DALLAS, Nov. 2, 2017 /PRNewswire/ -- Ashford Inc.
(NYSE American: AINC) (the "Company") today reported the following
results and performance measures for the third quarter ended
September 30, 2017. Unless
otherwise stated, all reported results compare the third quarter
ended September 30, 2017, with the
third quarter ended September 30,
2016 (see discussion below). The reconciliation of
non-GAAP financial measures is included in the financial tables
accompanying this press release.
STRATEGIC OVERVIEW
- High-growth, fee-based, low-capex business model
- Diversified platform of multiple fee generators
- Seeks to grow in three primary areas:
-
- Expanding the existing platforms accretively and accelerating
performance to earn incentive fees
- Starting new platforms for additional base and incentive
fees
- Investing in or incubating strategic businesses that can
achieve accelerated growth through doing business with our existing
platforms and by leveraging our deep knowledge and extensive
relationships within the hospitality sector
- Highly-aligned management team with superior long-term track
record
- Leader in asset and investment management for the real estate
& hospitality sectors
FINANCIAL AND OPERATING HIGHLIGHTS
- Net loss attributable to the Company for the third quarter of
2017 totaled $1.9 million, or
$1.05 per diluted share, compared
with a net loss of $0.3 million, or
$0.49 per diluted share, in the prior
year quarter. Adjusted net income for the third quarter was
$3.8 million, or $1.65 per diluted share, compared with
$2.7 million, or $1.17 per diluted share, in the prior year
quarter, reflecting a growth rate of 44% and 41%,
respectively.
- Total revenue for the third quarter of 2017 was $19.3 million
- Adjusted EBITDA for the third quarter was $4.5 million, reflecting a growth rate of 38%
over the prior year quarter
- At the end of the third quarter of 2017, the Company had
approximately $6.4 billion of assets
under management
- As of September 30, 2017, the
Company had corporate cash of $43.0
million
INVESTMENT IN J&S AUDIO VISUAL
On November 1, 2017, the Company acquired an 85%
controlling interest in a privately held company that conducts the
business of J&S Audio Visual in the
United States, Mexico, and
the Dominican Republic ("J&S")
for approximately $9.2 million in
cash, $4.3 million of Ashford common
stock, and $9.5 million in assumed
debt (excluding transaction costs, working capital adjustments, and
contingent consideration).
J&S provides an integrated suite of audio visual services,
including show & event services, hospitality services, creative
services, and design & integration, making J&S a leading
single-source solution for their clients' meeting and event needs.
J&S currently has multi-year contracts in place with
approximately 55 hotels and convention centers in addition to
regular business representing over 2,500 annual events and
productions, 500 venue locations, and 650 clients. J&S
currently has contracts in place with only two hotels owned by
Ashford's advised REIT platforms.
PURE ROOMS UPDATE
In April
2017, the Company acquired a 70% controlling interest in
Pure Rooms. Pure Rooms is a leading provider of
hypo-allergenic hotel rooms in the United
States. Pure Rooms utilizes state-of-the-art
purification technology to create allergy-friendly guestrooms. Pure
Rooms' hypo-allergenic rooms are designed to provide a better
night's sleep for all guests, especially allergy sufferers.
Pure Rooms' patented 7-step purification process treats a room's
surfaces, including the air, and removes up to 99% of
pollutants. Pure Rooms currently has contracts in place with
163 hotels (approximately 2,500 rooms) throughout the United States, including 42 hotels owned
by Ashford's advised REIT platforms. Revenues for the company
have increased 41% year-to-date through the third quarter versus
the prior year period.
OPENKEY UPDATE
Ashford currently owns a 44% interest
in OpenKey. OpenKey is the universal, industry-standard
smartphone App for keyless entry in hotel guestrooms. There
have been several recent developments regarding OpenKey's
growth. First, deployments of their technology are quickly
ramping up and are expected to reach an estimated 20,000 rooms
deployed and an estimated 35,000 rooms under contract over the next
12-18 months. Additionally, sales demonstrations and signed
contracts are at an all-time high with the third quarter surpassing
the record-setting second quarter. In the third quarter,
total revenues increased 80% compared to the second quarter 2017
and 167% compared to the third quarter last year.
FINANCIAL RESULTS
Net loss attributable to the Company
for the third quarter of 2017 totaled $1.9
million, or $1.05 per diluted
share, compared with a net loss of $0.3
million, or $0.49 per diluted
share, for the third quarter of 2016. Adjusted net income for
the third quarter of 2017 was $3.8
million, or $1.65 per diluted
share, compared with $2.7 million, or
$1.17 per diluted share, in the prior
year quarter, reflecting a growth rate of 44% and 41%,
respectively.
For purposes of calculating non-GAAP metrics for the quarter,
the Company has added back $1.1
million of compensation expenses relating to the first and
second quarter.
For the third quarter ended September 30,
2017, base advisory fee revenue was $10.9 million, including $8.6 million from Ashford Hospitality Trust, Inc.
(NYSE: AHT) ("Ashford Trust" or "Trust") and $2.3 million from Ashford Hospitality Prime, Inc.
(NYSE: AHP) ("Ashford Prime" or
"Prime").
Adjusted EBITDA for the third quarter of 2017 was $4.5 million, compared with $3.2 million for the third quarter of 2016,
reflecting a growth rate of 38%.
CAPITAL STRUCTURE
At the end of the third quarter of
2017, the Company had approximately $6.4
billion of assets under management from its managed
companies, corporate cash of $43.0
million, no corporate level debt, no preferred equity,
and 2.2 million fully diluted shares. The Company has a
current fully diluted equity market capitalization of approximately
$158 million.
QUARTERLY HIGHLIGHTS FOR ADVISED PLATFORMS
ASHFORD TRUST HIGHLIGHTS
- Trust completed an underwritten public offering of 3,800,000
shares of 7.50% Series H Cumulative Preferred Stock at $25.00 per share.
- Trust redeemed all of its issued and outstanding shares of
8.55% Series A Cumulative Preferred Stock and 1,564,353 shares of
its 8.45% Series D Cumulative Preferred Stock.
- Subsequent to quarter end, Trust redeemed an additional 379,036
shares of its 8.45% Series D Cumulative Preferred Stock.
- Subsequent to quarter end, Trust refinanced a mortgage loan,
secured by the Hilton Boston Back Bay, with an existing outstanding
balance totaling approximately $95
million, with a new loan totaling $97
million.
- Subsequent to quarter end, Trust refinanced a mortgage loan,
secured by 17 hotels, with an existing outstanding balance totaling
approximately $413 million, with a
new loan totaling $427 million. The
new loan is expected to result in annual interest savings of
approximately $9.8 million.
ASHFORD PRIME HIGHLIGHTS
- Prime refinanced a mortgage loan, secured by the Bardessono
Hotel & Spa, with an existing outstanding balance totaling
approximately $40 million, with a new
loan totaling $40 million. The new
loan is expected to result in annual interest savings of
approximately $1 million.
- Subsequent to quarter end, Prime announced plans to convert its
Courtyard San Francisco Downtown hotel to an Autograph Collection
property.
- Subsequent to quarter end, Prime announced that it had
completed the sale of its Marriott Plano Legacy hotel in
Plano, Texas and is marketing for
sale its Renaissance Tampa hotel in Tampa, FL.
