sales and a $1.3 million impairment charge.

Year-to-Date Operating Results:

RevPAR for 55 comparable hotels was $109.41, a 6.6% increase compared to the same period in 2012. The increase reflects a 4.3% increase in ADR to $147.61 and a 2.2% increase in occupancy to 74.1%. Total revenue for the 55 comparable hotels increased 7.1% from the same period in 2012. RevPAR for our 37 comparable core hotels increased 7.6%, while RevPAR for our 18 non-strategic hotels increased 3.2%.

Same-store Adjusted EBITDA was $100.1 million compared to $92.9 million, for the same period in 2012. Hotel EBITDA margin was 25.8%, a 36 basis point increase from the same period in 2012. Adjusted EBITDA was $102.2 million compared to $107.6 million for the same period in 2012.

Adjusted FFO was $25.3 million, or $0.20 per share, for the six months ended June 30, 2013, compared to $0.16 per share for the same period in 2012. Net loss attributable to common stockholders was $64.2 million, or $0.52 per share, for the six months ended June 30, 2013, compared to a net loss of $36.0 million, or $0.29 per share, for the same period in 2012. Net loss for the six months ended June 30, 2013 included a $7.3 million net gain on asset sales and a $27.7 million impairment charge for the current period. Net loss for the same period in 2012 included a $16.7 million net gain on asset sales and a $1.3 million impairment charge.

EBITDA, Adjusted EBITDA, same-store Adjusted EBITDA, Hotel EBITDA, Hotel EBITDA margin, FFO, Adjusted FFO and Adjusted FFO per share are all non-GAAP financial measures. See our discussion of “Non-GAAP Financial Measures” beginning on page 18 for a reconciliation of each of these measures to the most comparable GAAP financial measure and for information regarding the use, limitations and importance of these non-GAAP financial measures.

Portfolio Repositioning:

During the second quarter, we sold the 160-room Holiday Inn - Santa Barbara/Goleta for $24.0 million. On July 18, we sold the 278-room Sheraton Suites Galleria - Atlanta for $21.0 million. The hotels’ operating performance is included in discontinued operations for the second quarter and year-to-date.

On July 30, we received a non-refundable deposit pursuant to an agreement to sell the 244-room DoubleTree Hotel in Wilmington for $27.7 million. We expect to close the sale in August.

To date, we have sold 21 of 39 non-strategic hotels as part of our portfolio repositioning plan. We are currently marketing nine non-strategic hotels, of which we have agreed to sell three, including the DoubleTree in Wilmington, and are negotiating to sell two others. We will use the sale proceeds to repay debt and reduce leverage. The other nine non-strategic hotels are owned by joint ventures, and we continue to advance toward agreements with our partners to facilitate marketing those properties.

Capital Expenditures:

Capital expenditures at our operating hotels (including our pro rata share of joint ventures) were $24.0 million during the quarter (including approximately $10.3 million for redevelopment projects and repositioning our Wyndham hotels).

During 2013, we anticipate investing approximately $65 million on capital improvements and renovations, concentrated mostly at seven hotels, as part of our 20-year capital plan. In addition, we anticipate investing approximately $40 million on redevelopment projects (excluding the Knickerbocker) and repositioning our Wyndham hotels. Please see page 12 of this release for more detail on renovations.

Through June 30, 2013, we have spent $49.4 million, in addition to the initial acquisition cost, to redevelop the 4+ star Knickerbocker Hotel. The project remains on budget and is scheduled to open in early 2014.

Balance Sheet:

At June 30, 2013, we had $1.7 billion of consolidated debt bearing a 6.3% weighted-average interest rate (approximately 150 basis points below last year) and a seven-year weighted-average maturity. We had $66.2 million of cash and cash equivalents at June 30, 2013. In addition, we had $77.9 million of restricted cash, of which $64.9 million secures our Knickerbocker construction loan.

Outlook:

We updated our 2013 outlook to reflect second quarter results and revised timing of asset sales. Our 2013 outlook reflects selling the remaining nine hotels currently on the market. We assume the sale of three hotels, currently under contract, in August. The low-end of our outlook assumes that we sell the remaining hotels at the end of the third quarter, and the high-end of our outlook assumes that we sell the remaining hotels at the end of 2013. Our outlook also assumes the minimum EBITDA amount for the Wyndham hotels based on the annual NOI guarantee.

During 2013, we anticipate:

• Comparable RevPAR will increase between 6.0%-6.75%;
• Adjusted EBITDA will be between $197.0 million and $203.5 million;
• Adjusted FFO per share will be between $0.36 and $0.41;
• Net loss attributable to FelCor will be between $76.5 million and $72.5 million; and
• Interest expense, including pro rata share from joint ventures, will be between $106.5 million and $107.0 million.

The following table reconciles our 2013 Adjusted EBITDA to Same-store Adjusted EBITDA outlook (in millions):

  Low     High Previous Adjusted EBITDA Outlook (65 hotels) $ 204.0 $ 208.5 EBITDA of two sold hotels from closing to December 31 (2.5 ) (2.5 ) Change in operations   0.5     (0.5 ) Adjusted EBITDA Outlook (63 hotels) $ 202.0 $ 205.5   EBITDA of nine non-strategic hotels from closing to December 31(a)   (5.0 )   (2.0 ) Adjusted EBITDA Outlook (54 hotels) $ 197.0 $ 203.5 Discontinued Operations(b)   (19.0 )   (22.0 ) Same-store Adjusted EBITDA (54 hotels) $ 178.0   $ 181.5    

(a) EBITDA that would have been recognized with respect to nine hotels assumed to be sold during 2013 from the dates of sale through December 31, 2013.

(b) EBITDA from two hotels sold in 2013 from January 1, 2013 through the dates of sale and EBITDA that is forecasted to be generated by nine additional hotels assumed to be sold during 2013 from January 1, 2013 through the dates of sale.

About FelCor:

FelCor, a real estate investment trust, owns a diversified portfolio of primarily upper-upscale and luxury hotels that are located in major and resort markets. FelCor partners with leading hotel companies to operate its 64 hotels, which are flagged under globally renowned brands and premier independent hotels. Additional information can be found on the Company’s website at www.felcor.com.

