SOTHERLY HOTELS INC., 10-K filed on 3/31/2025
Annual Report
v3.25.1
Document and Entity Information - USD ($)
 12 Months Ended
Dec. 31, 2024
Mar. 15, 2025
Jun. 30, 2024
Document Information [Line Items]      
Document Type 10-K    
Amendment Flag false    
Document Period End Date Dec. 31, 2024    
Document Fiscal Year Focus 2024    
Document Fiscal Period Focus FY    
Document Annual Report true    
Document Transition Report false    
Entity Registrant Name SOTHERLY HOTELS INC.    
Entity Central Index Key 0001301236    
Current Fiscal Year End Date --12-31    
Entity Well-known Seasoned Issuer No    
Entity Current Reporting Status Yes    
Entity Voluntary Filers No    
Entity Interactive Data Current Yes    
Entity Filer Category Non-accelerated Filer    
Entity Emerging Growth Company false    
Entity Small Business true    
ICFR Auditor Attestation Flag false    
Entity Shell Company false    
Entity Incorporation, State or Country Code MD    
Entity File Number 001-32379    
Entity Tax Identification Number 20-1531029    
Entity Address, Address Line One 306 South Henry Street, Suite 100    
Entity Address, City or Town Williamsburg    
Entity Address, State or Province VA    
Entity Address, Postal Zip Code 23185    
City Area Code 757    
Local Phone Number 229-5648    
Entity Common Stock, Shares Outstanding   20,126,415  
Entity Public Float     $ 22,826,540
Auditor Firm ID 686    
Auditor Name Forvis Mazars, LLP    
Auditor Location Jacksonville, Florida    
Documents Incorporated by Reference Part III of this Form 10-K incorporates by reference certain portions of Sotherly Hotels Inc.’s proxy statement for its 2025 annual meeting of stockholders to be filed with the Securities and Exchange Commission not later than 120 days after the end of the fiscal year covered by this report (or information will be provided by amendment to this Form 10-K).    
Auditor Opinion

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheets of Sotherly Hotels Inc. and subsidiaries (the “Company”) as of December 31, 2024 and 2023, the related consolidated statements of operations, changes in equity, and cash flows for each of the years in the three-year period ended December 31, 2024, and the related notes and financial statement Schedule III (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and the results of their operations and their cash flows for each of the years in the three-year period ended December 31, 2024, in conformity with accounting principles generally accepted in the United States of America.