"We are pleased with our operating results for the quarter and
the continued execution on our growth strategy including closing
our investment in J&S," commented Monty
J. Bennett, Ashford's Chairman and Chief Executive Officer.
"We remain solely focused on maximizing value for our shareholders
and are well positioned to opportunistically grow our business by
accretively expanding our existing REIT platforms, adding
additional investment platforms and investing in other
hospitality-related businesses through which we can accelerate
meaningful, profitable growth."
INVESTOR CONFERENCE CALL AND SIMULCAST
The Company
will conduct a conference call on Friday,
November 3, 2017, at 12:00 p.m.
ET. The number to call for this interactive
teleconference is (719) 457-2620. A replay of the conference
call will be available through Friday,
November 10, 2017, by dialing (719) 457-0820 and entering
the confirmation number, 9031876.
The Company will also provide an online simulcast and
rebroadcast of its third quarter 2017 earnings release conference
call. The live broadcast of the Company's quarterly
conference call will be available online at the Company's web site,
www.ashfordinc.com on Friday, November 3,
2017, beginning at 12:00 p.m.
ET. The online replay will follow shortly after the
call and continue for approximately one year.
Included in this press release are certain supplemental measures
of performance which are not measures of operating performance
under GAAP, to assist investors in evaluating the Company's
historical or future financial performance. These supplemental
measures include adjusted earnings before interest, tax,
depreciation and amortization ("Adjusted EBITDA") and Adjusted Net
Income. We believe that Adjusted EBITDA and Adjusted Net Income
provide investors and management with a meaningful indicator of
operating performance. Management also uses Adjusted EBITDA and
Adjusted Net Income, among other measures, to evaluate
profitability and our board of directors includes these measures in
reviews to determine quarterly distributions to stockholders. We
calculate Adjusted EBITDA by subtracting or adding to net income
(loss): interest expense, income taxes, depreciation, amortization,
net income (loss) to noncontrolling interests, transaction costs,
and other expenses. We calculate Adjusted Net Income by subtracting
or adding to net income (loss): net income (loss) to noncontrolling
interests, transaction costs, and other expenses. Our methodology
for calculating Adjusted EBITDA and Adjusted Net Income may differ
from the methodologies used by other comparable companies, when
calculating the same or similar supplemental financial measures and
may not be comparable with these companies. Neither Adjusted EBITDA
nor Adjusted Net Income represents cash generated from operating
activities as determined by GAAP and should not be considered as an
alternative to a) GAAP net income (loss) as an indication of our
financial performance or b) GAAP cash flows from operating
activities as a measure of our liquidity nor are such measures
indicative of funds available to satisfy our cash needs. The
Company urges investors to carefully review the U.S. GAAP financial
information as shown in our periodic reports on Form 10-Q and Form
10-K, as amended.
* * * * *
Ashford provides global asset management, investment management
and related services to the real estate and hospitality
sectors.
Follow Chairman and CEO Monty
Bennett on Twitter at www.twitter.com/MBennettAshford or
@MBennettAshford.
Ashford has created an Ashford App for the hospitality REIT
investor community. The Ashford App is available for free
download at Apple's App Store and
the Google Play Store by searching "Ashford."
Forward Looking Statements
Certain statements and assumptions in this press release
contain or are based upon "forward-looking" information and are
being made pursuant to the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995. These forward-looking
statements are subject to risks and uncertainties. When we use the
words "will likely result," "may," "anticipate," "estimate,"
"should," "expect," "believe," "intend," or similar expressions, we
intend to identify forward-looking statements. Such statements are
subject to numerous assumptions and uncertainties, many of which
are outside Ashford's control.
These forward-looking statements are subject to known and
unknown risks and uncertainties, which could cause actual results
to differ materially from those anticipated, including, without
limitation: general volatility of the capital markets and the
market price of our common stock; changes in our business or
investment strategy; availability, terms and deployment of capital;
availability of qualified personnel; changes in our industry and
the market in which we operate, interest rates or the general
economy; the degree and nature of our competition; risks that
Ashford will ultimately not pursue a transaction with Remington or
Remington will reject engaging in any transaction with Ashford; if
a transaction is negotiated between Ashford and Remington, risks
related to Ashford's ability to complete the acquisition on the
proposed terms; the possibility that competing offers will be made;
risks associated with business combination transactions, such as
the risk that the businesses will not be integrated successfully,
that such integration may be more difficult, time-consuming or
costly than expected or that the expected benefits of the
acquisition will not be realized; risks related to future
opportunities and plans for the combined company, including
uncertainty of the expected financial performance and results of
the combined company following completion of the proposed