We invite you to listen to our second quarter earnings Conference Call on Thursday, August 1, 2013 at 11:00 a.m. (Central Time). The conference call will be webcast simultaneously on FelCor’s website at www.felcor.com. Interested investors and other parties who wish to access the call can go to FelCor’s website and click on the conference call microphone icon on the “Investor Relations” page. The conference call replay will also be archived on the Company’s website.

With the exception of historical information, the matters discussed in this news release include “forward-looking statements” within the meaning of the federal securities laws. These forward-looking statements are identified by their use of terms and phrases such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “predict,” “project,” “should,” “will,” “continue” and other similar terms and phrases, including references to assumptions and forecasts of future results. Forward-looking statements are not guarantees of future performance. Numerous risks and uncertainties, and the occurrence of future events, may cause actual results to differ materially from those anticipated at the time the forward-looking statements are made. Current economic circumstances or an economic slowdown and the impact on the lodging industry, operating risks associated with the hotel business, relationships with our property managers, risks associated with our level of indebtedness and our ability to meet debt covenants in our debt agreements, our ability to complete acquisitions, dispositions and debt refinancing, the availability of capital, the impact on the travel industry from security precautions, our ability to continue to qualify as a Real Estate Investment Trust for federal income tax purposes and numerous other factors may affect future results, performance and achievements. Certain of these risks and uncertainties are described in greater detail in our filings with the Securities and Exchange Commission. Although we believe our current expectations to be based upon reasonable assumptions, we can give no assurance that our expectations will be attained or that actual results will not differ materially. We undertake no obligation to update any forward-looking statement to conform the statement to actual results or changes in our expectations.

SUPPLEMENTAL INFORMATION

INTRODUCTION

The following information is presented in order to help our investors understand FelCor’s financial position as of and for the three and six months ended June 30, 2013.

TABLE OF CONTENTS

  Page Consolidated Statements of Operations(a) 8 Consolidated Balance Sheets(a) 9 Consolidated Debt Summary 10 Schedule of Encumbered Hotels 11 Capital Expenditures 12 Hotels Under Renovation or Redevelopment During 2013 12 Supplemental Financial Data 13 Discontinued Operations 14 Hotel Portfolio Composition 15 Hotel Operating Statistics by Brand 16 Hotel Operating Statistics by Market 17 Historical Quarterly Operating Statistics 18 Non-GAAP Financial Measures 18  

(a) Our consolidated statements of operations and balance sheets have been prepared without audit. Certain information and footnote disclosures normally included in financial statements presented in accordance with GAAP have been omitted. The consolidated statements of operations and balance sheets should be read in conjunction with the consolidated financial statements and notes thereto included in our most recent Annual Report on Form 10-K.

        Consolidated Statements of Operations

(in thousands, except per share data)

  Three Months Ended Six Months Ended June 30, June 30, 2013     2012 2013     2012 Revenues: Hotel operating revenue: Room $ 191,982 $ 186,906 $ 359,293 $ 345,656 Food and beverage 43,397 38,632 81,367 72,974 Other operating departments 12,598 14,595 23,982 25,591 Other revenue   1,050     956     1,449     1,231   Total revenues   249,027     241,089     466,091     445,452   Expenses: Hotel departmental expenses: Room 49,363 47,694 96,091 91,853 Food and beverage 32,610 29,799 63,655 57,732 Other operating departments 6,038 5,843 11,470 11,240 Other property-related costs 62,650 60,699 124,648 120,059 Management and franchise fees 9,315 11,254 18,845 20,898 Taxes, insurance and lease expense 25,245 24,423 47,754 45,990 Corporate expenses 6,694 6,167 14,526 14,379 Depreciation and amortization 31,132 29,773 62,146 59,310 Impairment loss 27,706 — 27,706 — Conversion expenses 587 — 1,215 — Other expenses   3,916     800     4,737     1,763   Total operating expenses   255,256     216,452     472,793     423,224   Operating income (loss) (6,229 ) 24,637 (6,702 ) 22,228 Interest expense, net (26,574 ) (30,933 ) (53,057 ) (61,328 ) Debt extinguishment   —     (137 )   —     (144 ) Loss before equity in income from unconsolidated entities (32,803 ) (6,433 ) (59,759 ) (39,244 ) Equity in income from unconsolidated entities   1,905     1,362     1,994     1,138   Loss from continuing operations (30,898 ) (5,071 ) (57,765 ) (38,106 ) Income from discontinued operations   8,103     17,099     8,365     21,273   Net income (loss) (22,795 ) 12,028 (49,400 ) (16,833 ) Net loss (income) attributable to noncontrolling interests in other partnerships 3,972 (148 ) 4,212 54 Net loss (income) attributable to redeemable noncontrolling interests in FelCor LP   140     (11 )   320     185   Net income (loss) attributable to FelCor (18,683 ) 11,869 (44,868 ) (16,594 ) Preferred dividends   (9,678 )   (9,678 )   (19,356 )   (19,356 ) Net income (loss) attributable to FelCor common stockholders $ (28,361 ) $ 2,191   $ (64,224 ) $ (35,950 ) Basic and diluted per common share data: Loss from continuing operations $ (0.29 ) $ (0.12 ) $ (0.59 ) $ (0.46 ) Net income (loss) $ (0.23 ) $ 0.02   $ (0.52 ) $ (0.29 ) Basic and diluted weighted average common shares outstanding   123,814     123,638     123,814     123,651           Consolidated Balance Sheets

(in thousands)