    
Document Financial Statement Error Correction [Flag] false    
Common Stock [Member]      
Document Information [Line Items]      
Title of each class Common Stock, $0.01 par value    
Trading Symbol SOHO    
Name of each exchange on which registered NASDAQ    
8.0% Series B Cumulative Redeemable Perpetual Preferred Stock [Member]      
Document Information [Line Items]      
Title of each class 8.0% Series B Cumulative Redeemable Perpetual Preferred Stock, $0.01 par value    
Trading Symbol SOHOB    
Name of each exchange on which registered NASDAQ    
7.875% Series C Cumulative Redeemable Perpetual Preferred Stock [Member]      
Document Information [Line Items]      
Title of each class 7.875% Series C Cumulative Redeemable Perpetual Preferred Stock, $0.01 par value    
Trading Symbol SOHOO    
Name of each exchange on which registered NASDAQ    
8.25% Series D Cumulative Redeemable Perpetual Preferred Stock [Member]      
Document Information [Line Items]      
Title of each class 8.25% Series D Cumulative Redeemable Perpetual Preferred Stock, $0.01 par value    
Trading Symbol SOHON    
Name of each exchange on which registered NASDAQ    
Sotherly Hotels LP [Member]      
Document Information [Line Items]      
Document Type 10-K    
Amendment Flag false    
Document Period End Date Dec. 31, 2024    
Document Fiscal Year Focus 2024    
Document Fiscal Period Focus FY    
Document Annual Report true    
Document Transition Report false    
Entity Registrant Name SOTHERLY HOTELS LP    
Entity Central Index Key 0001301236    
Current Fiscal Year End Date --12-31    
Entity Well-known Seasoned Issuer No    
Entity Current Reporting Status Yes    
Entity Voluntary Filers No    
Entity Interactive Data Current Yes    
Entity Filer Category Non-accelerated Filer    
Entity Emerging Growth Company false    
Entity Small Business false    
ICFR Auditor Attestation Flag false    
Entity Shell Company false    
Entity Incorporation, State or Country Code DE    
Entity File Number 001-36091    
Entity Tax Identification Number 20-1965427    
Entity Address, Address Line One 306 South Henry Street, Suite 100    
Entity Address, City or Town Williamsburg    
Entity Address, State or Province VA    
Entity Address, Postal Zip Code 23185    
City Area Code 757    
Local Phone Number 229-5648    
v3.25.1
Consolidated Balance Sheets - USD ($)
Dec. 31, 2024
Dec. 31, 2023
ASSETS    
Investment in hotel properties, net $ 372,376,626 $ 354,919,106
Cash and cash equivalents 7,327,880 17,101,993
Restricted cash 21,382,595 9,134,347
Accounts receivable, net 7,525,356 5,945,724
Prepaid expenses, inventory and other assets 5,763,463 6,342,310
TOTAL ASSETS 414,375,920 393,443,480
LIABILITIES    
Mortgage loans, net 316,516,148 315,989,194
Unsecured notes 658,766 1,536,809
Finance lease liabilities 23,201,751 54,354
Accounts payable and accrued liabilities 26,577,504 23,315,677
Advance deposits 3,734,825 2,614,981
Dividends and distributions payable 2,088,160 2,088,160
TOTAL LIABILITIES 372,777,154 345,544,821
Commitments and contingencies
Sotherly Hotels Inc. stockholders’ equity    
Common stock, par value $0.01, 69,000,000 shares authorized, 19,849,165 shares issued and outstanding at December 31, 2024 and 19,696,805 shares issued and outstanding at December 31, 2023. 198,492 196,968
Additional paid-in capital 175,372,798 175,779,222
Unearned ESOP shares (862,107) (1,764,507)
Distributions in excess of retained earnings (131,695,891) (125,021,013)
Total Sotherly Hotels Inc. stockholders’ equity 43,053,025 49,230,403
Noncontrolling interest (1,454,259) (1,331,744)
TOTAL EQUITY 41,598,766 47,898,659
TOTAL LIABILITIES AND EQUITY 414,375,920 393,443,480
8.0% Series B Cumulative Redeemable Perpetual Preferred Stock [Member]    
Sotherly Hotels Inc. stockholders’ equity    
Preferred stock, $0.01 par value, 11,000,000 shares authorized: 14,641 14,641
7.875% Series C Cumulative Redeemable Perpetual Preferred Stock [Member]    
Sotherly Hotels Inc. stockholders’ equity    
Preferred stock, $0.01 par value, 11,000,000 shares authorized: 13,461 13,461
8.25% Series D Cumulative Redeemable Perpetual Preferred Stock [Member]    
Sotherly Hotels Inc. stockholders’ equity    
Preferred stock, $0.01 par value, 11,000,000 shares authorized: 11,631 11,631
Sotherly Hotels LP [Member]    
ASSETS    
Investment in hotel properties, net 372,376,626 354,919,106
Cash and cash equivalents 7,327,880 17,101,993
Restricted cash 21,382,595 9,134,347
Accounts receivable, net 7,525,356 5,945,724
Loan receivable - affiliate 807,160 1,744,532
Prepaid expenses, inventory and other assets 5,763,463 6,342,310
TOTAL ASSETS 415,183,080 395,188,012
LIABILITIES    
Mortgage loans, net 316,516,148 315,989,194
Unsecured notes 658,766 1,536,809
Finance lease liabilities 23,201,751  
Accounts payable and accrued liabilities 26,577,504 23,315,677
Advance deposits 3,734,825 2,614,981
Dividends and distributions payable 2,088,160 2,088,160
TOTAL LIABILITIES 372,777,154 345,544,821
Commitments and contingencies
PARTNERS' CAPITAL    
General Partner: 206,744 units and 205,220 units issued and outstanding as of December 31, 2024 and December 31, 2023, respectively. (234,736) (171,830)
Limited Partners: 20,006,607 units and 19,855,771 units issued and outstanding as of December 31, 2024 and December 31, 2023, respectively. (50,780,103) (43,605,744)
TOTAL PARTNERS' CAPITAL 42,405,926 49,643,191
Sotherly Hotels Inc. stockholders’ equity    
TOTAL LIABILITIES AND EQUITY 415,183,080 395,188,012
Sotherly Hotels LP [Member] | 8.0% Series B Cumulative Redeemable Perpetual Preferred Units [Member]    
PARTNERS' CAPITAL    
Preferred units, 11,000,000 units authorized; 34,344,086 34,344,086
Sotherly Hotels LP [Member] | 7.875% Series C Cumulative Redeemable Perpetual Preferred Stock [Member]    
PARTNERS' CAPITAL    
Preferred units, 11,000,000 units authorized; 31,571,778 31,571,778
Sotherly Hotels LP [Member] | 8.25% Series D Cumulative Redeemable Perpetual Preferred Stock [Member]    
PARTNERS' CAPITAL    
Preferred units, 11,000,000 units authorized; $ 27,504,901 $ 27,504,901
v3.25.1
Consolidated Balance Sheets (Parenthetical) - USD ($)
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Preferred stock, shares authorized 11,000,000 11,000,000
Common stock, par value $ 0.01 $ 0.01
Common stock, shares authorized 69,000,000 69,000,000
Common stock, shares issued 19,849,165 19,696,805
Common stock, shares outstanding 19,849,165 19,696,805
8.0% Series B Cumulative Redeemable Perpetual Preferred Stock [Member]    
Preferred stock, par value $ 0.01 $ 0.01
Preferred stock, shares authorized 11,000,000 11,000,000
Preferred stock, dividend rate percentage 8.00% 8.00%
Preferred stock, shares issued 1,464,100 1,464,100
Preferred stock, shares outstanding 1,464,100 1,464,100
Preferred stock, aggregate liquidation preference $ 44,655,050 $ 44,655,050
7.875% Series C Cumulative Redeemable Perpetual Preferred Stock [Member]    
Preferred stock, par value $ 0.01 $ 0.01
Preferred stock, shares authorized 11,000,000 11,000,000
Preferred stock, dividend rate percentage 7.875% 7.875%
Preferred stock, shares issued 1,346,110 1,346,110
Preferred stock, shares outstanding 1,346,110 1,346,110
Preferred stock, aggregate liquidation preference $ 40,940,681 $ 40,940,681
8.25% Series D Cumulative Redeemable Perpetual Preferred Stock [Member]    
Preferred stock, par value $ 0.01 $ 0.01
Preferred stock, shares authorized 11,000,000 11,000,000
Preferred stock, dividend rate percentage 8.25% 8.25%
Preferred stock, shares issued 1,163,100 1,163,100
Preferred stock, shares outstanding 1,163,100 1,163,100
Preferred stock, aggregate liquidation preference $ 35,674,458 $ 35,674,458
Sotherly Hotels LP [Member]    
General Partner, units issued 206,744 205,220
General Partner, units outstanding 206,744 205,220
Limited Partner, units issued 20,006,607 19,855,771
Limited Partner, units outstanding 20,006,607 19,855,771
Sotherly Hotels LP [Member] | 8.0% Series B Cumulative Redeemable Perpetual Preferred Units [Member]    
Preferred units, authorized 11,000,000 11,000,000
Preferred units, dividend rate percentage 8.00% 8.00%
Preferred units, issued 1,464,100 1,464,100
Preferred units, outstanding 1,464,100 1,464,100
Preferred units, aggregate liquidation preference $ 44,655,050 $ 44,655,050
Sotherly Hotels LP [Member] | 7.875% Series C Cumulative Redeemable Perpetual Preferred Stock [Member]    
Preferred units, authorized 11,000,000 11,000,000
Preferred units, dividend rate percentage 7.875% 7.875%
Preferred units, issued 1,346,110 1,346,110
Preferred units, outstanding 1,346,110 1,346,110
Preferred units, aggregate liquidation preference $ 40,940,681 $ 40,940,681
Sotherly Hotels LP [Member] | 8.25% Series D Cumulative Redeemable Perpetual Preferred Stock [Member]    
Preferred units, authorized 11,000,000 11,000,000
Preferred units, dividend rate percentage 8.25% 8.25%
Preferred units, issued 1,163,100 1,163,100
Preferred units, outstanding 1,163,100 1,163,100
Preferred units, aggregate liquidation preference $ 35,674,458 $ 35,674,458
v3.25.1
Consolidated Statements of Operations - USD ($)
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
REVENUE      
Total revenue $ 181,894,287 $ 173,838,057 $ 166,077,304
Hotel operating expenses      
Total hotel operating expenses 135,081,459 129,050,356 119,614,736
Depreciation and amortization 19,380,906 18,788,748 18,650,336
(Gain) loss on disposal of assets (4,400) (4,700) 636,198
Corporate general and administrative 6,788,460 7,078,222 6,621,221
Total operating expenses 161,246,425 154,912,626 145,522,491
NET OPERATING INCOME 20,647,862 18,925,431 20,554,813
Other income (expense)      
Interest expense (20,882,681) (17,588,091) (19,772,802)
Interest income 692,756 802,183 189,291
Other income 489,267 456,388  
Loss on early extinguishment of debt (241,878)   (5,944,881)
Realized gain on hedging activities 1,041,994    
Unrealized gain (loss) on hedging activities (937,783) (737,682) 2,918,207
PPP loan forgiveness   275,494 4,720,278
Gain on sale of assets     30,053,977
Gain on involuntary conversion of assets 502,808 1,371,041 1,763,320
Net income before income taxes 1,312,345 3,504,764 34,482,203
Income tax (provision) benefit (132,491) 304,947 (522,355)
Net income 1,179,854 3,809,711 33,959,848
Add: Net income (loss) attributable to noncontrolling interest 122,515 131,710 (1,423,327)
Net income attributable to the Company 1,302,369 3,941,421 32,536,521
Undeclared distributions to preferred stockholders (7,977,250) (7,977,250) (7,634,219)
Gain on extinguishment of preferred stock     64,518
Net (loss) income attributable to common stockholders $ (6,674,881) $ (4,035,829) $ 24,966,820
Net (loss) income attributable per general and limited partner unit:      
Basic $ (0.34) $ (0.22) $ 1.4
Diluted $ (0.34) $ (0.22) $ 1.4
Weighted average number of common shares/general and limited partner units outstanding      
Basic 19,417,448 18,843,032 17,802,772
Diluted 19,417,448 18,843,032 17,802,772
Sotherly Hotels LP [Member]      
REVENUE      
Total revenue $ 181,894,287 $ 173,838,057 $ 166,077,304
Hotel operating expenses      
Total hotel operating expenses 135,081,459 129,050,356 119,614,736
Depreciation and amortization 19,380,906 18,788,748 18,650,336
(Gain) loss on disposal of assets (4,400) (4,700) 636,198
Corporate general and administrative 6,788,460 7,078,222 6,621,221
Total operating expenses 161,246,425 154,912,626 145,522,491
NET OPERATING INCOME 20,647,862 18,925,431 20,554,813
Other income (expense)      
Interest expense (20,882,681) (17,588,091) (19,772,802)
Interest income 692,756 802,183 189,291
Other income 489,267 456,388 0
Loss on early extinguishment of debt (241,878)   (5,944,881)
Realized gain on hedging activities 1,041,994    
Unrealized gain (loss) on hedging activities (937,783) (737,682) 2,918,207
PPP loan forgiveness 0 275,494 4,720,278
Gain on sale of assets     30,053,977
Gain on involuntary conversion of assets 502,808 1,371,041 1,763,320
Net income before income taxes 1,312,345 3,504,764 34,482,203
Income tax (provision) benefit (132,491) 304,947 (522,355)
Net income 1,179,854 3,809,711 33,959,848
Undeclared distributions to preferred stockholders (7,977,250) (7,977,250) (7,634,219)
Undeclared distributions to preferred unit holders (7,977,250) (7,977,250) (7,634,219)
Gain on extinguishment of preferred units     64,518
Net (loss) income attributable to general and limited partnership unit holders $ (6,797,396) $ (4,167,539) $ 26,390,147
Net (loss) income attributable per general and limited partner unit:      
Basic $ (0.34) $ (0.21) $ 1.36
Diluted $ (0.34) $ (0.21) $ 1.36
Weighted average number of common shares/general and limited partner units outstanding      
Basic 19,997,274 19,808,602 19,266,320
Diluted 19,997,274 19,808,602 19,266,320
Rooms Department [Member]      
REVENUE      
Total revenue $ 119,079,903 $ 114,748,834 $ 109,553,906
Hotel operating expenses      
Total hotel operating expenses 27,376,330 26,177,539 25,782,888
Rooms Department [Member] | Sotherly Hotels LP [Member]      
REVENUE      
Total revenue 119,079,903 114,748,834 109,553,906
Hotel operating expenses      
Total hotel operating expenses 27,376,330 26,177,539 25,782,888
Food and Beverage Department [Member]      
REVENUE      
Total revenue 36,626,906 35,231,959 29,556,213
Hotel operating expenses      
Total hotel operating expenses 25,429,218 24,211,133 19,724,225
Food and Beverage Department [Member] | Sotherly Hotels LP [Member]      
REVENUE      
Total revenue 36,626,906 35,231,959 29,556,213
Hotel operating expenses      
Total hotel operating expenses 25,429,218 24,211,133 19,724,225
Other Operating Departments [Member]      
REVENUE      
Total revenue 26,187,478 23,857,264 26,967,185