acquisition; disruption from the proposed acquisition, making it
more difficult to conduct business as usual or maintain
relationships with customers, employees, managers or franchisors;
and the possibility that if the combined company does not achieve
the perceived benefits of the proposed acquisition as rapidly or to
the extent anticipated by financial analysts or investors, the
market price of Ashford's shares could decline. These and other
risk factors are more fully discussed in Ashford's filings with the
Securities and Exchange Commission.
The forward-looking statements included in this press release
are only made as of the date of this press release. Investors
should not place undue reliance on these forward-looking
statements. We are not obligated to publicly update or revise any
forward-looking statements, whether as a result of new information,
future events or circumstances, changes in expectations or
otherwise.
ASHFORD INC. AND
SUBSIDIARIES CONSOLIDATED BALANCE
SHEETS (unaudited, in thousands, except share and per
share amounts)
|
|
|
September 30,
2017
|
|
December 31,
2016
|
ASSETS
|
|
|
|
Current
assets:
|
|
|
|
Cash and cash
equivalents
|
$
|
44,561
|
|
|
$
|
84,091
|
|
Restricted
cash
|
11,109
|
|
|
9,752
|
|
Investments in
securities
|
—
|
|
|
91
|
|
Prepaid expenses and
other
|
1,073
|
|
|
1,305
|
|
Receivables
|
518
|
|
|
16
|
|
Due from Ashford
Trust OP
|
11,705
|
|
|
12,179
|
|
Due from Ashford
Prime OP
|
1,065
|
|
|
3,817
|
|
Other
assets
|
128
|
|
|
—
|
|
Total current
assets
|
70,159
|
|
|
111,251
|
|
Investments in
unconsolidated entities
|
500
|
|
|
500
|
|
Furniture, fixtures
and equipment, net
|
11,753
|
|
|
12,044
|
|
Deferred tax
assets
|
630
|
|
|
6,002
|
|
Goodwill
|
813
|
|
|
—
|
|
Intangible assets,
net
|
157
|
|
|
—
|
|
Total
assets
|
$
|
84,012
|
|
|
$
|
129,797
|
|
LIABILITIES AND
EQUITY
|
|
|
|
Current
liabilities:
|
|
|
|
Accounts payable and
accrued expenses
|
$
|
12,059
|
|
|
$
|
11,314
|
|
Due to
affiliate
|
2,071
|
|
|
933
|
|
Due to Ashford Prime
OP from AQUA U.S. Fund
|
—
|
|
|
2,289
|
|
Deferred compensation
plan
|
202
|
|
|
144
|
|
Notes
payable
|
340
|
|
|
—
|
|
Other
liabilities
|
11,109
|
|
|
9,752
|
|
Total current
liabilities
|
25,781
|
|
|
24,432
|
|
Accrued
expenses
|
68
|
|
|
287
|
|
Deferred
income
|
11,488
|
|
|
4,515
|
|
Deferred compensation
plan
|
12,397
|
|
|
8,934
|
|
Notes payable,
net
|
20
|
|
|
—
|
|
Total
liabilities
|
49,754
|
|
|
38,168
|
|
|
|
|
|
Redeemable
noncontrolling interests
|
251
|
|
|
179
|
|
Redeemable
noncontrolling interest in subsidiary common stock
|
1,685
|
|
|
1,301
|
|
Equity:
|
|
|
|
Preferred stock,
$0.01 par value, 50,000,000 shares authorized:
|
|
|
|
Series A cumulative
preferred stock, no shares issued and outstanding at September 30,
2017 and December 31, 2016
|
—
|
|
|
—
|
|
Common stock, $0.01
par value, 100,000,000 shares authorized, 2,022,403 and 2,015,589
shares issued and outstanding at September 30, 2017 and
December 31, 2016, respectively
|
20
|
|
|
20
|
|
Additional paid-in
capital
|
242,830
|
|
|
237,796
|
|
Accumulated
deficit
|
(210,988)
|
|
|
(200,439)
|
|
Total stockholders'
equity of the Company
|
31,862
|
|
|
37,377
|
|
Noncontrolling
interests in consolidated entities
|
460
|
|
|
52,772
|
|
Total
equity
|
32,322
|
|
|
90,149
|
|
Total liabilities and
equity
|
$
|
84,012
|
|
|
$
|
129,797
|
|
ASHFORD INC. AND
SUBSIDIARIES CONSOLIDATED STATEMENTS OF
OPERATIONS (unaudited, in thousands, except per share
amounts)
|
|
|
Three Months
Ended
|
|
Nine Months
Ended
|
|
September
30,
|
|
September
30,
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
REVENUE
|
|
|
|
|
|
|
|
Advisory
services:
|
|
|
|
|
|
|
|
Base advisory
fee
|
$
|
10,868
|
|
|
$
|
10,679
|
|
|
$
|
32,599
|
|
|
$
|
32,176
|
|
Incentive advisory
fee
|
771
|
|
|
481
|
|
|
2,312
|
|
|
1,213
|
|
Reimbursable
expenses
|
2,143
|
|
|
2,246
|
|
|
7,454
|
|
|
6,676
|
|
Non-cash
stock/unit-based compensation
|
3,443
|
|
|
3,021
|
|
|
5,449
|
|
|
7,755
|
|
Other advisory
revenue
|
132
|
|
|
—
|
|
|
146
|
|
|
—
|
|
Other
|
1,898
|
|
|
111
|
|
|
3,947
|
|
|
279
|
|
Total
revenue
|
19,255
|
|
|
16,538
|
|
|
51,907
|
|
|
48,099
|
|
EXPENSES
|
|
|
|
|
|
|
|
Salaries and
benefits
|
11,408
|
|
|
7,191
|
|
|
27,577
|
|
|
21,882
|
|
Non-cash
stock/unit-based compensation
|
5,342
|
|
|
5,773
|
|
|
11,819
|
|
|
16,524
|
|
Depreciation and
amortization
|
581
|
|
|
271
|
|
|
1,636
|
|
|
815
|
|
General and
administrative
|
3,897
|
|
|
3,438
|
|
|
12,243
|
|
|
11,717
|
|
Impairment
|
—
|
|
|
—
|
|
|
1,072
|
|
|
—
|
|
Other
|
367
|
|
|
—
|
|
|
618
|
|
|
—
|
|
Total operating
expenses
|
21,595
|
|
|
16,673
|
|
|
54,965
|
|
|
50,938
|
|
OPERATING INCOME
(LOSS)
|
(2,340)
|
|
|
(135)
|
|
|
(3,058)
|
|
|
(2,839)
|
|
Realized gain (loss)
on investment in unconsolidated entity
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,601)
|
|
Unrealized gain
(loss) on investment in unconsolidated entity
|
—
|
|
|
—
|
|
|
—
|
|
|
2,141
|
|
Interest expense and
amortization of loan costs
|
(20)
|
|
|
—
|
|
|
(35)
|
|
|
—
|
|
Interest
income
|
82
|
|
|
21
|
|
|
153
|
|
|
44
|
|
Dividend
income
|
—
|
|
|
33
|
|
|
93
|
|
|
79
|
|
Unrealized gain
(loss) on investments
|
—
|
|
|
287
|
|
|
203
|
|
|
1,182
|
|
Realized gain (loss)
on investments
|
—
|
|
|
(728)
|
|
|
(294)
|
|
|
(7,071)
|
|
Other income
(expense)
|
(5)
|
|
|
5
|
|
|
(26)
|
|
|
(144)
|
|
INCOME (LOSS)
BEFORE INCOME TAXES
|
(2,283)
|
|
|
(517)
|
|
|
(2,964)
|
|
|
(10,209)
|
|
Income tax (expense)
benefit
|
25
|
|
|
(575)
|
|
|
(9,248)
|
|
|
(560)
|
|
NET INCOME
(LOSS)
|
(2,258)
|
|
|
(1,092)
|
|
|
(12,212)
|
|
|
(10,769)
|
|
(Income) loss from
consolidated entities attributable to noncontrolling
interests
|
102
|
|
|
486
|
|
|
267
|
|
|
6,852
|
|
Net (income) loss
attributable to redeemable noncontrolling interests