  June 30, December 31, 2013 2012 Assets Investment in hotels, net of accumulated depreciation of $945,192 and $929,298 at June 30, 2013 and December 31, 2012, respectively $ 1,718,269 $ 1,794,564 Hotel development 170,084 146,079 Investment in unconsolidated entities 52,751 55,082 Hotel held for sale 19,252 — Cash and cash equivalents 66,235 45,745 Restricted cash 77,881 77,927 Accounts receivable, net of allowance for doubtful accounts of $212 and $469 at June 30, 2013 and December 31, 2012, respectively 41,029 25,383 Deferred expenses, net of accumulated amortization of $17,052 and $13,820 at June 30, 2013 and December 31, 2012, respectively 32,543 34,262 Other assets   31,123     23,391   Total assets $ 2,209,167   $ 2,202,433   Liabilities and Equity Debt, net of discount of $7,606 and $10,318 at June 30, 2013 and December 31, 2012, respectively $ 1,691,946 $ 1,630,525 Distributions payable 8,545 8,545 Accrued expenses and other liabilities   149,868     138,442   Total liabilities   1,850,359     1,777,512   Commitments and contingencies Redeemable noncontrolling interests in FelCor LP, 621 units issued and outstanding at June 30, 2013 and December 31, 2012   3,672     2,902   Equity: Preferred stock, $0.01 par value, 20,000 shares authorized: Series A Cumulative Convertible Preferred Stock, 12,880 shares, liquidation value of $322,011, issued and outstanding at June 30, 2013 and December 31, 2012 309,362 309,362 Series C Cumulative Redeemable Preferred Stock, 68 shares, liquidation value of $169,950, issued and outstanding at June 30, 2013 and December 31, 2012 169,412 169,412 Common stock, $0.01 par value, 200,000 shares authorized; 124,122 and 124,117 shares issued and outstanding at June 30, 2013 and December 31, 2012, respectively 1,241 1,241 Additional paid-in capital 2,354,659 2,353,581 Accumulated other comprehensive income 25,120 26,039 Accumulated deficit   (2,529,192 )   (2,464,968 ) Total FelCor stockholders’ equity 330,602 394,667 Noncontrolling interests in other partnerships   24,534     27,352   Total equity   355,136     422,019   Total liabilities and equity $ 2,209,167   $ 2,202,433                       Consolidated Debt Summary

(dollars in thousands)

 

EncumberedHotels

Interest

Rate (%)

Maturity Date

June 30,2013

December 31,2012

Line of credit 9 L + 3.375 June 2016(a) $ 117,000 $ 56,000 Hotel mortgage debt Mortgage debt(b) 5 6.66 June - August 2014 64,396 65,431 Mortgage debt 1 5.81 July 2016 10,157 10,405 Mortgage debt(b) 4 4.95 October 2022 127,289 128,066 Mortgage debt 1 4.94 October 2022 31,945 32,176 Senior notes Senior secured notes 11 10.00 October 2014 226,298 223,586 Senior secured notes 6 6.75 June 2019 525,000 525,000 Senior secured notes 10 5.625 March 2023 525,000 525,000 Other(c) — L + 1.25 May 2016   64,861   64,861 Total 47 $ 1,691,946 $ 1,630,525  

(a) Our $225 million line of credit can be extended for one year (to 2017), subject to satisfying certain conditions.

(b) This debt is comprised of separate non-cross-collateralized loans each secured by a mortgage of a different hotel.

(c) This loan is related to our Knickerbocker redevelopment project and is fully secured by restricted cash and a mortgage. Because we were able to assume an existing loan when we purchased this hotel, we were not required to pay any local mortgage recording tax. This loan, which allows us to borrow up to $85 million, can be extended for one year subject to satisfying certain conditions.

        Schedule of Encumbered Hotels

(dollars in millions)

  Consolidated June 30, 2013 Debt Balance Encumbered Hotels Line of credit   $ 117   Charleston Mills House - WYN, Charlotte SouthPark - DT, Dana Point - DT, Houston Medical Center - WYN, Mandalay Beach - ES, Miami International Airport - ES, Philadelphia Historic District - WYN, Pittsburgh University Center - WYN and Santa Monica at the Pier - WYN CMBS debt(a) $ 64 Atlanta Airport - ES, Austin - DTGS, BWI Airport - ES, Orlando Airport - HI and Phoenix Biltmore - ES CMBS debt $ 10 Indianapolis North - ES CMBS debt(a) $ 127 Birmingham - ES, Ft. Lauderdale - ES, Minneapolis Airport - ES and Napa Valley - ES CMBS debt $ 32 Deerfield Beach - ES Senior secured notes (10.00%) $ 226 Atlanta Airport - SH, Boston Beacon Hill - WYN, Myrtle Beach Resort - ES, Nashville Opryland - Airport - HI, New Orleans French Quarter - WYN, Orlando Walt Disney World® - DT, San Diego Bayside - WYN, San Francisco Waterfront - ES, San Francisco Fisherman’s Wharf - HI, San Francisco Union Square - MAR and Toronto Airport - HI Senior secured notes (6.75%) $ 525 Boston Copley - FMT, Indian Wells Esmeralda Resort & Spa - REN, LAX South - ES, Morgans, Royalton and St. Petersburg Vinoy Resort & Golf Club - REN Senior secured notes (5.625%) $ 525 Atlanta Buckhead - ES, Baton Rouge - ES, Boston Marlboro - ES, Burlington - SH, Dallas Love Field - ES, Milpitas - ES, Myrtle Beach Resort - HIL, Orlando South - ES, Philadelphia Society Hill - SH and SF South San Francisco - ES  

(a) This debt is comprised of separate non-cross-collateralized loans each secured by a mortgage of a different hotel.

        Capital Expenditures

(in thousands)

  Three Months Ended Six Months Ended June 30, June 30, 2013     2012 2013     2012 Improvements and additions to majority-owned hotels $ 23,681 $ 31,964 $ 47,023 $ 73,349 Partners’ pro rata share of additions to consolidated joint venture hotels (151 ) (270 ) (308 ) (630 ) Pro rata share of additions to unconsolidated hotels   465     803     802     1,365   Total additions to hotels(a) $ 23,995   $ 32,497   $ 47,517   $ 74,084    

(a) Includes capitalized interest, property taxes, property insurance, ground leases and certain employee costs.