Hotel operating expenses      
Total hotel operating expenses 9,428,889 9,031,960 9,296,056
Other Operating Departments [Member] | Sotherly Hotels LP [Member]      
REVENUE      
Total revenue 26,187,478 23,857,264 26,967,185
Hotel operating expenses      
Total hotel operating expenses 9,428,889 9,031,960 9,296,056
Indirect [Member]      
Hotel operating expenses      
Total hotel operating expenses 72,847,022 69,629,724 64,811,567
Indirect [Member] | Sotherly Hotels LP [Member]      
Hotel operating expenses      
Total hotel operating expenses $ 72,847,022 $ 69,629,724 $ 64,811,567
v3.25.1
Consolidated Statements of Changes in Equity - USD ($)
Total
Preferred Stock [Member]
Common Stock [Member]
Additional Paid-in Capital [Member]
Unearned ESOP Shares [Member]
Distributions in Excess of Retained Earnings [Member]
Noncontrolling Interest [Member]
Balances, beginning at Dec. 31, 2021 $ 16,502,930 $ 40,596 $ 174,410 $ 177,651,954 $ (3,083,398) $ (153,521,704) $ (4,758,928)
Balances, shares, beginning at Dec. 31, 2021   4,059,610 17,441,058        
Net income (loss) 33,959,848         32,536,521 1,423,327
Issuance of common stock 798,686   $ 3,951 794,735      
Issuance of common stock, shares     395,086        
Conversion of units in Operating partnership to shares of commonstock     $ 3,085 (2,605,108)     2,602,023
Conversion of units in Operating Partnership to shares of common stock, shares     308,532        
Amortization of ESOP Award 126,958     (355,306) 482,264    
Amortization of restricted stock awards 72,780     72,780      
Extinguishment of preferred stock 59,521 $ (863) $ 8,069 52,315      
Extinguishment of preferred stock, shares   (86,300) 806,849        
Balances, ending at Dec. 31, 2022 51,520,723 $ 39,733 $ 189,515 175,611,370 (2,601,134) (120,985,183) (733,578)
Balances, shares, ending at Dec. 31, 2022   3,973,310 18,951,525        
Net income (loss) 3,809,711         3,941,421 (131,710)
Issuance of common stock 225,386   $ 2,843 222,543      
Issuance of common stock, shares     284,278        
Conversion of units in Operating partnership to shares of commonstock     $ 4,610 461,846     (466,456)
Conversion of units in Operating Partnership to shares of common stock, shares     461,002        
Amortization of ESOP Award 171,897     (664,730) 836,627    
Amortization of restricted stock awards 148,193     148,193      
Common stockholders' dividends and distributions declared (7,977,251)         (7,977,251)  
Balances, ending at Dec. 31, 2023 47,898,659 $ 39,733 $ 196,968 175,779,222 (1,764,507) (125,021,013) (1,331,744)
Balances, shares, ending at Dec. 31, 2023   3,973,310 19,696,805        
Net income (loss) 1,179,854         1,302,369 (122,515)
Issuance of common stock 204,924   $ 1,524 203,400      
Issuance of common stock, shares     152,360        
Amortization of ESOP Award 125,495     (776,905) 902,400    
Amortization of restricted stock awards 167,081     167,081      
Common stockholders' dividends and distributions declared (7,977,247)         (7,977,247)  
Balances, ending at Dec. 31, 2024 $ 41,598,766 $ 39,733 $ 198,492 $ 175,372,798 $ (862,107) $ (131,695,891) $ (1,454,259)
Balances, shares, ending at Dec. 31, 2024   3,973,310 19,849,165        
v3.25.1
Consolidated Statements of Cash Flows
 12 Months Ended
Dec. 31, 2024
USD ($)
Dec. 31, 2023
USD ($)
Dec. 31, 2022
USD ($)
Cash flows from operating activities:      
Net income $ 1,179,854 $ 3,809,711 $ 33,959,848
Adjustments to reconcile net income to net cash provided by operating activities:      
Depreciation and amortization 19,380,906 18,788,748 18,650,336
Amortization of deferred financing costs 745,409 598,237 1,293,092
Amortization of deferred lease expense 423,382    
Amortization of mortgage premium (24,681) (24,681) (24,681)
Amortization of finance lease liabilities 536,758    
Gain on involuntary conversion of assets (502,808) (1,371,041) (1,763,320)
Unrealized loss on hedging activities 937,783 737,682 (2,918,207)
Loss on early extinguishment of debt 241,878   5,944,881
PPP loan forgiveness   (275,494) (4,720,278)
Gain on sale of assets     (30,053,977)
(Gain) loss on disposal of assets (4,400) (4,700) 633,803
ESOP and stock / unit - based compensation 497,500 559,220 998,424
Changes in assets and liabilities:      
Accounts receivable (1,579,632) (42,453) (1,439,886)
Prepaid expenses, inventory and other assets 429,109 1,824,607 (1,597,055)
Accounts payable and other accrued liabilities 2,508,244 (3,581,342) (12,984,231)
Advance deposits 1,119,844 381,968 680,071
Net cash provided by operating activities 25,889,146 21,400,462 6,658,820
Cash flows from investing activities:      
Proceeds from sale of hotel properties     52,403,981
Improvements and additions to hotel properties (14,648,934) (8,181,496) (7,964,630)
Proceeds from involuntary conversion 502,808 1,312,675 2,180,489
Proceeds from sale of assets 4,400 141,952 35,327
Net cash used in investing activities (14,141,726) (6,726,869) 46,655,167
Cash flows from financing activities:      
Proceeds from mortgage loans 66,250,000 2,715,833 7,777,475
Redemption of interest rate swap 965,000    
Payments on mortgage loans (64,961,688) (7,256,859) (38,507,799)
Payments on secured notes     (20,000,000)
Payments of unsecured notes (878,043) (740,857) (461,181)
Purchase of interest rate cap (916,000)    
Payments on finance lease liabilities (31,339)    
Payments of deferred financing costs (1,723,964) (525,437) (359,389)
Preferred dividends paid (7,977,251) (9,971,563)  
Net cash used in financing activities (9,273,285) (15,778,883) (51,550,894)
Net increase in cash, cash equivalents and restricted cash 2,474,135 (1,105,290) 1,763,093
Cash, cash equivalents and restricted cash at the beginning of the period 26,236,340 27,341,630 25,578,537
Cash, cash equivalents and restricted cash at the end of the period 28,710,475 26,236,340 27,341,630
Supplemental disclosures:      
Cash paid during the period for interest 20,375,075 17,084,338 23,277,738
Cash paid during the period for income taxes 158,789 164,450 26,000
Cash paid for amounts included in the measurement of lease liabilities:      
Operating cash flows for operating leases 1,135,237 1,013,605 1,139,467
Operating cash flows for finance leases 85,491 4,486  
Financing cash flows for finance leases 31,339 9,070  
Non-cash investing and financing activities:      
Accrued capital expenditures 165,566 (471,661) 56,914
Remeasurement of finance lease asset and liability 22,352,075    
Acquisition of finance lease assets and liabilities 241,978 63,424  
Cash and cash equivalents 7,327,880 17,101,993 21,918,680
Restricted cash 21,382,595 9,134,347 5,422,950
Cash, cash equivalents and restricted cash at the end of the period 28,710,475 26,236,340 27,341,630
Sotherly Hotels LP [Member]      
Cash flows from operating activities:      
Net income 1,179,854 3,809,711 33,959,848
Adjustments to reconcile net income to net cash provided by operating activities:      
Depreciation and amortization 19,380,906 18,788,748 18,650,336
Amortization of deferred financing costs 745,409 598,237 1,293,092
Amortization of deferred lease expense 423,382    
Amortization of mortgage premium (24,681) (24,681) (24,681)
Amortization of finance lease liabilities 536,758    
Gain on involuntary conversion of assets (502,808) (1,371,041) (1,763,320)
Unrealized loss on hedging activities 937,783 737,682 (2,918,207)
Loss on early extinguishment of debt 241,878   5,944,881
PPP loan forgiveness   (275,494) (4,720,278)
Gain on sale of assets     (30,053,977)
(Gain) loss on disposal of assets (4,400) (4,700) 633,803
ESOP and stock / unit - based compensation (439,871) (346,774) 491,778
Changes in assets and liabilities:      
Accounts receivable (1,579,632) (42,453) (1,439,886)
Prepaid expenses, inventory and other assets 429,109 1,824,607 (1,597,055)
Accounts payable and other accrued liabilities 2,508,244 (3,581,342) (12,984,231)
Advance deposits 1,119,844 381,968 680,071
Net cash provided by operating activities 24,951,775 20,494,468 6,152,174
Cash flows from investing activities:      
Proceeds from sale of hotel properties     52,403,981
Improvements and additions to hotel properties (14,648,934) (8,181,496) (7,964,630)
ESOP loan payments received 937,371 905,994 506,646
Proceeds from involuntary conversion 502,808 1,312,675 2,180,489
Proceeds from sale of assets 4,400 141,952 35,327
Net cash used in investing activities (13,204,355) (5,820,875) 47,161,813
Cash flows from financing activities:      
Proceeds from mortgage loans 66,250,000 2,715,833 7,777,475
Redemption of interest rate swap 965,000    
Payments on mortgage loans (64,961,688) (7,256,859) (38,507,799)
Payments on secured notes     (20,000,000)
Payments of unsecured notes (878,043) (740,857) (461,181)
Purchase of interest rate cap (916,000)    
Payments on finance lease liabilities (31,339)    
Payments of deferred financing costs (1,723,964) (525,437) (359,389)
Preferred dividends paid (7,977,251) (9,971,563)  
Net cash used in financing activities (9,273,285) (15,778,883) (51,550,894)
Net increase in cash, cash equivalents and restricted cash 2,474,135 (1,105,290) 1,763,093
Cash, cash equivalents and restricted cash at the beginning of the period 26,236,340 27,341,630 25,578,537
Cash, cash equivalents and restricted cash at the end of the period 28,710,475 26,236,340 27,341,630
Supplemental disclosures:      
Cash paid during the period for interest 20,375,075 17,116,639 23,157,605
Cash paid during the period for income taxes 158,789 164,450 26,000
Cash paid for amounts included in the measurement of lease liabilities:      
Operating cash flows for operating leases 1,135,237 1,013,605 1,139,467
Operating cash flows for finance leases 85,491 4,486  
Financing cash flows for finance leases 31,339 9,070  
Non-cash investing and financing activities:      
Accrued capital expenditures 165,566 (471,661) 56,914
Remeasurement of finance lease asset and liability 22,352,075    
Acquisition of finance lease assets and liabilities 241,978 63,424  
Cash and cash equivalents 7,327,880 17,101,993 21,918,680
Restricted cash 21,382,595 9,134,347 5,422,950
Cash, cash equivalents and restricted cash at the end of the period $ 28,710,475 $ 26,236,340 $ 27,341,630
v3.25.1
Consolidated Statements of Changes in Partners' Capital - USD ($)
Total
Sotherly Hotels LP [Member]
Sotherly Hotels LP [Member]
General Partner [Member]
Sotherly Hotels LP [Member]
Limited Partner [Member]
Sotherly Hotels LP [Member]
Preferred Units [Member]
Sotherly Hotels LP [Member]
Preferred Units [Member]
Series B Preferred Units [Member]
Sotherly Hotels LP [Member]
Preferred Units [Member]
Series C Preferred Units [Member]
Sotherly Hotels LP [Member]
Preferred Units [Member]
Series D Preferred Units [Member]
Balances, beginning at Dec. 31, 2021   $ 19,660,102 $ (469,805) $ (75,315,469)   $ 35,420,784 $ 32,474,760 $ 27,549,832
Balances, units, beginning at Dec. 31, 2021     185,748 18,389,030 4,059,610      
Issuance of partnership units   798,686 $ 7,987 $ 790,699        
Issuance of partnership units, number of units     3,951 391,135        
Amortization of restricted units award $ 72,780 72,780 $ 728 $ 72,052        
Unit based compensation   (379,688) (5,025) (374,663)        
Extinguishment of preferred units 59,521 59,521 $ 20,495 $ 2,063,637   (1,076,698) (902,982) (44,931)
Extinguishment of preferred units, shares     8,068 798,781 (86,300)      
Net (loss) income 33,959,848 33,959,848 $ 339,598 $ 33,620,250        
Balances, ending at Dec. 31, 2022   54,171,249 $ (106,022) $ (39,143,494)   34,344,086 31,571,778 27,504,901
Balances, units, ending at Dec. 31, 2022     197,767 19,578,946 3,973,310      
Issuance of partnership units   225,386 $ 2,254 $ 223,132        
Issuance of partnership units, number of units     7,453 276,825        
Amortization of restricted units award 148,193 148,193 $ 1,482 $ 146,711        
Unit based compensation   (734,097) (7,203) (726,894)        
Preferred units distributions declared   (7,977,251) (79,773) (7,897,478)        
Net (loss) income 3,809,711 3,809,711 17,432 3,792,279        
Balances, ending at Dec. 31, 2023   49,643,191 $ (171,830) $ (43,605,744)   34,344,086 31,571,778 27,504,901
Balances, units, ending at Dec. 31, 2023     205,220 19,855,771 3,973,310      
Issuance of partnership units   204,924 $ 2,049 $ 202,875        
Issuance of partnership units, number of units     1,524 150,836        
Amortization of restricted units award 167,081 167,081 $ 1,671 $ 165,410        
Unit based compensation   (811,877) (8,119) (803,758)        
Preferred units distributions declared   (7,977,247) (79,772) (7,897,475)        
Net (loss) income $ 1,179,854 1,179,854 21,265 1,158,589        
Balances, ending at Dec. 31, 2024   $ 42,405,926 $ (234,736) $ (50,780,103)   $ 34,344,086 $ 31,571,778 $ 27,504,901
Balances, units, ending at Dec. 31, 2024     206,744 20,006,607 3,973,310      
v3.25.1
Pay vs Performance Disclosure - USD ($)
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Pay vs Performance Disclosure      
Net Income (Loss) $ 1,302,369 $ 3,941,421 $ 32,536,521
v3.25.1
Insider Trading Arrangements
 3 Months Ended
Dec. 31, 2024
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
Rule 10b5-1 Arrangement Modified false
Non-Rule 10b5-1 Arrangement Modified false
v3.25.1
Insider Trading Policies and Procedures
 12 Months Ended
Dec. 31, 2024
Insider Trading Policies and Procedures [Line Items]  
Insider Trading Policies and Procedures Adopted true
v3.25.1
Cybersecurity Risk Management, Strategy and Governance
 12 Months Ended
Dec. 31, 2024
Cybersecurity Risk Management, Strategy, and Governance [Line Items]  
Cybersecurity Risk Management Processes for Assessing, Identifying, and Managing Threats [Text Block]