|
4
|
|
|
(1)
|
|
|
4
|
|
|
6
|
|
Net (income) loss
attributable to redeemable noncontrolling interest in subsidiary
common stock
|
296
|
|
|
322
|
|
|
991
|
|
|
788
|
|
NET INCOME (LOSS)
ATTRIBUTABLE TO THE COMPANY
|
$
|
(1,856)
|
|
|
$
|
(285)
|
|
|
$
|
(10,950)
|
|
|
$
|
(3,123)
|
|
|
|
|
|
|
|
|
|
INCOME (LOSS) PER
SHARE - BASIC AND DILUTED
|
|
|
|
|
|
|
|
Basic:
|
|
|
|
|
|
|
|
Net income (loss)
attributable to common stockholders
|
$
|
(0.92)
|
|
|
$
|
(0.14)
|
|
|
$
|
(5.42)
|
|
|
$
|
(1.55)
|
|
Weighted average
common shares outstanding - basic
|
2,022
|
|
|
2,014
|
|
|
2,019
|
|
|
2,011
|
|
Diluted:
|
|
|
|
|
|
|
|
Net income (loss)
attributable to common stockholders
|
$
|
(1.05)
|
|
|
$
|
(0.49)
|
|
|
$
|
(5.82)
|
|
|
$
|
(2.33)
|
|
Weighted average
common shares outstanding - diluted
|
2,054
|
|
|
2,262
|
|
|
2,052
|
|
|
2,188
|
|
ASHFORD INC. AND
SUBSIDIARIES RECONCILIATION OF NET INCOME (LOSS) TO
EBITDA AND ADJUSTED EBITDA
(unaudited, in thousands)
|
|
|
Three Months
Ended
|
|
Nine Months
Ended
|
|
September
30,
|
|
September
30,
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
Net income
(loss)
|
$
|
(2,258)
|
|
|
$
|
(1,092)
|
|
|
$
|
(12,212)
|
|
|
$
|
(10,769)
|
|
(Income) loss from
consolidated entities attributable to noncontrolling
interests
|
102
|
|
|
486
|
|
|
267
|
|
|
6,852
|
|
Net (income) loss
attributable to redeemable noncontrolling interests
|
4
|
|
|
(1)
|
|
|
4
|
|
|
6
|
|
Net (income) loss
attributable to redeemable noncontrolling interest in subsidiary
common stock
|
296
|
|
|
322
|
|
|
991
|
|
|
788
|
|
Net income (loss)
attributable to the company
|
(1,856)
|
|
|
(285)
|
|
|
(10,950)
|
|
|
(3,123)
|
|
Interest expense and
amortization of loan costs
|
12
|
|
|
—
|
|
|
21
|
|
|
—
|
|
Depreciation and
amortization
|
574
|
|
|
267
|
|
|
1,617
|
|
|
802
|
|
Income tax expense
(benefit)
|
(25)
|
|
|
575
|
|
|
9,248
|
|
|
560
|
|
Realized and
unrealized (gain) loss on investment in unconsolidated entity (net
of noncontrolling interest)
|
—
|
|
|
—
|
|
|
—
|
|
|
1,328
|
|
Net income (loss)
attributable to redeemable noncontrolling interests
|
(4)
|
|
|
1
|
|
|
(4)
|
|
|
(6)
|
|
EBITDA
|
(1,299)
|
|
|
558
|
|
|
(68)
|
|
|
(439)
|
|
Equity-based
compensation
|
1,893
|
|
|
2,753
|
|
|
6,348
|
|
|
8,769
|
|
Market change in
deferred compensation plan
|
2,006
|
|
|
(494)
|
|
|
3,673
|
|
|
(1,178)
|
|
Transaction
costs
|
483
|
|
|
310
|
|
|
2,313
|
|
|
1,180
|
|
Software
implementation costs
|
54
|
|
|
49
|
|
|
148
|
|
|
954
|
|
Reimbursed software
costs
|
(218)
|
|
|
—
|
|
|
(492)
|
|
|
—
|
|
Dead deal
costs
|
—
|
|
|
—
|
|
|
—
|
|
|
63
|
|
Realized and
unrealized (gain) loss on derivatives
|
—
|
|
|
56
|
|
|
41
|
|
|
103
|
|
Legal and settlement
costs
|
323
|
|
|
—
|
|
|
478
|
|
|
—
|
|
Severance
costs
|
88
|
|
|
—
|
|
|
170
|
|
|
—
|
|
Compensation
adjustment
|
1,125
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Adjusted
EBITDA
|
$
|
4,455
|
|
|
$
|
3,232
|
|
|
$
|
12,611
|
|
|
$
|
9,452
|
|
ASHFORD INC. AND
SUBSIDIARIES RECONCILIATION OF NET INCOME (LOSS) TO
ADJUSTED NET INCOME (LOSS) (unaudited, in thousands,
except per share amounts)
|
|
|
Three Months
Ended
|
|
Nine Months
Ended
|
|
September
30,
|
|
September
30,
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
Net income
(loss)
|
$
|
(2,258)
|
|
|
$
|
(1,092)
|
|
|
$
|
(12,212)
|
|
|
$
|
(10,769)
|
|
(Income) loss from
consolidated entities attributable to noncontrolling
interests
|
102
|
|
|
486
|
|
|
267
|
|
|
6,852
|
|
Net (income) loss
attributable to redeemable noncontrolling interests
|
4
|
|
|
(1)
|
|
|
4
|
|
|
6
|
|
Net (income) loss
attributable to redeemable noncontrolling interest in subsidiary
common stock
|
296
|
|
|
322
|
|
|
991
|
|
|
788
|
|
Net income (loss)
attributable to the company
|
(1,856)
|
|
|
(285)
|
|
|
(10,950)
|
|
|
(3,123)
|
|
Depreciation and
amortization
|
574
|
|
|
267
|
|
|
1,617
|
|
|
802
|
|
Net income (loss)
attributable to redeemable noncontrolling interests
|
(4)
|
|
|
1
|
|
|
(4)
|
|
|
(6)
|
|
Equity-based
compensation
|
1,893
|
|
|
2,753
|
|
|
6,348
|
|
|
8,769
|
|
Realized and
unrealized (gain) loss on investment in unconsolidated entity (net
of noncontrolling interest)
|
—
|
|
|
—
|
|
|
—
|
|
|
1,328
|
|
Market change in
deferred compensation plan
|
2,006
|
|
|
(494)
|
|
|
3,673
|
|
|
(1,178)
|
|
Transaction
costs
|
483
|
|
|
310
|
|
|
2,313
|
|
|
1,180
|
|
Software
implementation costs
|
54
|
|
|
49
|
|
|
148
|
|
|
954
|
|
Reimbursed software
costs
|
(218)
|
|
|
—
|
|
|
(492)
|
|
|
—
|
|
Dead deal
costs
|
—
|
|
|
—
|
|
|
—
|
|
|
63
|
|
Realized and
unrealized (gain) loss on derivatives
|
—
|
|
|
56
|
|
|
41
|
|
|
103
|
|
Legal and settlement
costs
|
323
|
|
|
—
|
|
|
478
|
|
|
—
|
|
Restructuring income
tax expense
|
(630)
|
|
|
—
|
|
|
7,803
|
|
|
—
|
|
Severance
costs
|
88
|
|
|
—
|
|
|
170
|
|
|
—
|
|
Compensation
adjustment
|
1,125
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Adjusted net
income (loss)
|
$
|
3,838
|
|
|
$
|
2,657
|
|
|
$
|
11,145
|
|
|
$
|
8,892
|
|
Adjusted net income
(loss) per diluted share available to common
stockholders
|
$
|
1.65
|
|
|
$
|
1.17
|
|
|
$
|
4.81
|
|
|
$
|
3.91
|
|
Weighted average
diluted shares
|
2,322
|
|
|
2,277
|
|
|
2,316
|
|
|
2,276
|
|
ASHFORD INC. AND
SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS
AND RECONCILIATION OF NET INCOME (LOSS) TO EBITDA,
ADJUSTED EBITDA AND ADJUSTED NET INCOME (LOSS) BY
SEGMENT (unaudited, in thousands, except per share
amounts)
|
|
|
Three Months Ended
September 30, 2017
|
|
Three Months Ended
September 30, 2016
|
|
REIT
Advisory
|
|
Hospitality
Products & Services
|
|
Corporate/
Other
|
|
Ashford Inc.
Consolidated
|
|
REIT
Advisory
|
|
Hospitality
Products & Services
|
|
Corporate/
Other
|
|
Ashford Inc.