           

Hotels Under Renovation or Redevelopment During 2013

 

Renovations

Primary Areas

Start Date End Date Myrtle Beach Resort-HIL guestrooms Oct-2012 Mar-2013 Napa Valley-ES public areas(a) Nov-2012 Mar-2013 Mandalay Beach-ES public areas, meeting rooms, F&B(b) Jan-2013 May-2013 San Francisco Waterfront-ES public areas Feb-2013 May-2013 Santa Monica Beach - at the Pier-WYN guestrooms, corridors, public areas May-2013 Aug-2013 Ft. Lauderdale-ES public areas Aug-2013 Oct-2013 Orlando - Walt Disney World Resort-DT guestrooms, corridors(c) May-2013 Nov-2013 LAX South - ES public areas, corridors(d) Sep-2013 Dec-2013 Houston Medical Center-WYN guestrooms, corridors, public areas Jul-2013 Dec-2013 Philadelphia - Historic District-WYN guestrooms, corridors, public areas Aug-2013 Jan-2014 Charleston Mills House-WYN guestrooms, corridors, public areas Aug-2013 Jan-2014

Redevelopments

Morgans guestroom addition, public areas, fitness center, re-concept F&B Feb-2012 Aug-2013  

(a) Guestroom renovations were completed in April 2012.

(b) Guestroom renovations were completed in May 2012.

(c) Public area renovations were completed in June 2012.

(d) Guest room renovations were completed in February 2013.

      Supplemental Financial Data

(in thousands, except per share data)

  June 30, December 31,

Total Enterprise Value

2013 2012 Common shares outstanding 124,122 124,117 Units outstanding   621     621   Combined shares and units outstanding 124,743 124,738 Common stock price $ 5.91   $ 4.67   Market capitalization $ 737,231 $ 582,526 Series A preferred stock(a) 309,362 309,362 Series C preferred stock(a) 169,412 169,412 Consolidated debt(b) 1,691,946 1,630,525 Noncontrolling interests of consolidated debt (2,765 ) (2,810 ) Pro rata share of unconsolidated debt 73,690 74,198 Hotel development (170,084 ) (146,079 ) Cash, cash equivalents and restricted cash(b)   (144,116 )   (123,672 ) Total enterprise value (TEV) $ 2,664,676   $ 2,493,462    

(a) Book value based on issue price.

(b) Restricted cash includes $64.9 million of cash fully securing $64.9 million of debt that was assumed when we purchased the Knickerbocker.

Discontinued Operations(in thousands)

Discontinued operations primarily include the results of operations for one hotel designated as held for sale at June 30, 2013, one hotel sold in 2013 and ten hotels sold in 2012. Condensed financial information for the hotels included in discontinued operations is as follows:

  Three Months Ended       Six Months Ended June 30, June 30, 2013     2012 2013     2012 Operating revenue $ 3,688 $ 23,804 $ 7,313 $ 55,247 Operating expenses   (2,844 )   (21,511 )   (6,207 )   (47,413 ) Operating income 844 2,293 1,106 7,834 Interest expense, net — (1,245 ) — (2,612 ) Debt extinguishment — (668 ) — (668 ) Gain on sale, net   7,259     16,719     7,259     16,719   Income from discontinued operations 8,103 17,099 8,365 21,273 Depreciation and amortization 491 2,015 1,049 5,471 Interest expense   —     1,245     —     2,612   EBITDA from discontinued operations 8,594 20,359 9,414 29,356 Impairment loss — 1,335 — 1,335 Debt extinguishment — 668 — 668 Gain on sale, net   (7,259 )   (16,719 )   (7,259 )   (16,719 ) Adjusted EBITDA from discontinued operations $ 1,335   $ 5,643   $ 2,155   $ 14,640                   Hotel Portfolio Composition  

The following table illustrates the distribution of same-store hotels.

 

Brand

Hotels Rooms

2012 Hotel OperatingRevenue(in thousands)

2012 HotelEBITDA (in thousands)(a)

Embassy Suites Hotels 20   5,433   $ 256,200 $ 78,381 Wyndham and Wyndham Grand(b) 8 2,526 120,354 37,957 Renaissance and Marriott 3 1,321 111,976 17,911 DoubleTree by Hilton and Hilton 5 1,206 56,071 16,705 Sheraton and Westin 4 1,604 68,369 14,539 Fairmont 1 383 41,255 4,286 Holiday Inn 2 968 40,512 4,218 Morgans and Royalton 2   282     32,129     3,457   Core hotels 45 13,723 726,866 177,454 Non-strategic hotels 18   4,661     164,498     44,071   Same-store hotels 63   18,384   $ 891,364   $ 221,525    

Market

San Francisco area 4 1,637 $ 99,659 $ 21,034 Los Angeles area 3 677 33,287 13,759 South Florida 3 923 47,298 13,255 Boston 3 916 68,121 12,125 New York area 4 817 57,052 9,732 Myrtle Beach 2 640 36,973 9,428 Atlanta 3 952 35,410 9,229 Philadelphia 2 728 36,122 8,882 Tampa 1 361 45,152 7,956 San Diego 1 600 26,445 6,688 Other markets 19   5,472     241,347     65,366   Core hotels 45 13,723 726,866 177,454 Non-strategic hotels 18   4,661     164,498     44,071   Same-store hotels 63   18,384   $ 891,364   $ 221,525    

Location

Urban 17 5,305 $ 316,354 $ 74,439 Resort 10 2,928 183,807 41,472 Airport 9 2,957 126,906 33,739 Suburban 9   2,533     99,799     27,804   Core hotels 45 13,723 726,866 177,454 Non-strategic hotels 18   4,661     164,498     44,071   Same-store hotels 63   18,384   $ 891,364   $ 221,525    

(a) Hotel EBITDA is more fully described on page 26.

(b) These hotels converted from Holiday Inn on March 1, 2013.

The following tables set forth occupancy, ADR and RevPAR for the three and six months ended June 30, 2013 and 2012, and the percentage changes therein for the periods presented, for our same-store Consolidated Hotels included in continuing operations.