Item 1C. Cybersecurity

The Company’s management recognizes the critical importance of monitoring for and properly addressing cybersecurity threats. Our Chief Financial Officer is the executive primarily responsible for identifying and managing risks to the Company from cybersecurity threats. With respect to the Company’s information systems, we rely on third-party technology and software providers to manage the cybersecurity risk to which those systems are subject. For elements of cybersecurity risk which fall outside the purview of the third-party technololgy and software providers, our Chief Financial Officer oversees the implementation of additional controls to reduce the likelihood of a cybersecurity incident occurring as well as to reduce the impact of any such incident, should it occur. At least annually, he discusses cybersecurity risk and the Company’s mitigation efforts and effectiveness of controls with the Audit Committee of the Board of Directors, which is the committee that has primary responsibility for overseeing our risk assessment and is composed solely of independent directors. The Audit Committee reviews and discusses our cybersecurity risk and reviews the tests of controls performed by consultants that perform the Company’s internal audit function. The chair of the Audit Committee may, at his discretion, report to the Chairman of the Board or the full Board of Directors.

As of December 31, 2024, no risk from cybersecurity threats, including as a result of any previous cybersecurity incidents, has materially affected or is reasonably likely to materially affect the Company, including our business strategy, results of operations or financial condition. Although we have implemented controls to protect our data and information systems and monitor our systems on an ongoing basis, such efforts may not prevent material compromises to our information systems in the future, including those that could have a material adverse effect on our business. We maintain cybersecurity insurance coverage to mitigate our financial

exposure to certain incidents, and we consult with our consultants that perform the Company’s internal audit function regarding opportunities and enhancements to strengthen our policies and procedures.

We do not retain any confidential information from our customers. While we have control over our information systems, we do not have control over the information systems of our hotel manager, Our Town, or of our franchisors. Although we set expectations for Our Town and our franchisors, we rely on them to manage the cybersecurity risk to which they are subject. Our hotel manager maintains separate cybersecurity insurance coverage to offset a portion of potential costs incurred from a security breach.

We currently do not have a cybersecurity incident response plan with respect to our data and information systems. We rely on our hotel manager and their cybersecurity consultants as well as our franchisors, to maintain cybersecurity incident response plans applicable to their systems and hotel-level systems they manage on our behalf.

For additional information about cybersecurity risk, see “Item 1A. Risk Factors - We and our hotel manager rely on information technology in our operations, and any material failure, inadequacy, interruption or security failure of that technology could harm our business.”
Cybersecurity Risk Management Third Party Engaged [Flag] true
Cybersecurity Risk Third Party Oversight and Identification Processes [Flag] true
Cybersecurity Risk Materially Affected or Reasonably Likely to Materially Affect Registrant [Flag] false
Cybersecurity Risk Board of Directors Oversight [Text Block] Our Chief Financial Officer is the executive primarily responsible for identifying and managing risks to the Company from cybersecurity threats. With respect to the Company’s information systems, we rely on third-party technology and software providers to manage the cybersecurity risk to which those systems are subject. For elements of cybersecurity risk which fall outside the purview of the third-party technololgy and software providers, our Chief Financial Officer oversees the implementation of additional controls to reduce the likelihood of a cybersecurity incident occurring as well as to reduce the impact of any such incident, should it occur. At least annually, he discusses cybersecurity risk and the Company’s mitigation efforts and effectiveness of controls with the Audit Committee of the Board of Directors, which is the committee that has primary responsibility for overseeing our risk assessment and is composed solely of independent directors. The Audit Committee reviews and discusses our cybersecurity risk and reviews the tests of controls performed by consultants that perform the Company’s internal audit function. The chair of the Audit Committee may, at his discretion, report to the Chairman of the Board or the full Board of Directors.
Cybersecurity Risk Board Committee or Subcommittee Responsible for Oversight [Text Block] Our Chief Financial Officer is the executive primarily responsible for identifying and managing risks to the Company from cybersecurity threats. With respect to the Company’s information systems, we rely on third-party technology and software providers to manage the cybersecurity risk to which those systems are subject. For elements of cybersecurity risk which fall outside the purview of the third-party technololgy and software providers, our Chief Financial Officer oversees the implementation of additional controls to reduce the likelihood of a cybersecurity incident occurring as well as to reduce the impact of any such incident, should it occur. At least annually, he discusses cybersecurity risk and the Company’s mitigation efforts and effectiveness of controls with the Audit Committee of the Board of Directors, which is the committee that has primary responsibility for overseeing our risk assessment and is composed solely of independent directors.
Cybersecurity Risk Process for Informing Board Committee or Subcommittee Responsible for Oversight [Text Block] The Audit Committee reviews and discusses our cybersecurity risk and reviews the tests of controls performed by consultants that perform the Company’s internal audit function. The chair of the Audit Committee may, at his discretion, report to the Chairman of the Board or the full Board of Directors.
Cybersecurity Risk Role of Management [Text Block] Our Chief Financial Officer is the executive primarily responsible for identifying and managing risks to the Company from cybersecurity threats. With respect to the Company’s information systems, we rely on third-party technology and software providers to manage the cybersecurity risk to which those systems are subject. For elements of cybersecurity risk which fall outside the purview of the third-party technololgy and software providers, our Chief Financial Officer oversees the implementation of additional controls to reduce the likelihood of a cybersecurity incident occurring as well as to reduce the impact of any such incident, should it occur. At least annually, he discusses cybersecurity risk and the Company’s mitigation efforts and effectiveness of controls with the Audit Committee of the Board of Directors, which is the committee that has primary responsibility for overseeing our risk assessment and is composed solely of independent directors.
Cybersecurity Risk Management Positions or Committees Responsible [Flag] true
Cybersecurity Risk Management Positions or Committees Responsible [Text Block] Our Chief Financial Officer is the executive primarily responsible for identifying and managing risks to the Company from cybersecurity threats. With respect to the Company’s information systems, we rely on third-party technology and software providers to manage the cybersecurity risk to which those systems are subject. For elements of cybersecurity risk which fall outside the purview of the third-party technololgy and software providers, our Chief Financial Officer oversees the implementation of additional controls to reduce the likelihood of a cybersecurity incident occurring as well as to reduce the impact of any such incident, should it occur. At least annually, he discusses cybersecurity risk and the Company’s mitigation efforts and effectiveness of controls with the Audit Committee of the Board of Directors, which is the committee that has primary responsibility for overseeing our risk assessment and is composed solely of independent directors.
Cybersecurity Risk Process for Informing Management or Committees Responsible [Text Block] The chair of the Audit Committee may, at his discretion, report to the Chairman of the Board or the full Board of Directors.
Cybersecurity Risk Management Positions or Committees Responsible Report to Board [Flag] true
v3.25.1
Organization and Description of Business
 12 Months Ended
Dec. 31, 2024
Accounting Policies [Abstract]  
Organization and Description of Business