Consolidated
|
REVENUE
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Advisory
services:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Base advisory fee -
Trust
|
$
|
8,568
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
8,568
|
|
|
$
|
8,576
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
8,576
|
|
Incentive advisory
fee - Trust
|
452
|
|
|
—
|
|
|
—
|
|
|
452
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Reimbursable expenses
- Trust
|
1,673
|
|
|
—
|
|
|
—
|
|
|
1,673
|
|
|
1,515
|
|
|
—
|
|
|
—
|
|
|
1,515
|
|
Non-cash
stock/unit-based compensation - Trust
|
4,392
|
|
|
—
|
|
|
—
|
|
|
4,392
|
|
|
1,887
|
|
|
—
|
|
|
—
|
|
|
1,887
|
|
Base advisory fee -
Prime
|
2,300
|
|
|
—
|
|
|
—
|
|
|
2,300
|
|
|
2,103
|
|
|
—
|
|
|
—
|
|
|
2,103
|
|
Incentive advisory
fee - Prime
|
319
|
|
|
—
|
|
|
—
|
|
|
319
|
|
|
481
|
|
|
—
|
|
|
—
|
|
|
481
|
|
Reimbursable expenses
- Prime
|
470
|
|
|
—
|
|
|
—
|
|
|
470
|
|
|
731
|
|
|
—
|
|
|
—
|
|
|
731
|
|
Non-cash
stock/unit-based compensation - Prime
|
(949)
|
|
|
—
|
|
|
—
|
|
|
(949)
|
|
|
1,134
|
|
|
—
|
|
|
—
|
|
|
1,134
|
|
Other advisory
revenue - Prime
|
132
|
|
|
—
|
|
|
—
|
|
|
132
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Other
|
998
|
|
|
900
|
|
|
—
|
|
|
1,898
|
|
|
84
|
|
|
27
|
|
|
—
|
|
|
111
|
|
Total
revenue
|
18,355
|
|
|
900
|
|
|
—
|
|
|
19,255
|
|
|
16,511
|
|
|
27
|
|
|
—
|
|
|
16,538
|
|
EXPENSES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Salaries and
benefits
|
—
|
|
|
713
|
|
|
8,367
|
|
|
9,080
|
|
|
—
|
|
|
332
|
|
|
6,976
|
|
|
7,308
|
|
Market change in
deferred compensation plan
|
—
|
|
|
—
|
|
|
2,006
|
|
|
2,006
|
|
|
—
|
|
|
—
|
|
|
(494)
|
|
|
(494)
|
|
REIT non-cash
stock/unit-based compensation expense
|
3,443
|
|
|
—
|
|
|
—
|
|
|
3,443
|
|
|
3,021
|
|
|
—
|
|
|
—
|
|
|
3,021
|
|
AINC non-cash
stock/unit-based compensation expense
|
—
|
|
|
11
|
|
|
1,888
|
|
|
1,899
|
|
|
—
|
|
|
—
|
|
|
2,753
|
|
|
2,753
|
|
Reimbursable
expenses
|
2,143
|
|
|
—
|
|
|
—
|
|
|
2,143
|
|
|
2,246
|
|
|
—
|
|
|
—
|
|
|
2,246
|
|
General and
administrative
|
—
|
|
|
427
|
|
|
1,649
|
|
|
2,076
|
|
|
—
|
|
|
333
|
|
|
1,235
|
|
|
1,568
|
|
Depreciation and
amortization
|
185
|
|
|
22
|
|
|
374
|
|
|
581
|
|
|
—
|
|
|
6
|
|
|
265
|
|
|
271
|
|
Other
|
—
|
|
|
367
|
|
|
—
|
|
|
367
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Total operating
expenses
|
5,771
|
|
|
1,540
|
|
|
14,284
|
|
|
21,595
|
|
|
5,267
|
|
|
671
|
|
|
10,735
|
|
|
16,673
|
|
OPERATING INCOME
(LOSS)
|
12,584
|
|
|
(640)
|
|
|
(14,284)
|
|
|
(2,340)
|
|
|
11,244
|
|
|
(644)
|
|
|
(10,735)
|
|
|
(135)
|
|
Other
|
—
|
|
|
(25)
|
|
|
82
|
|
|
57
|
|
|
(30)
|
|
|
(12)
|
|
|
(340)
|
|
|
(382)
|
|
INCOME (LOSS)
BEFORE INCOME TAXES
|
12,584
|
|
|
(665)
|
|
|
(14,202)
|
|
|
(2,283)
|
|
|
11,214
|
|
|
(656)
|
|
|
(11,075)
|
|
|
(517)
|
|
Income tax (expense)
benefit
|
(4,543)
|
|
|
—
|
|
|
4,568
|
|
|
25
|
|
|
(4,051)
|
|
|
—
|
|
|
3,476
|
|
|
(575)
|
|
NET INCOME
(LOSS)
|
8,041
|
|
|
(665)
|
|
|
(9,634)
|
|
|
(2,258)
|
|
|
7,163
|
|
|
(656)
|
|
|
(7,599)
|
|
|
(1,092)
|
|
(Income) loss from
consolidated entities attributable to noncontrolling
interests
|
—
|
|
|
102
|
|
|
—
|
|
|
102
|
|
|
—
|
|
|
82
|
|
|
404
|
|
|
486
|
|
Net (income) loss
attributable to redeemable noncontrolling interests
|
—
|
|
|
296
|
|
|
4
|
|
|
300
|
|
|
—
|
|
|
322
|
|
|
(1)
|
|
|
321
|
|
NET INCOME (LOSS)
ATTRIBUTABLE TO THE COMPANY
|
$
|
8,041
|
|
|
$
|
(267)
|
|
|
$
|
(9,630)
|
|
|
$
|
(1,856)
|
|
|
$
|
7,163
|
|
|
$
|
(252)
|
|
|
$
|
(7,196)
|
|
|
$
|
(285)
|
|
Interest expense and
amortization of loan costs
|
—
|
|
|
12
|
|
|
—
|
|
|
12
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Depreciation and
amortization
|
185
|
|
|
15
|
|
|
374
|
|
|
574
|
|
|
—
|
|
|
—
|
|
|
267
|
|
|
267
|
|
Income tax expense
(benefit)
|
4,543
|
|
|
—
|
|
|
(4,568)
|
|
|
(25)
|
|
|
4,051
|
|
|
—
|
|
|
(3,476)
|
|
|
575
|
|
Net income (loss)
attributable to redeemable noncontrolling interests
|
—
|
|
|
—
|
|
|
(4)
|
|
|
(4)
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
1
|
|
EBITDA
|
12,769
|
|
|
(240)
|
|
|
(13,828)
|
|
|
(1,299)
|
|
|
11,214
|
|
|
(252)
|
|
|
(10,404)
|
|
|
558
|
|
Equity-based
compensation
|
—
|
|
|
5
|
|
|
1,888
|
|
|
1,893
|
|
|
—
|
|
|
—
|
|
|
2,753
|
|
|
2,753
|
|
Market change in
deferred compensation plan
|
—
|
|
|
—
|
|
|
2,006
|
|
|
2,006
|
|
|
—
|
|
|
—
|
|
|
(494)
|
|
|
(494)
|
|
Transaction
costs
|
—
|
|
|
—
|
|
|
483
|
|
|
483
|
|
|
—
|
|
|
—
|
|
|
310
|
|
|
310
|
|
Software
implementation costs
|
53
|
|
|
—
|
|
|
1
|
|
|
54
|
|
|
49
|
|
|
—
|
|
|
—
|
|
|
49
|
|
Reimbursed software
costs, net
|
(218)
|
|
|
—
|
|
|
—
|
|
|
(218)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Realized and
unrealized (gain) loss on derivatives
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
56
|
|
|
56
|
|
Legal and settlement
costs
|
—
|
|
|
—
|
|
|
323
|
|
|
323
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Severance
costs
|
—
|
|
|
88
|
|
|
—
|
|
|
88
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Compensation
adjustment
|
—
|
|
|
—
|
|
|
1,125
|
|
|
1,125
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Adjusted
EBITDA
|
12,604
|
|
|
(147)
|
|
|
(8,002)
|
|
|
4,455
|
|
|
11,263
|
|
|
(252)
|
|
|
(7,779)
|
|
|
3,232
|
|
Interest expense and
amortization of loan costs
|
—
|
|
|
(12)
|
|
|
—
|
|
|
(12)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Income tax benefit
(expense)
|
(4,543)
|
|
|
—
|
|
|
4,568
|
|
|
25
|
|
|
(4,051)
|
|
|
—
|
|
|
3,476
|
|
|
(575)
|
|
Restructuring income
tax expense, net
|
—
|
|
|
—
|
|
|
(630)
|
|
|
(630)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Adjusted net
income (loss)
|
$
|
8,061
|
|
|
$
|
(159)
|
|
|
$
|
(4,064)
|
|
|
$
|
3,838
|
|
|
$
|
7,212
|
|
|
$
|
(252)
|
|
|
$
|
(4,303)
|
|
|
$
|
2,657
|
|
Adjusted net
income (loss) per diluted share available to common stockholders
(1)
|
$
|
3.47
|
|
|
$
|
(0.07)
|
|
|
$
|
(1.75)
|
|
|
$
|
1.65
|
|
|
$
|
3.17
|
|
|
$
|
(0.11)
|
|
|
$
|
(1.89)
|
|
|
$
|
1.17
|
|
Weighted average
diluted shares
|
2,322
|
|
|
2,322
|
|
|
2,322
|
|
|
2,322
|
|
|
2,277
|
|
|
2,277
|
|
|
2,277
|
|
|
2,277
|
|
________
|
(1)
|
The sum of the
adjusted net income (loss) per diluted share available to common
stockholders as calculated for the segments may differ from the
consolidated total due to rounding.