 

Hotel Operating Statistics by Brand

  Occupancy (%) Three Months Ended           Six Months Ended     June 30, June 30, 2013     2012 %Variance 2013     2012 %Variance Embassy Suites Hotels 78.5 78.6 (0.2 ) 75.8 76.3 (0.7 ) Renaissance and Marriott 73.2 72.1 1.6 74.0 72.8 1.7 DoubleTree by Hilton and Hilton 76.9 74.7 3.0 69.2 68.8 0.6 Sheraton and Westin 69.7 70.9 (1.6 ) 66.6 64.2 3.7 Fairmont 80.3 76.3 5.2 70.4 52.0 35.3 Holiday Inn 88.3 81.0 9.0 78.4 70.7 10.8 Morgans and Royalton 89.4 88.0 1.6 85.3 82.0 4.0 Comparable core hotels (37) 77.6 76.7 1.2 73.8 72.2 2.3 Non-strategic hotels (18) 78.0 75.2 3.7 74.8 73.4 2.0 Comparable hotels (55) 77.7 76.3 1.9 74.1 72.5 2.2 Wyndham and Wyndham Grand(a) 71.2 82.1 (13.2 ) 67.4 76.9 (12.3 ) Same-store hotels (63) 76.8 77.1 (0.3 ) 73.2 73.1 0.1   ADR ($) Three Months Ended Six Months Ended June 30, June 30, 2013 2012 %Variance 2013 2012 %Variance Embassy Suites Hotels 146.80 143.36 2.4 149.91 144.90 3.5 Renaissance and Marriott 214.91 198.38 8.3 218.02 204.53 6.6 DoubleTree by Hilton and Hilton 148.39 140.78 5.4 147.76 137.27 7.6 Sheraton and Westin 122.30 118.13 3.5 115.59 111.01 4.1 Fairmont 313.17 312.75 0.1 273.98 286.27 (4.3 ) Holiday Inn 138.09 127.93 7.9 126.97 120.24 5.6 Morgans and Royalton 336.33 318.31 5.7 300.28 286.60 4.8 Comparable core hotels (37) 161.92 154.90 4.5 159.74 151.86 5.2 Non-strategic hotels (18) 119.38 117.63 1.5 118.78 117.31 1.3 Comparable hotels (55) 149.38 144.03 3.7 147.61 141.52 4.3 Wyndham and Wyndham Grand(a) 148.81 155.56 (4.3 ) 144.36 145.14 (0.5 ) Same-store hotels (63) 149.31 145.73 2.5 147.19 142.05 3.6   RevPAR ($) Three Months Ended Six Months Ended June 30, June 30, 2013 2012 %Variance 2013 2012 %Variance Embassy Suites Hotels 115.19 112.75 2.2 113.65 110.60 2.8 Renaissance and Marriott 157.39 142.95 10.1 161.40 148.88 8.4 DoubleTree by Hilton and Hilton 114.13 105.12 8.6 102.22 94.42 8.3 Sheraton and Westin 85.29 83.72 1.9 76.94 71.29 7.9 Fairmont 251.44 238.79 5.3 192.81 148.87 29.5 Holiday Inn 121.92 103.58 17.7 99.53 85.05 17.0 Morgans and Royalton 300.74 280.12 7.4 256.00 234.95 9.0 Comparable core hotels (37) 125.68 118.85 5.7 117.95 109.62 7.6 Non-strategic hotels (18) 93.13 88.51 5.2 88.86 86.07 3.2 Comparable hotels (55) 116.12 109.88 5.7 109.41 102.65 6.6 Wyndham and Wyndham Grand(a) 105.95 127.67 (17.0 ) 97.27 111.55 (12.8 ) Same-store hotels (63) 114.72 112.34 2.1 107.74 103.88 3.7  

(a) These hotels converted from Holiday Inn on March 1, 2013.

 

Hotel Operating Statistics by Market

  Occupancy (%) Three Months Ended           Six Months Ended     June 30, June 30, 2013     2012 %Variance 2013     2012 %Variance San Francisco area 87.4 83.7 4.5 81.2 78.7 3.2 Los Angeles area 80.7 81.1 (0.6 ) 74.5 80.9 (8.0 ) South Florida 79.3 76.9 3.2 85.0 81.5 4.4 Boston 79.9 76.6 4.3 71.5 59.7 19.7 New York area 84.8 83.7 1.4 77.8 76.0 2.4 Myrtle Beach 75.7 74.3 1.9 56.5 58.6 (3.5 ) Atlanta 73.3 77.5 (5.3 ) 73.9 74.7 (1.2 ) Philadelphia 79.0 79.0 — 66.1 59.7 10.7 Tampa 81.8 86.0 (4.8 ) 82.8 85.2 (2.8 ) Other markets 72.3 71.5 1.0 70.6 69.2 2.1 Comparable core hotels (37)   77.6     76.7     1.2         73.8     72.2     2.3     ADR ($) Three Months Ended Six Months Ended June 30, June 30, 2013 2012 %Variance 2013 2012 %Variance San Francisco area 182.98 166.10 10.2 173.76 161.38 7.7 Los Angeles area 141.67 137.24 3.2 139.22 131.81 5.6 South Florida 134.39 137.36 (2.2 ) 164.33 162.07 1.4 Boston 251.75 249.28 1.0 224.95 221.86 1.4 New York area 223.10 212.20 5.1 210.12 200.73 4.7 Myrtle Beach 162.69 158.37 2.7 145.28 139.29 4.3 Atlanta 113.40 107.12 5.9 113.45 108.91 4.2 Philadelphia 182.05 179.46 1.4 170.15 167.72 1.4 Tampa 182.67 181.15 0.8 199.34 191.09 4.3 Other markets 140.96 135.67 3.9 143.07 136.39 4.9 Comparable core hotels (37)   161.92     154.90     4.5         159.74     151.86     5.2     RevPAR ($) Three Months Ended Six Months Ended June 30, June 30, 2013 2012 %Variance 2013 2012 %Variance San Francisco area 159.95 138.97 15.1 141.14 127.05 11.1 Los Angeles area 114.30 111.34 2.7 103.66 106.70 (2.8 ) South Florida 106.63 105.64 0.9 139.74 132.04 5.8 Boston 201.17 191.05 5.3 160.81 132.45 21.4 New York area 189.28 177.59 6.6 163.49 152.50 7.2 Myrtle Beach 123.19 117.65 4.7 82.16 81.60 0.7 Atlanta 83.16 82.99 0.2 83.80 81.41 2.9 Philadelphia 143.82 141.84 1.4 112.41 100.13 12.3 Tampa 149.46 155.73 (4.0 ) 165.02 162.76 1.4 Other markets 101.85 97.02 5.0 101.04 94.38 7.1 Comparable core hotels (37)   125.68     118.85     5.7         117.95     109.62     7.6      