1. Organization and Description of Business

Sotherly Hotels Inc. (the “Company”) is a self-managed and self-administered lodging real estate investment trust (“REIT”) that was incorporated in Maryland on August 20, 2004. The Company historically has focused on the acquisition, renovation, upbranding and repositioning of upscale to upper-upscale full-service hotels in the southern United States. The Company’s portfolio, as of December 31, 2024, consisted of investments in ten hotel properties, comprising 2,786 rooms and two hotel commercial condominium units and their associated rental programs. Seven of our hotels operated under the DoubleTree by Hilton, Tapestry Collection by Hilton, and Hyatt Centric brands, and three are independent hotels.

The Company commenced operations on December 21, 2004 when it completed its initial public offering (“IPO”) and thereafter consummated the acquisition of six hotel properties. Substantially all of the Company’s assets are held by, and all of its operations are conducted through, Sotherly Hotels LP, (the “Operating Partnership”).

Pursuant to the terms of the Amended and Restated Agreement of Limited Partnership (the “Partnership Agreement”), the Company, as general partner, is not entitled to compensation for its services to the Operating Partnership. The Company, as general partner, conducts substantially all of its operations through the Operating Partnership and the Company’s administrative expenses are the obligations of the Operating Partnership. Additionally, the Company is entitled to reimbursement for any expenditure incurred by it on the Operating Partnership’s behalf.

For the Company to qualify as a REIT, it cannot operate hotels. Therefore, the Operating Partnership, which, at December 31, 2024, was approximately 98.2% owned by the Company, and its subsidiaries, lease its hotels to direct and indirect subsidiaries of MHI Hospitality TRS Holding, Inc., MHI Hospitality TRS, LLC and certain of its subsidiaries, (collectively, “MHI TRS Entities”), each of which is a wholly-owned subsidiary of the Operating Partnership. For the years ended December 31, 2024, 2023, and 2022, the MHI TRS Entities engaged an eligible independent contractor, Our Town Hospitality, LLC (“Our Town”), to operate the hotels under individual hotel management contracts. MHI Hospitality TRS Holding, Inc. is treated as a taxable REIT subsidiary (“TRS”) for federal income tax purposes. As of December 31, 2024, Our Town was the manager of each of our ten wholly-owned hotels and our two condominium hotel rental programs.

All references in these “Notes to Consolidated Financial Statements” to “we,” “us” and “our” refer to the Company, its Operating Partnership and its subsidiaries and predecessors, collectively, unless the context otherwise requires or where otherwise indicated.

Significant Transactions

Significant transactions occurring during the current and two prior fiscal years include the following:

Between April 16 and May 6, 2020, the Company received proceeds of three separate PPP Loans administered by the U.S. Small Business Administration pursuant to the CARES Act totaling approximately $10.7 million. Each PPP Loan had an initial term of two years with the ability to extend the loan to five years, if not completely forgiven and carries an interest rate of 1.00%. Equal payments of principal and interest were to begin no later than 10 months following origination of the loan and are amortized over the remaining term of the loan. Pursuant to the terms of the CARES Act, the proceeds of each PPP Loan may be used for payroll costs, mortgage interest, rent or utility costs. The promissory note for each PPP Loan contains customary events of default relating to, among other things, payment defaults and breach of representations and warranties or of provisions of the relevant promissory note. On December 9, 2022, the Company was notified it had received forgiveness for one of its PPP Loans in the principal amount of approximately $4.6 million. On February 3, 2023, the Company was notified it has received forgiveness for another PPP Loan in the principal amount of approximately $0.3 million.

On December 31, 2020, the Company entered into the following agreements with KWHP SOHO, LLC ("KW") and MIG SOHO, LLC (together, the "Investors"): (i) a Note Purchase Agreement with the Investors; (ii) the Secured Notes; (iii) a Pledge and Security Agreement with KW; (iv) a Board Observer Agreement with KW; and (v) other ancillary agreements. These agreements constituted a transaction whereby the Investors purchased $20.0 million in Secured Notes (the "Secured Notes") from the Operating Partnership. On June 29, 2022, the Company satisfied and paid in full the Secured Notes.

On December 13, 2021, Louisville Hotel Associates, LLC, a Delaware limited liability company and an affiliate of the Company, entered into a purchase and sale agreement to sell the Sheraton Louisville Riverside hotel located in Jeffersonville, Indiana to Riverside Hotel, LLC, an Indiana limited liability company, for a purchase price of $11.5 million, including the assumption by the buyer of the mortgage loan on the hotel. On February 10, 2022, the Company closed the sale of the Sheraton Louisville Riverside hotel. There were no net proceeds from the sale.

On June 10, 2022, the Company closed the sale of the DoubleTree by Hilton Raleigh-Brownstone University hotel to CS Acquisition Vehicle, LLC for a purchase price of $42.0 million. The Company used approximately $18.6 million of the net cash proceeds from the sale of the hotel to repay the existing mortgage on the property and approximately $19.8 million of the net cash proceeds to repay a portion of the Secured Notes with the Investors as required by the terms of the Secured Notes. The Company used the remaining net cash proceeds for general corporate purposes. The Investors received approximately $19.8 million of the proceeds from the sale of the hotel, of which approximately $13.3 million was applied toward principal, approximately $6.3 million was applied toward the exit fee owed under the Secured Notes, and approximately $0.2 million was applied toward accrued interest. Additionally, the terms of the Secured Notes allowed for the release of a portion of the interest reserves in the amount of approximately $1.6 million, of which approximately $1.1 million was applied toward principal and approximately $0.5 million was applied toward the exit fee.

On June 28, 2022, the Company entered into amended loan documents to modify the existing mortgage loan on the Hotel Alba Tampa with the existing lender, Fifth Third Bank. Pursuant to the amended loan documents, the amended mortgage loan: (i) has an increased principal balance of $25.0 million; (ii) includes an extended maturity date of June 30, 2025, which may be further extended for two additional periods of one year each, subject to certain conditions; (iii) bears a floating interest rate of SOFR plus 2.75%, subject to a floor rate of 2.75%; (iv) amortizes on a 25-year schedule and requires payments of monthly interest plus $40,600 monthly amortization payments; and (v) is guaranteed by the Operating Partnership up to $12.5 million, with the guaranty reducing to $6.25 million upon the successful achievement of certain performance milestones.

On June 29, 2022, the Company used the proceeds from the refinance of the Hotel Alba Tampa, along with approximately $0.2 million of cash on hand as well as the balance of the interest reserve under the Secured Notes of approximately $0.5 million, to satisfy and pay in full the Secured Notes. The Investors received approximately $8.3 million in satisfaction of the Secured Notes, of which approximately $5.6 million was applied toward principal, approximately $2.6 million was applied toward the exit fee owed under the Secured Notes, and approximately $0.02 million was applied toward accrued interest. Concurrent with the cancellation of the Secured Notes, the following agreements were also terminated in accordance with their terms: (i) Note Purchase Agreement; (ii) Pledge and Security Agreement; (iii) Board Observer Agreement; and (iv) other related ancillary agreements.