|
ASHFORD INC. AND
SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS
AND RECONCILIATION OF NET INCOME (LOSS) TO EBITDA,
ADJUSTED EBITDA AND ADJUSTED NET INCOME (LOSS) BY
SEGMENT (unaudited, in thousands, except per share
amounts)
|
|
|
Nine Months Ended
September 30, 2017
|
|
Nine Months Ended
September 30, 2016
|
|
REIT
Advisory
|
|
Hospitality
Products & Services
|
|
Corporate/
Other
|
|
Ashford Inc.
Consolidated
|
|
REIT
Advisory
|
|
Hospitality
Products & Services
|
|
Corporate/
Other
|
|
Ashford Inc.
Consolidated
|
REVENUE
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Advisory
services:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Base advisory fee -
Trust
|
$
|
26,020
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
26,020
|
|
|
$
|
25,842
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
25,842
|
|
Incentive advisory
fee - Trust
|
1,356
|
|
|
—
|
|
|
—
|
|
|
1,356
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Reimbursable expenses
- Trust
|
5,902
|
|
|
—
|
|
|
—
|
|
|
5,902
|
|
|
4,641
|
|
|
—
|
|
|
—
|
|
|
4,641
|
|
Non-cash
stock/unit-based compensation - Trust
|
7,748
|
|
|
—
|
|
|
—
|
|
|
7,748
|
|
|
4,535
|
|
|
—
|
|
|
—
|
|
|
4,535
|
|
Base advisory fee -
Prime
|
6,579
|
|
|
—
|
|
|
—
|
|
|
6,579
|
|
|
6,334
|
|
|
—
|
|
|
—
|
|
|
6,334
|
|
Incentive advisory
fee - Prime
|
956
|
|
|
—
|
|
|
—
|
|
|
956
|
|
|
1,213
|
|
|
—
|
|
|
—
|
|
|
1,213
|
|
Reimbursable expenses
- Prime
|
1,552
|
|
|
—
|
|
|
—
|
|
|
1,552
|
|
|
2,035
|
|
|
—
|
|
|
—
|
|
|
2,035
|
|
Non-cash
stock/unit-based compensation - Prime
|
(2,299)
|
|
|
—
|
|
|
—
|
|
|
(2,299)
|
|
|
3,220
|
|
|
—
|
|
|
—
|
|
|
3,220
|
|
Other advisory
revenue - Prime
|
146
|
|
|
—
|
|
|
—
|
|
|
146
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Other
|
2,349
|
|
|
1,598
|
|
|
—
|
|
|
3,947
|
|
|
252
|
|
|
27
|
|
|
—
|
|
|
279
|
|
Total
revenue
|
50,309
|
|
|
1,598
|
|
|
—
|
|
|
51,907
|
|
|
48,072
|
|
|
27
|
|
|
—
|
|
|
48,099
|
|
EXPENSES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Salaries and
benefits
|
—
|
|
|
1,759
|
|
|
21,179
|
|
|
22,938
|
|
|
—
|
|
|
1,015
|
|
|
20,915
|
|
|
21,930
|
|
Market change in
deferred compensation plan
|
—
|
|
|
—
|
|
|
3,673
|
|
|
3,673
|
|
|
—
|
|
|
—
|
|
|
(1,178)
|
|
|
(1,178)
|
|
REIT non-cash
stock/unit-based compensation expense
|
5,449
|
|
|
—
|
|
|
—
|
|
|
5,449
|
|
|
7,755
|
|
|
—
|
|
|
—
|
|
|
7,755
|
|
AINC non-cash
stock/unit-based compensation expense
|
—
|
|
|
27
|
|
|
6,343
|
|
|
6,370
|
|
|
—
|
|
|
—
|
|
|
8,769
|
|
|
8,769
|
|
Reimbursable
expenses
|
7,454
|
|
|
—
|
|
|
—
|
|
|
7,454
|
|
|
6,676
|
|
|
—
|
|
|
—
|
|
|
6,676
|
|
General and
administrative
|
—
|
|
|
1,565
|
|
|
4,190
|
|
|
5,755
|
|
|
—
|
|
|
1,052
|
|
|
5,119
|
|
|
6,171
|
|
Depreciation and
amortization
|
438
|
|
|
50
|
|
|
1,148
|
|
|
1,636
|
|
|
—
|
|
|
17
|
|
|
798
|
|
|
815
|
|
Impairment
|
1,041
|
|
|
—
|
|
|
31
|
|
|
1,072
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Other
|
—
|
|
|
618
|
|
|
—
|
|
|
618
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Total operating
expenses
|
14,382
|
|
|
4,019
|
|
|
36,564
|
|
|
54,965
|
|
|
14,431
|
|
|
2,084
|
|
|
34,423
|
|
|
50,938
|
|
OPERATING INCOME
(LOSS)
|
35,927
|
|
|
(2,421)
|
|
|
(36,564)
|
|
|
(3,058)
|
|
|
33,641
|
|
|
(2,057)
|
|
|
(34,423)
|
|
|
(2,839)
|
|
Other
|
(309)
|
|
|
(47)
|
|
|
450
|
|
|
94
|
|
|
(75)
|
|
|
(31)
|
|
|
(7,264)
|
|
|
(7,370)
|
|
INCOME (LOSS)
BEFORE INCOME TAXES
|
35,618
|
|
|
(2,468)
|
|
|
(36,114)
|
|
|
(2,964)
|
|
|
33,566
|
|
|
(2,088)
|
|
|
(41,687)
|
|
|
(10,209)
|
|
Income tax (expense)
benefit
|
(12,895)
|
|
|
—
|
|
|
3,647
|
|
|
(9,248)
|
|
|
(12,133)
|
|
|
—
|
|
|
11,573
|
|
|
(560)
|
|
NET INCOME
(LOSS)
|
22,723
|
|
|
(2,468)
|
|
|
(32,467)
|
|
|
(12,212)
|
|
|
21,433
|
|
|
(2,088)
|
|
|
(30,114)
|
|
|
(10,769)
|
|
(Income) loss from
consolidated entities attributable to noncontrolling
interests
|
—
|
|
|
413
|
|
|
(146)
|
|
|
267
|
|
|
—
|
|
|
684
|
|
|
6,168
|
|
|
6,852
|
|
Net (income) loss
attributable to redeemable noncontrolling interests
|
—
|
|
|
991
|
|
|
4
|
|
|
995
|
|
|
—
|
|
|
788
|
|
|
6
|
|
|
794
|
|
NET INCOME (LOSS)
ATTRIBUTABLE TO THE COMPANY
|
$
|
22,723
|
|
|
$
|
(1,064)
|
|
|
$
|
(32,609)
|
|
|
$
|
(10,950)
|
|
|
$
|
21,433
|
|
|
$
|
(616)
|
|
|
$
|
(23,940)
|
|
|
$
|
(3,123)
|
|
Interest expense and
amortization of loan costs
|
—
|
|
|
21
|
|
|
—
|
|
|
21
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Depreciation and
amortization
|
438
|
|
|
31
|
|
|
1,148
|
|
|
1,617
|
|
|
—
|
|
|
4
|
|
|
798
|
|
|
802
|
|
Income tax expense
(benefit)
|
12,895
|
|
|
—
|
|
|
(3,647)
|
|
|
9,248
|
|
|
12,133
|
|
|
—
|