Historical Quarterly Operating Statistics

  Occupancy (%) Q3 2012     Q4 2012     Q1 2013     Q2 2013 Comparable core hotels (37) 75.5 66.2 70.0 77.6 Non-strategic hotels (18) 72.5 67.7 71.6 78.0 Comparable hotels (55) 74.6 66.6 70.5 77.7 Wyndham and Wyndham Grand (8)(a) 81.1 69.7 63.6 71.2 Same-store hotels (63) 75.5 67.0 69.5 76.8   ADR ($) Q3 2012 Q4 2012 Q1 2013 Q2 2013 Comparable core hotels (37) 154.53 154.64 157.30 161.92 Non-strategic hotels (18) 119.48 116.89 118.12 119.38 Comparable hotels (55) 144.44 143.56 145.64 149.38 Wyndham and Wyndham Grand (8)(a) 149.07 143.45 139.38 148.81 Same-store hotels (63) 145.13 143.55 144.85 149.31   RevPAR ($) Q3 2012 Q4 2012 Q1 2013 Q2 2013 Comparable core hotels (37) 116.60 102.36 110.15 125.68 Non-strategic hotels (18) 86.64 79.16 84.56 93.13 Comparable hotels (55) 107.73 95.66 102.65 116.12 Wyndham and Wyndham Grand (8)(a) 120.90 99.92 88.60 105.95 Same-store hotels (63) 109.55 96.24 100.70 114.72  

(a) These hotels converted from Holiday Inn on March 1, 2013.

Non-GAAP Financial Measures

We refer in this release to certain “non-GAAP financial measures.” These measures, including FFO, Adjusted FFO, EBITDA, Adjusted EBITDA, same-store Adjusted EBITDA, Hotel EBITDA and Hotel EBITDA margin, are measures of our financial performance that are not calculated and presented in accordance with generally accepted accounting principles (“GAAP”). The following tables reconcile each of these non-GAAP measures to the most comparable GAAP financial measure. Immediately following the reconciliations, we include a discussion of why we believe these measures are useful supplemental measures of our performance and the limitations of such measures.

  Reconciliation of Net Income (Loss) to FFO and Adjusted FFO

(in thousands, except per share data)

  Three Months Ended June 30, 2013       2012 Dollars     Shares    

PerShareAmount

Dollars     Shares    

PerShareAmount

Net income (loss) $ (22,795 ) $ 12,028 Noncontrolling interests 4,112 (159 ) Preferred dividends   (9,678 )   (9,678 ) Net income (loss) attributable to FelCor common stockholders (28,361 ) 2,191 Less: Undistributed earnings allocated to unvested restricted stock   —     (10 ) Numerator for basic and diluted income (loss) available to common stockholders (28,361 ) 123,814 $ (0.23 ) 2,181 123,638 $ 0.02 Depreciation and amortization 31,132 — 0.25 29,773 — 0.24 Depreciation, discontinued operations and unconsolidated entities 3,214 — 0.03 4,844 — 0.04 Impairment loss, net of non-controlling interests in other partnerships 23,647 — 0.19 — — — Impairment loss, discontinued operations — — — 1,335 — 0.01 Gain on sale of hotels, net (7,259 ) — (0.06 ) (16,719 ) — (0.14 ) Noncontrolling interests in FelCor LP (140 ) 621 — 11 628 — Undistributed earnings allocated to unvested restricted stock — — — 10 — — Conversion of unvested restricted stock   —   792   —     —   278   —   FFO 22,233 125,227 0.18 21,435 124,544 0.17 Acquisition costs — — — 59 — — Debt extinguishment, including discontinued operations — — — 805 — 0.01 Severance costs 2,791 — 0.02 — — — Conversion expenses 587 — 0.01 — — — Variable stock compensation 121 — — — — — Pre-opening costs, net of noncontrolling interests   322   —   —     43   —   —   Adjusted FFO $ 26,054   125,227 $ 0.21   $ 22,342   124,544 $ 0.18       Reconciliation of Net Loss to FFO and Adjusted FFO

(in thousands, except per share data)

  Six Months Ended June 30, 2013       2012 Dollars     Shares    

PerShareAmount

Dollars     Shares    

PerShareAmount

Net loss $ (49,400 ) $ (16,833 ) Noncontrolling interests 4,532 239 Preferred dividends   (19,356 )   (19,356 ) Net loss attributable to FelCor common stockholders (64,224 ) 123,814 $ (0.52 ) (35,950 ) 123,651 $ (0.29 ) Depreciation and amortization 62,146 — 0.50 59,310 — 0.48 Depreciation, discontinued operations and unconsolidated entities 6,478 — 0.05 11,136 — 0.09 Impairment loss, net of non-controlling interests in other partnerships 23,647 — 0.19 — — — Impairment loss, discontinued operations — — — 1,335 — 0.01 Gain on sale of hotels, net (7,259 ) — (0.06 ) (16,719 ) — (0.14 ) Noncontrolling interests in FelCor LP (320 ) 621 — (185 ) 632 — Conversion of unvested restricted stock   —   565   —   —   233   —   FFO 20,468 125,000 0.16 18,927 124,516 0.15 Acquisition costs 23 — — 97 — — Debt extinguishment, including discontinued operations — — — 812 — 0.01 Severance costs 2,791 — 0.02 380 — — Conversion expenses 1,215 — 0.01 — — — Variable stock compensation 223 — — — — — Pre-opening costs, net of noncontrolling interests   563   —   0.01   43   —   —   Adjusted FFO $ 25,283   125,000 $ 0.20 $ 20,259   124,516 $ 0.16             Reconciliation of Net Income (Loss) to EBITDA, Adjusted EBITDA and Same-Store Adjusted EBITDA

(in thousands)