From June 21, 2021 through August 24, 2022, the Company entered into various privately-negotiated share exchange agreements with holders of its Series B Preferred Stock, Series C Preferred Stock and Series D Preferred Stock, in reliance on Section 3(a)(9) of the Securities Act. Pursuant to those share exchange agreements, the Company has exchanged an aggregate of 3,0393,995 shares of its common stock for 145,900 shares of the Series B Preferred Stock, 208,500 shares of the Series C Preferred Stock, and 36,900 shares of the Series D Preferred Stock, together with all of the holder’s rights to receive accrued and unpaid dividends on those shares of Series B Preferred Stock, Series C Preferred Stock, and Series D Preferred Stock. The common stock was issued in reliance on the exemption from registration set forth in Section 3(a)(9) of the Securities Act, as amended, for securities exchanged by an issuer with an existing security holder in a transaction where no commission or other remuneration was paid or given directly or indirectly for soliciting such an exchange.

 

On February 26, 2023, the Company entered into amended loan documents to modify the mortgage loan on The Whitehall hotel located in Houston, TX with the lender, International Bank of Commerce. The amendment (i) extends the maturity date to February 26, 2028; (ii) maintains a floating interest rate of New York Prime Rate plus 1.25%; and (iii) subjects the interest rate to a floor rate of 7.50%. The mortgage loan continues to be guaranteed by the Operating Partnership. The amendment also required us to establish a real estate tax reserve as well as a debt service reserve that approximates the aggregate amount of one year's debt service, which was initially established at approximately $1.5 million.

 

On March 14, 2023, the Company entered into amended loan documents to modify the mortgage loan on the DoubleTree by Hilton Philadelphia Airport with the lender, TD Bank, N.A. The amendment provided a waiver for non-compliance with financial covenants for the periods ended September 30 and December 31, 2022, modified the reference rate replacing 1-month LIBOR with SOFR and required us to establish a debt service coverage reserve of $0.3 million.

 

On May 4, 2023, the Company entered into loan documents to secure a $10.0 million mortgage loan on the DoubleTree by Hilton Laurel hotel located in Laurel, MD with Citi Real Estate Funding Inc. Pursuant to the loan documents, the mortgage loan: (i) has a principal balance of $10.0 million; (ii) has a maturity date of May 6, 2028; (iii) carries a fixed interest rate of 7.35%; (iv)

requires payments of interest only; (v) cannot be prepaid until the last 4 months of the loan term; and (vi) contains customary representations, warranties, covenants and events of default for a mortgage loan.

 

On February 7, 2024, the Company entered into loan documents to secure a $35.0 million mortgage loan on the Hotel Alba Tampa located in Tampa, Florida with Citi Real Estate Funding Inc. The Company received approximately $10.2 million in net proceeds. Pursuant to the loan documents, the mortgage loan: (i) has a principal balance of $35.0 million; (ii) has a 5 year term maturing on March 6, 2029; (iii) carries a fixed interest rate of 8.49%; (iv) requires payments of interest only; (v) is guaranteed by the Operating Partnership only for traditional “bad boy” acts; (vi) cannot be prepaid until the last four months of the term; and (vii) contains customary representations, warranties, covenants and events of default for a mortgage loan.

On April 29, 2024, the Company entered into a loan amendment to amend the existing mortgage on the DoubleTree by Hilton Philadelphia Airport hotel with the existing lender, TD Bank, N.A. Pursuant to the amended loan documents, the mortgage loan: (i) has a principal balance of approximately $35.9 million; (ii) extends the maturity by two years to April 29, 2026; (iii) continues to carry a floating interest rate of SOFR plus 3.50%; (iv) requires payments of interest only; (v) continues to be guaranteed by the Operating Partnership; and (vi) contains customary representations, warranties, covenants and events of default for a mortgage loan. Concurrent with the execution of the loan amendment, the Company (i) made a principal payment of $3.0 million; (ii) funded $0.3 million to the interest reserve escrow, bringing the balance in the interest reserve escrow account to $1.3 million; (iii) funded $5.0 million into a product improvement plan ("PIP") reserve account; and (iv) provided $1.7 million in additional cash collateral, of which $1.2 million can be released into the PIP reserve account as early as June 30, 2025 assuming compliance with the financial covenants. On May 3, 2024, an affiliate of the Company entered into an interest rate cap with a notional amount of $26.0 million with Webster Bank, N.A. The cap has a strike rate of 3.0%, is indexed to SOFR, and expires on May 1, 2026.

On July 8, 2024, the Company secured an approximately $26.3 million mortgage loan on the DoubleTree by Hilton Jacksonville Riverfront hotel located in Jacksonville, Florida with Fifth Third Bank, N.A. The loan provides for an additional approximately $9.5 million available to fund a product improvement plan at the hotel; matures on July 8, 2029; and requires monthly payments of interest at a floating interest rate of SOFR plus 3.00% plus principal of $38,700.

On August 14, 2024, the Company secured a $5.0 million second mortgage loan on The DeSoto hotel located in Savannah, Georgia with MONY Life Insurance Company. The loan has a maturity date of July 1, 2026 and requires level payments of principal and interest at a fixed interest rate of 7.50% and amortizing on a 25-year schedule. Proceeds of the loan were used for working capital.
v3.25.1
Summary of Significant Accounting Policies
 12 Months Ended
Dec. 31, 2024
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies

2. Summary of Significant Accounting Policies

Basis of Presentation – The consolidated financial statements of the Company presented herein include all the accounts of Sotherly Hotels Inc., the Operating Partnership and the MHI TRS Entities. All significant inter-company balances and transactions have been eliminated. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included.

The consolidated financial statements of the Operating Partnership presented herein include all the accounts of Sotherly Hotels LP and the MHI TRS Entities. All significant inter-company balances and transactions have been eliminated. Additionally, all administrative expenses of the Company and those expenditures made by the Company on behalf of the Operating Partnership are reflected as the administrative expenses, expenditures and obligations thereto of the Operating Partnership, pursuant to the terms of the Partnership Agreement.

Variable Interest Entities – The Operating Partnership is a variable interest entity. The Company’s only significant asset is its investment in the Operating Partnership, and consequently, substantially all of the Company’s assets and liabilities represent those assets and liabilities of the Operating Partnership and its subsidiaries. All of the Company’s debt is an obligation of the Operating Partnership and its subsidiaries.

Investment in Hotel Properties – Investments in hotel properties include investments in operating properties which are recorded at fair value on the acquisition date and allocated to land, property and equipment and identifiable intangible assets. If substantially all the fair value of the gross assets acquired are concentrated in a single identifiable asset, the asset is not considered a business. When we conclude that an acquisition meets this threshold, acquisition costs will be capitalized as part of our allocation of the purchase price of the acquired asset. We capitalize the costs of significant additions and improvements that materially upgrade, increase the value of or extend the useful life of the property. These costs may include refurbishment, renovation, and remodeling expenditures, as well as certain direct internal costs related to construction projects. Upon the sale or retirement of a fixed asset, the cost and related accumulated depreciation are removed from our accounts and any resulting gain or loss is included in the statements of operations.

Depreciation is computed using the straight-line method over the estimated useful lives of the assets, generally 7 to 39 years for buildings and building improvements and 3 to 10 years for furniture, fixtures and equipment.

The Company assesses the carrying value of its investments in hotel properties whenever events or changes in circumstances indicate that the carrying value of the hotel properties may not be recoverable. Events or circumstances that may cause a review include, but are not limited to, adverse permanent changes in the demand for lodging at the properties due to declining national or local economic conditions and/or new hotel construction in markets where the hotels are located. When such conditions exist, management performs an analysis to determine if the estimated undiscounted future cash flows from operations and the proceeds from the ultimate disposition of a hotel property exceeds its carrying value. If the estimated undiscounted future cash flows are found to be less than the carrying amount of the asset, an adjustment to reduce the carrying amount to the related hotel property’s estimated fair market value would be recorded and an impairment loss recognized.

The Company recognized no impairment losses for the years ended December 31, 2024 and 2023.

Assets Held for Sale – The Company records assets as held for sale when management has committed to a plan to sell the assets, actively seeks a buyer for the assets, and the consummation of the sale is considered probable and is expected within one year. When the carrying value of the asset is greater than the fair value, the Company reduces the carrying value to fair value less selling costs and recognizes an impairment loss.

Cash and Cash Equivalents – The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents.

Concentration of Credit Risk – The Company holds cash accounts at several institutions in excess of the Federal Deposit Insurance Corporation (the “FDIC”) protection limits of $250,000. Our exposure to credit loss in the event of the failure of these institutions is represented by the difference between the FDIC protection limit and the total amounts on deposit. Management monitors, on a regular basis, the financial condition of the financial institutions along with the balances there on deposit to minimize our potential risk.

Restricted Cash – Restricted cash includes real estate tax escrows, insurance escrows and reserves for replacements of furniture, fixtures and equipment pursuant to certain requirements in our various mortgage agreements.

Accounts Receivable – Accounts receivable consists primarily of amounts due from hotel guests including payments rendered by credit card for which we are awaiting payment from the merchant processor. Most of our revenue is collected through payment by cash or credit card on or in advance of the date of service, with limited extension of credit to a small number of customers. An allowance for potential credit losses is provided against the portion of accounts receivable that is estimated to be uncollectible.