|
|
(11,573)
|
|
|
560
|
|
Realized and
unrealized (gain) loss on investment in unconsolidated entity (net
of noncontrolling interest)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,328
|
|
|
1,328
|
|
Net income (loss)
attributable to redeemable noncontrolling interests
|
—
|
|
|
—
|
|
|
(4)
|
|
|
(4)
|
|
|
—
|
|
|
—
|
|
|
(6)
|
|
|
(6)
|
|
EBITDA
|
36,056
|
|
|
(1,012)
|
|
|
(35,112)
|
|
|
(68)
|
|
|
33,566
|
|
|
(612)
|
|
|
(33,393)
|
|
|
(439)
|
|
Equity-based
compensation
|
—
|
|
|
5
|
|
|
6,343
|
|
|
6,348
|
|
|
—
|
|
|
—
|
|
|
8,769
|
|
|
8,769
|
|
Market change in
deferred compensation plan
|
—
|
|
|
—
|
|
|
3,673
|
|
|
3,673
|
|
|
—
|
|
|
—
|
|
|
(1,178)
|
|
|
(1,178)
|
|
Transaction
costs
|
—
|
|
|
167
|
|
|
2,146
|
|
|
2,313
|
|
|
—
|
|
|
—
|
|
|
1,180
|
|
|
1,180
|
|
Software
implementation costs
|
144
|
|
|
—
|
|
|
4
|
|
|
148
|
|
|
927
|
|
|
—
|
|
|
27
|
|
|
954
|
|
Reimbursed software
costs, net
|
(523)
|
|
|
—
|
|
|
31
|
|
|
(492)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Dead deal
costs
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
63
|
|
|
63
|
|
Realized and
unrealized (gain) loss on derivatives
|
—
|
|
|
—
|
|
|
41
|
|
|
41
|
|
|
—
|
|
|
—
|
|
|
103
|
|
|
103
|
|
Legal and settlement
costs
|
—
|
|
|
—
|
|
|
478
|
|
|
478
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Severance
costs
|
—
|
|
|
88
|
|
|
82
|
|
|
170
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Adjusted
EBITDA
|
35,677
|
|
|
(752)
|
|
|
(22,314)
|
|
|
12,611
|
|
|
34,493
|
|
|
(612)
|
|
|
(24,429)
|
|
|
9,452
|
|
Interest expense and
amortization of loan costs
|
—
|
|
|
(21)
|
|
|
—
|
|
|
(21)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Income tax benefit
(expense)
|
(12,895)
|
|
|
—
|
|
|
3,647
|
|
|
(9,248)
|
|
|
(12,133)
|
|
|
—
|
|
|
11,573
|
|
|
(560)
|
|
Restructuring income
tax expense, net
|
—
|
|
|
—
|
|
|
7,803
|
|
|
7,803
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Adjusted net
income (loss)
|
$
|
22,782
|
|
|
$
|
(773)
|
|
|
$
|
(10,864)
|
|
|
$
|
11,145
|
|
|
$
|
22,360
|
|
|
$
|
(612)
|
|
|
$
|
(12,856)
|
|
|
$
|
8,892
|
|
Adjusted net
income (loss) per diluted share available to common stockholders
(1)
|
$
|
9.84
|
|
|
$
|
(0.33)
|
|
|
$
|
(4.69)
|
|
|
$
|
4.81
|
|
|
$
|
9.82
|
|
|
$
|
(0.27)
|
|
|
$
|
(5.65)
|
|
|
$
|
3.91
|
|
Weighted average
diluted shares
|
2,316
|
|
|
2,316
|
|
|
2,316
|
|
|
2,316
|
|
|
2,276
|
|
|
2,276
|
|
|
2,276
|
|
|
2,276
|
|
________
|
(1)
|
The
sum of the adjusted net income (loss) per diluted share available
to common stockholders as calculated for the segments may differ
from the consolidated total due to rounding.
|
ASHFORD INC. AND
SUBSIDIARIES HOSPITALITY PRODUCTS &
SERVICES CONSOLIDATED STATEMENTS OF OPERATIONS
AND RECONCILIATION OF NET INCOME (LOSS) TO EBITDA,
ADJUSTED EBITDA AND ADJUSTED NET INCOME
(LOSS) (unaudited, in thousands, except per share
amounts)
|
|
|
Three Months Ended
September 30, 2017
|
|
Three Months Ended
September 30, 2016
|
|
Pure
Rooms
|
|
OpenKey
|
|
Hospitality
Products & Services
|
|
Pure
Rooms
|
|
OpenKey
|
|
Hospitality
Products & Services
|
REVENUE
|
|
|
|
|
|
|
|
|
|
|
|
Other
|
$
|
828
|
|
|
$
|
72
|
|
|
$
|
900
|
|
|
$
|
—
|
|
|
$
|
27
|
|
|
$
|
27
|
|
Total
revenue
|
828
|
|
|
72
|
|
|
900
|
|
|
—
|
|
|
27
|
|
|
27
|
|
EXPENSES
|
|
|
|
|
|
|
|
|
|
|
|
Salaries and
benefits
|
318
|
|
|
395
|
|
|
713
|
|
|
—
|
|
|
332
|
|
|
332
|
|
Equity based
compensation
|
—
|
|
|
11
|
|
|
11
|
|
|
—
|
|
|
—
|
|
|
—
|
|
General and
administrative
|
85
|
|
|
342
|
|
|
427
|
|
|
—
|
|
|
333
|
|
|
333
|
|
Depreciation and
amortization
|
16
|
|
|
6
|
|
|
22
|
|
|
—
|
|
|
6
|
|
|
6
|
|
Other
|
341
|
|
|
26
|
|
|
367
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Total operating
expenses
|
760
|
|
|
780
|
|
|
1,540
|
|
|
—
|
|
|
671
|
|
|
671
|
|
OPERATING INCOME
(LOSS)
|
68
|
|
|
(708)
|
|
|
(640)
|
|
|
—
|
|
|
(644)
|
|
|
(644)
|
|
Other
|
(10)
|
|
|
(15)
|
|
|
(25)
|
|
|
—
|
|
|
(12)
|
|
|
(12)
|
|
INCOME (LOSS)
BEFORE INCOME TAXES
|
58
|
|
|
(723)
|
|
|
(665)
|
|
|
—
|
|
|
(656)
|
|
|
(656)
|
|
Income tax (expense)
benefit
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
NET INCOME
(LOSS)
|
58
|
|
|
(723)
|
|
|
(665)
|
|
|
—
|
|
|
(656)
|
|
|
(656)
|
|
(Income) loss from
consolidated entities attributable to noncontrolling
interests
|
(11)
|
|
|
113
|
|
|
102
|
|
|
—
|
|
|
82
|
|
|
82
|
|
Net (income) loss
attributable to redeemable noncontrolling interests
|
—
|
|
|
296
|
|
|
296
|
|
|
—
|
|
|
322
|
|
|
322
|
|
NET INCOME (LOSS)
ATTRIBUTABLE TO THE COMPANY
|
$
|
47
|
|
|
$
|
(314)
|
|
|
$
|
(267)
|
|
|
$
|
—
|
|
|
$
|
(252)
|
|
|
$
|
(252)
|
|