  Three Months Ended Six Months Ended June 30, June 30, 2013     2012 2013     2012 Net income (loss) $ (22,795 ) $ 12,028 $ (49,400 ) $ (16,833 ) Depreciation and amortization 31,132 29,773 62,146 59,310 Depreciation, discontinued operations and unconsolidated entities 3,214 4,844 6,478 11,136 Interest expense 26,596 30,968 53,102 61,411 Interest expense, discontinued operations and unconsolidated entities 680 1,943 1,352 3,987 Noncontrolling interests in other partnerships   3,972     (148 )   4,212     54   EBITDA 42,799 79,408 77,890 119,065 Impairment loss, net of noncontrolling interests in other partnerships 23,647 — 23,647 — Impairment loss, discontinued operations — 1,335 — 1,335 Debt extinguishment, including discontinued operations — 805 — 812 Acquisition costs — 59 23 97 Gain on sale of hotels, net (7,259 ) (16,719 ) (7,259 ) (16,719 ) Amortization of fixed stock and directors’ compensation 1,572 1,242 3,150 2,538 Severance costs 2,791 — 2,791 380 Conversion expenses 587 — 1,215 — Variable stock compensation 121 — 223 — Pre-opening costs, net of noncontrolling interests   322     43     563     43   Adjusted EBITDA 64,580 66,173 102,243 107,551 Adjusted EBITDA from discontinued operations   (1,335 )   (5,643 )   (2,155 )   (14,640 ) Same-store Adjusted EBITDA $ 63,245   $ 60,530   $ 100,088   $ 92,911             Hotel EBITDA and Hotel EBITDA Margin

(dollars in thousands)

  Three Months Ended Six Months Ended June 30, June 30, 2013     2012 2013     2012 Same-store operating revenue: Room $ 191,982 $ 186,906 $ 359,293 $ 345,656 Food and beverage 43,397 38,632 81,367 72,974 Other operating departments   12,598     14,595     23,982     25,591   Same-store operating revenue 247,977 240,133 464,642 444,221 Same-store operating expense: Room 49,363 47,694 96,091 91,853 Food and beverage 32,610 29,799 63,655 57,732 Other operating departments 6,038 5,843 11,470 11,240 Other property related costs 62,650 60,699 124,648 120,059 Management and franchise fees 9,315 11,254 18,845 20,898 Taxes, insurance and lease expense   15,119     15,120     29,969     29,326   Same-store operating expense   175,095     170,409     344,678     331,108   Hotel EBITDA $ 72,882   $ 69,724   $ 119,964   $ 113,113   Hotel EBITDA Margin 29.4 % 29.0 % 25.8 % 25.5 %   Three Months Ended Six Months Ended June 30, June 30, 2013 2012 2013 2012 Hotel EBITDA - Comparable core (37) $ 47,988 $ 44,745 $ 79,841 $ 71,158 Hotel EBITDA - Non-strategic (18)   13,694     12,216     23,835     22,770   Hotel EBITDA - Comparable (55) 61,682 56,961 103,676 93,928 Hotel EBITDA - Wyndham (8)   11,200     12,763     16,288     19,185   Hotel EBITDA (63) $ 72,882   $ 69,724   $ 119,964   $ 113,113     Hotel EBITDA Margin - Comparable core (37) 27.6 % 27.4 % 24.5 % 23.6 % Hotel EBITDA Margin - Non-strategic (18) 30.4 % 28.7 % 27.8 % 27.3 % Hotel EBITDA Margin - Comparable (55) 28.2 % 27.6 % 25.2 % 24.4 % Hotel EBITDA Margin - Wyndham (8) 38.7 % 37.5 % 30.8 % 32.1 % Hotel EBITDA Margin (63) 29.4 % 29.0 % 25.8 % 25.5 %           Reconciliation of Same-store Operating Revenue and Same-store Operating Expense to Total Revenue, Total Operating Expense and Operating Income (Loss)

(in thousands)

  Three Months Ended Six Months Ended June 30, June 30, 2013     2012 2013     2012 Same-store operating revenue $ 247,977 $ 240,133 $ 464,642 $ 444,221 Other revenue   1,050     956     1,449     1,231   Total revenue 249,027 241,089 466,091 445,452 Same-store operating expense 175,095 170,409 344,678 331,108 Consolidated hotel lease expense(a) 12,166 11,236 21,723 20,429 Unconsolidated taxes, insurance and lease expense (2,040 ) (1,933 ) (3,938 ) (3,765 ) Corporate expenses 6,694 6,167 14,526 14,379 Depreciation and amortization 31,132 29,773 62,146 59,310 Impairment loss 27,706 — 27,706 — Conversion expenses 587 — 1,215 — Other expenses   3,916     800     4,737     1,763   Total operating expense   255,256     216,452     472,793     423,224   Operating income (loss) $ (6,229 ) $ 24,637   $ (6,702 ) $ 22,228    

(a) Consolidated hotel lease expense represents the percentage lease expense of our 51% owned operating lessees. The offsetting percentage lease revenue is included in equity in income from unconsolidated entities.

  Reconciliation of Forecasted Net Loss attributable to FelCor to Forecasted Adjusted FFO and Adjusted EBITDA

(in millions, except per share data)

  Full Year 2013 Guidance Low       High Dollars    

Per ShareAmount(a)

Dollars    

Per ShareAmount(a)

Net loss attributable to FelCor(b) $ (76.5 ) $ (72.5 ) Preferred dividends   (39.0 )   (39.0 ) Net loss attributable to FelCor common stockholders (115.5 ) $ (0.93 ) (111.5 ) $ (0.90 ) Depreciation(c) 139.0 141.0 Gain on sale of hotels (7.0 ) (7.0 ) Impairment, net of noncontrolling interests in other partnerships   24.0     24.0   FFO $ 40.5 $ 0.32 $ 46.5 $ 0.37 Pre-opening and conversion costs 2.0 2.0 Severance costs   3.0     3.0   Adjusted FFO $ 45.5   $ 0.36 $ 51.5   $ 0.41   Net loss attributable to FelCor(b) $ (76.5 ) $ (72.5 ) Depreciation(c) 139.0 141.0 Interest expense(c) 106.5 107.0 Amortization expense   6.0     6.0   EBITDA 175.0 181.5 Gain on sale of hotels (7.0 ) (7.0 ) Impairment, net of noncontrolling interests in other partnerships 24.0 24.0 Pre-opening and conversion costs 2.0 2.0 Severance costs   3.0     3.0   Adjusted EBITDA $ 197.0   $ 203.5    

(a) Weighted average shares are 125.0 million.

(b) For guidance, we have assumed no gains or losses on future asset sales.

(c) Includes pro rata portion of unconsolidated entities.