Inventories – Inventories, consisting primarily of food and beverages, are stated at the lower of cost or net realizable value, with cost determined on a method that approximates first-in, first-out basis.

Franchise License Fees – Fees expended to obtain or renew a franchise license are amortized over the life of the license or renewal. The unamortized franchise fees as of December 31, 2024 and 2023, were approximately $311,753 and $195,988, respectively. Amortization expense for the years ended December 31, 2024, 2023, and 2022, was $44,235, $45,050 and $48,852, respectively.

Deferred Financing Costs – Deferred financing costs are recorded at cost and consist of loan fees and other costs incurred in issuing debt and are reflected in mortgage loans, net and unsecured notes, net on the consolidated balance sheets. Deferred offering costs are recorded at cost and consist of offering fees and other costs incurred in advance of issuing equity and are reflected in prepaid expenses, inventory and other assets on the consolidated balance sheets. Amortization of deferred financing costs is computed using a method that approximates the effective interest method over the term of the related debt and is included in interest expense in the consolidated statements of operations.

Derivative Instruments – Our derivative instruments are reflected as assets or liabilities on the consolidated balance sheet and measured at fair value. Derivative instruments used to hedge the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as an interest rate risk, are considered fair value hedges. Derivative instruments used to hedge exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. For a derivative instrument designated as a cash flow hedge, the change in fair value each period is reported in accumulated other comprehensive income in stockholders’ equity and partners’ capital to the extent the hedge is effective. For a derivative instrument designated as a fair value hedge, the change in fair value each period is reported in earnings along with the change in fair

value of the hedged item attributable to the risk being hedged. For a derivative instrument that does not qualify for hedge accounting or is not designated as a hedge, the change in fair value each period is reported in earnings.

We use derivative instruments to add stability to interest expense and to manage our exposure to interest-rate movements. To accomplish this objective, we currently use interest rate caps and an interest rate swap which act as cash flow hedges and are not designated as hedges. We value our interest-rate caps and interest rate swap at fair value, which we define as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). We do not enter into contracts to purchase or sell derivative instruments for speculative trading purposes.

Fair Value Measurements –

We classify the inputs used to measure fair value into the following hierarchy:

Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities.

Level 2 Unadjusted quoted prices in active markets for similar assets or liabilities, or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are observable for the asset or liability.

Level 3 Unobservable inputs for the asset or liability.

We endeavor to utilize the best available information in measuring fair value. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The following table represents our assets and liabilities measured at fair value and the basis for that measurement (our interest rate caps and interest rate swap are the only assets or liabilities measured at fair value on a recurring basis, there were two non-recurring or infrequent asset valuations and no non-recurring liabilities for fair value measurements as of December 31, 2024 and 2023, respectively):

 

 

December 31, 2024

 

December 31, 2023

 

 

Carrying Amount

 

Fair Value

 

Carrying Amount

 

Fair Value

 

Financial Assets

 

 

 

 

 

 

 

 

Interest-rate swap(1)

$

—

 

$

—

 

$

627,676

 

$

627,676

 

 

 

 

 

 

 

 

 

 

Interest-rate cap(2)

$

379,433

 

$

379,433

 

$

—

 

$

—

 

 

 

 

 

 

 

 

 

 

Financial Liabilities

 

 

 

 

 

 

 

 

Mortgage loans(3)

$

(316,516,148

)

$

(315,981,358

)

$

(315,989,194

)

$

(303,949,790

)

 

(1)
The interest-rate swap agreement allowed the Company to receive a variable rate of interest based upon 1-month SOFR in exchange for a fixed rate of 2.826% on a notional amount which approximated the declining balance of the mortgage loan on the Hotel Alba. The interest-rate swap was terminated on February 14, 2024.
(2)
The interest-rate cap agreement allows the Company to receive a variable rate of interest based upon the amount in which 1-month SOFR exceeds 3.0% on a notional amount of $26.0 million on the DoubleTree by Hilton Philadelphia Airport. The interest rate cap terminates on May 1, 2026.
(3)
Mortgage loans had a carrying value on our Consolidated Balance Sheets of $316,516,148 and $315,989,194, as of December 31, 2024 and December 31, 2023, respectively.

The fair value of the Company’s interest rate swap and cap agreements were determined using the market standard methodology of netting the discounted future fixed cash payments and the discounted expected variable cash receipts, which is considered a Level 2 measurement under the fair value hierarchy. The variable cash receipts are based on an expectation of future interest rates (forward yield curves) derived from observable market interest rates.

The Company estimates the fair value of its mortgage loans by discounting the future cash flows of each loan at estimated market rates consistent with the maturity of a mortgage loan with similar credit terms and credit characteristics, which are Level 2 inputs under the fair value hierarchy. Market rates take into consideration general market conditions and maturity.

Noncontrolling Interest in Operating Partnership – Certain hotel properties have been acquired, in part, by the Operating Partnership through the issuance of limited partnership units of the Operating Partnership. The noncontrolling interest in the Operating Partnership is: (i) increased or decreased by the limited partners’ pro-rata share of the Operating Partnership’s net income or net loss, respectively; (ii) decreased by distributions; (iii) decreased by redemption of partnership units for the Company’s common stock; and (iv) adjusted to equal the net equity of the Operating Partnership multiplied by the limited partners’ ownership percentage immediately

after each issuance of units of the Operating Partnership and/or the Company’s common stock through an adjustment to additional paid-in capital. Net income or net loss is allocated to the noncontrolling interest in the Operating Partnership based on the weighted average percentage ownership throughout the period.

Revenue Recognition – Revenue consists of amounts derived from hotel operations, including the sales of rooms, food and beverage, and other ancillary services. Room revenue is recognized over a customer’s hotel stay. Revenue from food and beverage and other ancillary services is generated when a customer chooses to purchase goods or services separately from a hotel room and revenue is recognized on these distinct goods and services at the point in time or over the time period that goods or services are provided to the customer. Some contracts for rooms or food and beverage services require an upfront deposit which is recorded as advanced deposits (or contract liabilities) shown on our consolidated balance sheets and recognized once the performance obligations are satisfied.

Certain ancillary services are provided by third parties and the Company assessed whether it is the principal or agent in these arrangements. If the Company is the agent, revenue is recognized based upon the gross commission earned from the third party. If the Company is the principal, the Company recognizes based upon the gross sales price. With respect to the hotel condominium rental programs the Company operates at the Lyfe Resort & Residences and the Hyde Beach House Resort & Residences, the Company has determined that it is an agent and recognizes revenue based on its share of revenue earned under the rental agency agreement.

Certain of the Company’s hotels have retail spaces, restaurants or other spaces which the Company leases to third parties. Lease revenue is recognized on a straight-line basis over the life of the lease and included in other operating revenues in the Company’s consolidated statements of operations.

The Company collects revenue, sales taxes, use taxes, occupancy taxes and similar taxes at its hotels which are reflected in revenue on a net basis on the consolidated statements of operations.

Leases – We determine whether an arrangement is a lease at its inception and determine their classification as operating or finance leases. These leases are classified on the consolidated balance sheets as “right of use assets”, which represent our right to use the underlying asset. The corresponding operating lease liability, which represent our obligation to make lease payments under the lease agreement, is classified as finance lease liabilities or within accounts payable and other accrued liabilities for operating leases on the consolidated balance sheets. Right of use assets and lease liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. Variable lease payments are excluded from the right of use assets and lease liabilities are recognized in the period in which the obligation for those payments is incurred. As many of our leases do not provide an implicit financing rate, we use our incremental borrowing cost based on information available at the commencement date using our actual borrowing rates commensurate with the lease terms and fully levered borrowing to determine present value, when the implicit rate is not determinable. Extension options on our leases are included in our minimum lease terms when they are reasonably certain to be exercised. Subsequent to the initial recognition, lease liabilities are measured using the effective interest method. The right-of-use ("ROU") asset is generally amortized utilizing a straight-line method adjusted for the lease liability accretion during the period.

Income Taxes – The Company has elected to be taxed as a REIT under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended. As a REIT, the Company generally will not be subject to federal income tax. The MHI TRS, our wholly owned taxable REIT subsidiary which leases our hotels from subsidiaries of the Operating Partnership, is subject to federal and state income taxes.

We account for income taxes using the asset and liability method under which deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. A valuation allowance is required for deferred tax assets if, based on all available evidence, it is “more-likely-than-not” that all or a portion of the deferred tax asset will or will not be realized due to the inability to generate sufficient taxable income in certain financial statement periods. The “more-likely-than-not” analysis means the likelihood of realization is greater than 50%, that we either will or will not be able to fully utilize the deferred tax assets against future taxable income. The net amount of deferred tax assets that are recorded on the financial statements must reflect the tax benefits that are expected to be realized using these criteria. As of December 31, 2024, we determined that it is more-likely-than-not that we will not be able to fully utilize our deferred tax assets for future tax consequences; therefore, a 100% valuation allowance is required. As of December 31, 2024 and 2023, deferred tax assets each totaled $0.

As of December 31, 2024, we had no uncertain tax positions. Our policy is to recognize interest and penalties related to uncertain tax positions in income tax expense. As of December 31, 2024, the tax years that remain subject to examination by the major tax jurisdictions to which the Company is subject generally include 2011 through 2023. In addition, as of December 31, 2024, the tax years that remain subject to examination by the major tax jurisdictions to which the MHI TRS Entities are subject, because of open NOL carryforwards, generally include 2014 through 2023.