Interest expense and
amortization of loan costs
|
7
|
|
|
5
|
|
|
12
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Depreciation and
amortization
|
11
|
|
|
4
|
|
|
15
|
|
|
—
|
|
|
—
|
|
|
—
|
|
EBITDA
|
65
|
|
|
(305)
|
|
|
(240)
|
|
|
—
|
|
|
(252)
|
|
|
(252)
|
|
Equity-based
compensation
|
—
|
|
|
5
|
|
|
5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Transaction
costs
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Severance
costs
|
88
|
|
|
—
|
|
|
88
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Adjusted
EBITDA
|
153
|
|
|
(300)
|
|
|
(147)
|
|
|
—
|
|
|
(252)
|
|
|
(252)
|
|
Interest expense and
amortization of loan costs
|
(7)
|
|
|
(5)
|
|
|
(12)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Adjusted net
income (loss)
|
$
|
146
|
|
|
$
|
(305)
|
|
|
$
|
(159)
|
|
|
$
|
—
|
|
|
$
|
(252)
|
|
|
$
|
(252)
|
|
Adjusted net
income (loss) per diluted share available to common
stockholders
|
$
|
0.06
|
|
|
$
|
(0.13)
|
|
|
$
|
(0.07)
|
|
|
$
|
—
|
|
|
$
|
(0.11)
|
|
|
$
|
(0.11)
|
|
Weighted average
diluted shares
|
2,322
|
|
|
2,322
|
|
|
2,322
|
|
|
2,277
|
|
|
2,277
|
|
|
2,277
|
|
ASHFORD INC. AND
SUBSIDIARIES HOSPITALITY PRODUCTS &
SERVICES CONSOLIDATED STATEMENTS OF OPERATIONS
AND RECONCILIATION OF NET INCOME (LOSS) TO EBITDA,
ADJUSTED EBITDA AND ADJUSTED NET INCOME
(LOSS) (unaudited, in thousands, except per share
amounts)
|
|
|
Nine Months Ended
September 30, 2017
|
|
Nine Months Ended
September 30, 2016
|
|
Pure
Rooms
|
|
OpenKey
|
|
Hospitality
Products & Services
|
|
Pure
Rooms
|
|
OpenKey
|
|
Hospitality
Products & Services
|
REVENUE
|
|
|
|
|
|
|
|
|
|
|
|
Other
|
$
|
1,458
|
|
|
$
|
140
|
|
|
$
|
1,598
|
|
|
$
|
—
|
|
|
$
|
27
|
|
|
$
|
27
|
|
Total
revenue
|
1,458
|
|
|
140
|
|
|
1,598
|
|
|
—
|
|
|
27
|
|
|
27
|
|
EXPENSES
|
|
|
|
|
|
|
|
|
|
|
|
Salaries and
benefits
|
496
|
|
|
1,263
|
|
|
1,759
|
|
|
—
|
|
|
1,015
|
|
|
1,015
|
|
Equity based
compensation
|
—
|
|
|
27
|
|
|
27
|
|
|
—
|
|
|
—
|
|
|
—
|
|
General and
administrative
|
433
|
|
|
1,132
|
|
|
1,565
|
|
|
—
|
|
|
1,052
|
|
|
1,052
|
|
Depreciation and
amortization
|
33
|
|
|
17
|
|
|
50
|
|
|
—
|
|
|
17
|
|
|
17
|
|
Other
|
592
|
|
|
26
|
|
|
618
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Total operating
expenses
|
1,554
|
|
|
2,465
|
|
|
4,019
|
|
|
—
|
|
|
2,084
|
|
|
2,084
|
|
OPERATING INCOME
(LOSS)
|
(96)
|
|
|
(2,325)
|
|
|
(2,421)
|
|
|
—
|
|
|
(2,057)
|
|
|
(2,057)
|
|
Other
|
(20)
|
|
|
(27)
|
|
|
(47)
|
|
|
—
|
|
|
(31)
|
|
|
(31)
|
|
INCOME (LOSS)
BEFORE INCOME TAXES
|
(116)
|
|
|
(2,352)
|
|
|
(2,468)
|
|
|
—
|
|
|
(2,088)
|
|
|
(2,088)
|
|
Income tax (expense)
benefit
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
NET INCOME
(LOSS)
|
(116)
|
|
|
(2,352)
|
|
|
(2,468)
|
|
|
—
|
|
|
(2,088)
|
|
|
(2,088)
|
|
(Income) loss from
consolidated entities attributable to noncontrolling
interests
|
40
|
|
|
373
|
|
|
413
|
|
|
—
|
|
|
684
|
|
|
684
|
|
Net (income) loss
attributable to redeemable noncontrolling interests
|
—
|
|
|
991
|
|
|
991
|
|
|
—
|
|
|
788
|
|
|
788
|
|
NET INCOME (LOSS)
ATTRIBUTABLE TO THE COMPANY
|
(76)
|
|
|
(988)
|
|
|
(1,064)
|
|
|
—
|
|
|
(616)
|
|
|
(616)
|
|
Interest expense and
amortization of loan costs
|
14
|
|
|
7
|
|
|
21
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Depreciation and
amortization
|
23
|
|
|
8
|
|
|
31
|
|
|
—
|
|
|
4
|
|
|
4
|
|
Income tax expense
(benefit)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
EBITDA
|
(39)
|
|
|
(973)
|
|
|
(1,012)
|
|
|
—
|
|
|
(612)
|
|
|
(612)
|
|
Equity-based
compensation
|
—
|
|
|
5
|
|
|
5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Transaction
costs
|
167
|
|
|
—
|
|
|
167
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Severance
costs
|
88
|
|
|
—
|
|
|
88
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Adjusted
EBITDA
|
216
|
|
|
(968)
|
|
|
(752)
|
|
|
—
|
|
|
(612)
|
|
|
(612)
|
|
Interest expense and
amortization of loan costs
|
(14)
|
|
|
(7)
|
|
|
(21)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Income tax benefit
(expense)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Adjusted net
income (loss)
|
$
|
202
|
|
|
$
|
(975)
|
|
|
$
|
(773)
|
|
|
$
|
—
|
|
|
$
|
(612)
|
|
|
$
|
(612)
|
|
Adjusted net
income (loss) per diluted share available to common
stockholders
|
$
|
0.09
|
|
|
$
|
(0.42)
|
|
|
$
|
(0.33)
|
|
|
$
|
—
|
|
|
$
|
(0.27)
|
|
|
$
|
(0.27)
|
|
Weighted average
diluted shares
|
2,316
|
|
|
2,316
|
|
|
2,316
|
|
|
2,276
|
|
|
2,276
|
|
|
2,276
|
|
View original
content:http://www.prnewswire.com/news-releases/ashford-reports-third-quarter-2017-results-300548649.html
SOURCE Ashford Inc.