Substantially all of our non-current assets consist of real estate. 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 industry investors consider supplemental measures of performance, which are not measures of operating performance under GAAP, to be helpful in evaluating a real estate company’s operations. These supplemental measures are not measures of operating performance under GAAP. However, we consider these non-GAAP measures to be supplemental measures of a hotel REIT’s performance and should be considered along with, but not as an alternative to, net income (loss) attributable to FelCor as a measure of our operating performance.

FFO and EBITDA

The National Association of Real Estate Investment Trusts (“NAREIT”) defines FFO as net income or loss attributable to parent (computed in accordance with GAAP), excluding gains or losses from sales of property, plus depreciation, amortization and impairment losses. FFO for unconsolidated partnerships and joint ventures are calculated on the same basis. We compute FFO in accordance with standards established by NAREIT. This may not be comparable to FFO reported by other REITs that do not define the term in accordance with the current NAREIT definition or that interpret the current NAREIT definition differently than we do.

EBITDA is a commonly used measure of performance in many industries. We define EBITDA as net income or loss attributable to parent (computed in accordance with GAAP) plus interest expenses, income taxes, depreciation and amortization, and after adjustments for unconsolidated partnerships and joint ventures. Adjustments for unconsolidated partnerships and joint ventures are calculated to reflect EBITDA on the same basis.

Adjustments to FFO and EBITDA

We adjust FFO and EBITDA when evaluating our performance because management believes that the exclusion of certain additional items provides useful supplemental information to investors regarding our ongoing operating performance and that the presentation of Adjusted FFO, and Adjusted EBITDA when combined with GAAP net income attributable to FelCor, EBITDA and FFO, is beneficial to an investor’s better understanding of our operating performance.

• Gains and losses related to extinguishment of debt and interest rate swaps - We exclude gains and losses related to extinguishment of debt and interest rate swaps from FFO and EBITDA because we believe that it is not indicative of ongoing operating performance of our hotel assets. This also represents an acceleration of interest expense or a reduction of interest expense, and interest expense is excluded from EBITDA.
• Cumulative effect of a change in accounting principle - Infrequently, the Financial Accounting Standards Board promulgates new accounting standards that require the consolidated statements of operations to reflect the cumulative effect of a change in accounting principle. We exclude these one-time adjustments in computing Adjusted FFO and Adjusted EBITDA because they do not reflect our actual performance for that period.
• Other transaction costs - From time to time, we periodically incur costs that are not indicative of ongoing operating performance. Such costs include, but are not limited to, conversion costs, acquisition costs, pre-opening costs and severance costs. We exclude these costs from the calculation of Adjusted FFO and Adjusted EBITDA.
• Variable stock compensation - We exclude the cost associated with our variable stock compensation. This cost is subject to volatility related to the price and dividends of our common stock that does not necessarily correspond to our operating performance.

In addition, to derive Adjusted EBITDA, we exclude gains or losses on the sale of depreciable assets and impairment losses because including them in EBITDA is inconsistent with reporting the ongoing performance of our remaining assets. Additionally, the gain or loss on sale of depreciable assets and impairment losses represents either accelerated depreciation or excess depreciation in previous periods, and depreciation is excluded from EBITDA. We also exclude the amortization of our fixed stock and directors’ compensation. While this amortization is included in corporate expenses and is not separately stated on our statement of operations, excluding this amortization is consistent with the EBITDA definition.

Hotel EBITDA and Hotel EBITDA Margin

Hotel EBITDA and Hotel EBITDA margin are commonly used measures of performance in the hotel industry and give investors a more complete understanding of the operating results over which our individual hotels and brand/managers have direct control. We believe that Hotel EBITDA and Hotel EBITDA margin are useful to investors by providing greater transparency with respect to two significant measures that we use in our financial and operational decision-making. Additionally, using these measures facilitates comparisons with other hotel REITs and hotel owners. We present Hotel EBITDA and Hotel EBITDA margin in a manner consistent with Adjusted EBITDA, however, we also eliminate all revenues and expenses from continuing operations not directly associated with hotel operations, including other income and corporate-level expenses. We eliminate these additional items because we believe property-level results provide investors with supplemental information into the ongoing operational performance of our hotels and the effectiveness of management on a property-level basis. We also eliminate consolidated percentage rent paid to unconsolidated entities, which is effectively eliminated by noncontrolling interests and equity in income from unconsolidated subsidiaries, and include the cost of unconsolidated taxes, insurance and lease expense, to reflect the entire operating costs applicable to our Consolidated Hotels. Hotel EBITDA and Hotel EBITDA margins are presented on a same-store basis.

Use and Limitations of Non-GAAP Measures

Our management and Board of Directors use FFO, Adjusted FFO, EBITDA, Adjusted EBITDA, Same-store Adjusted EBITDA, Hotel EBITDA and Hotel EBITDA margin to evaluate the performance of our hotels and to facilitate comparisons between us and other lodging REITs, hotel owners who are not REITs and other capital intensive companies. We use Hotel EBITDA and Hotel EBITDA margin in evaluating hotel-level performance and the operating efficiency of our hotel managers.

The use of these non-GAAP financial measures has certain limitations. These non-GAAP financial measures as presented by us, may not be comparable to non-GAAP financial measures as calculated by other real estate companies. These measures do not reflect certain expenses or expenditures that we incurred and will incur, such as depreciation, interest and capital expenditures. Management compensates for these limitations by separately considering the impact of these excluded items to the extent they are material to operating decisions or assessments of our operating performance. Our reconciliations to the most comparable GAAP financial measures, and our consolidated statements of operations and cash flows, include interest expense, capital expenditures, and other excluded items, all of which should be considered when evaluating our performance, as well as the usefulness of our non-GAAP financial measures.

These non-GAAP financial measures are used in addition to and in conjunction with results presented in accordance with GAAP. They should not be considered as alternatives to operating profit, cash flow from operations, or any other operating performance measure prescribed by GAAP. These non-GAAP financial measures reflect additional ways of viewing our operations that we believe, when viewed with our GAAP results and the reconciliations to the corresponding GAAP financial measures, provide a more complete understanding of factors and trends affecting our business than could be obtained absent this disclosure. Management strongly encourages investors to review our financial information in its entirety and not to rely on a single financial measure.