The Operating Partnership is generally not subject to federal and state income taxes as the unit holders of the Partnership are subject to tax on their respective shares of the Partnership’s taxable income.

Stock-based Compensation – The Company’s 2022 Long-Term Incentive Plan (the “2022 Plan”), which the Company’s stockholders approved in April 2022, permits the grant of stock options, restricted stock, unrestricted stock and service/performance share compensation awards to its employees and directors for up to 2,000,000 shares of common stock. The Company believes that such awards better align the interests of its employees with those of its stockholders.

Under the 2022 Plan, the Company may issue a variety of service or performance-based stock awards, including nonqualified stock options. The value of the awards is charged to compensation expense on a straight-line basis over the vesting or service period based on the value of the award as determined by the Company’s stock price on the date of grant or issuance. As of December 31, 2024, the Company has made cumulative stock awards totaling 604,028 shares, of which 232,750 were originally restricted. As of December 31, 2024, there were 123,000 restricted shares and 481,028 non-restricted shares. Total stock-based compensation cost recognized under the 2013 Plan and 2022 Plan for the years ended December 31, 2024, 2023, and 2022 was $372,005, $373,579 and $871,466, respectively. No performance-based stock awards have been granted. Consequently, stock-based compensation as determined under the fair-value method would be the same under the intrinsic-value method.de

The Company’s 2013 Long-Term Incentive Plan (the “2013 Plan”), which the Company’s stockholders approved in April 2013, permitted the grant of stock options, restricted stock and performance share compensation awards to its employees and directors for up to 750,000 shares of common stock. All future awards will be made under the 2022 Plan.

Under the 2013 Plan, the Company was able to issue a variety of performance-based stock awards, including nonqualified stock options. The value of the awards is charged to compensation expense on a straight-line basis over the vesting or service period based on the value of the award as determined by the Company’s stock price on the date of grant or issuance. As of December 31, 2024, no performance-based stock awards have been granted. The Company made cumulative stock awards totaling 745,160 shares, of which 316,333 were originally restricted. As of December 31, 2024, there were 745,160 non-restricted shares issued to certain executives, directors and employees. All awards have vested. The remaining 4,840 shares have been deregistered.

Additionally, the Company sponsors and maintains an Employee Stock Ownership Plan (“ESOP”) and related trust for the benefit of its eligible employees. We reflect unearned ESOP shares as a reduction of stockholders’ equity. Dividends on unearned ESOP shares, when paid, are considered compensation expense. The Company recognizes compensation expense equal to the fair value of the Company’s ESOP shares during the periods in which they are committed to be released. For the years ended December 31, 2024, 2023, and 2022 the ESOP compensation cost was $125,497, $171,896 and $126,958, respectively. To the extent that the fair value of the Company’s ESOP shares differs from the cost of such shares, the differential is recognized as the change in additional paid-in capital. Because the ESOP is internally leveraged through a loan from the Company to the ESOP, the loan receivable by the Company from the ESOP is not reported as an asset nor is the debt of the ESOP shown as a liability in the Company’s consolidated financial statements.

Advertising – Advertising costs, including digital advertising, were approximately $2.8 million, $2.7 million and $2.2 million, for the years ended December 31, 2024, 2023, and 2022, respectively and are expensed as incurred.

Business Interruption Proceeds – Insurance recoveries for business interruption were recognized during the years ended December 31, 2024, 2023, and 2022, for $1,500,000, $230,256, and $62,010, respectively. The insurance proceeds were reflected in the statement of operations in other operating departments revenues.

Involuntary Conversion of Assets – The Company record gains or losses on involuntary conversions of assets due to recovered insurance proceeds to the extent the undepreciated cost of a nonmonetary asset differs from the amount of monetary proceeds received. During the years ending December 31, 2024, 2023, and 2022, we recognized approximately $0.5 million, $1.4 million and $1.8 million, respectively, for gain on involuntary conversion of assets, which is reflected in the consolidated statements of operations.

Comprehensive Income (Loss) – Comprehensive income (loss), as defined, includes all changes in equity (net assets) during a period from non-owner sources. The Company does not have any items of comprehensive income (loss) other than net income (loss).

Segment Information – The Company allocates resources and assesses operating performance based on individual hotel properties. The Company considers each of our hotel properties to be an operating segment, but combines each operating segment into one reportable segment: investment in hotel properties.

Use of Estimates – The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and

liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

New Accounting Pronouncements – In October 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2023-06, Disclosure Improvements: Codification Amendments in Response to the SEC's Disclosure Update and Simplification Initiative ("ASU 2023-06"). ASU 2023-06 incorporates 14 of the 27 disclosure requirements published in SEC Release No. 33-10532 - Disclosure Update and Simplification into various topics within the Accounting Standards Codification ("ASC"). ASU 2023-06's amendments represent clarifications to, or technical corrections of, current requirements. For SEC registrants, the effective date for each amendment will vary based on the date on which the SEC removes that related disclosure from its rules. If the SEC does not act to remove its related requirement by June 30, 2027, any related FASB amendments will be removed from the ASC and will not be effective. Early adoption is prohibited. The Company is currently assessing the potential impacts of ASU 2023-06 and does not expect it to have a material effect on its consolidated financial statements and disclosures.

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures ("ASU 2023-07"). ASU 2023-07 expands public entities’ segment disclosures by requiring disclosure of significant segment expenses that are regularly provided to the chief operating decision maker and included within each reported measure of segment profit or loss, an amount and description of its composition for other segment items, and interim disclosures of a reportable segment’s profit or loss and assets. All disclosure requirements under ASU 2023-07 are also required for public entities with a single reportable segment. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and for interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The amendments should be applied retrospectively to all prior periods presented in the financial statements. The adoption of the new standard did not have an impact on the Company’s financial position, results of operations or cash flows. Please refer to Note 15, Segment information, for the related disclosures.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures ("ASU 2023-09"). ASU 2023-09 requires entities to disclose disaggregated information about their effective tax rate reconciliation as well as information on income taxes paid. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The amendments should be applied on a prospective basis, with the option to apply retrospectively. The Company is currently assessing the impacts of adopting ASU 2023-09 on its consolidated financial statements and disclosures.

In March 2024, the FASB issued ASU 2024-01, Compensation—Stock Compensation (Topic 718): Scope Application of Profits Interest and Similar Awards (“ASU 2024-01”), to clarify the scope application of profits interest and similar awards by adding illustrative guidance in ASC 718, Compensation—Stock Compensation ("ASC 718"). ASU 2024-01 clarifies how to determine whether profits interest and similar awards should be accounted for as a share-based payment arrangement (ASC 718) or as a cash bonus or profit-sharing arrangement (ASC 710, Compensation—General, or other guidance) and applies to all reporting entities that account for profits interest awards as compensation to employees or non-employees. In addition to adding the illustrative guidance, ASU 2024-01 modified the language in paragraph 718-10-15-3 to improve its clarity and operability without changing the guidance. ASU 2024-01 is effective for fiscal years beginning after December 15, 2024, including interim periods within those annual periods. Early adoption is permitted. The amendments should be applied either retrospectively to all prior periods presented in the financial statements, or prospectively to profits interest and similar awards granted or modified on or after the adoption date. The Company is currently assessing the impacts of adopting ASU 2024-01 on its consolidated financial statements and disclosures.

In November 2024, the FASB issued 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40). The amendments improve the disclosures about a public business entity’s expenses and address requests from investors for more detailed information about the types of expenses (including purchases of inventory, employee compensation, depreciation, amortization, and depletion) in commonly presented expense captions (such as cost of sales and research and development). The amendments are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. The Company is currently evaluating the impact that adopting ASU 2024-03 will have on its consolidated financial statements and disclosures.

v3.25.1
Investment in Hotel Properties, Net
 12 Months Ended
Dec. 31, 2024
Real Estate [Abstract]  
Investment in Hotel Properties, Net

3. Investment in Hotel Properties, Net

Investment in hotel properties, net as of December 31, 2024 and 2023, consisted of the following:

 

 

 

December 31, 2024

 

 

December 31, 2023

 

 

 

 

 

 

 

 

Land and land improvements

 

$

61,370,250

 

 

$

61,114,486

 

Buildings and improvements

 

 

428,355,821

 

 

 

418,833,706

 

Right of use assets

 

 

3,727,805

 

 

 

4,733,406

 

Finance lease right of use assets

 

 

23,021,483

 

 

 

—

 

Furniture, fixtures and equipment

 

 

53,820,118

 

 

 

51,501,629

 

 

 

 

570,295,477

 

 

 

536,183,227

 

Less: accumulated depreciation

 

 

(197,918,851

)

 

 

(181,264,121

)

Investment in Hotel Properties, Net

 

$

372,376,626

 

 

$

354,919,106

 

 
v3.25.1
Debt
 12 Months Ended
Dec. 31, 2024
Debt Disclosure [Abstract]  
Debt

4. Debt

Mortgage Loans, Net. As of December 31, 2024 and 2023, the Company had approximately $316.5 million and approximately $316.0 million of outstanding mortgage debt, respectively. The following table sets forth our mortgage debt obligations on our hotels.

 

 

Balance Outstanding as of

 

 

 

 

 

 

 

 

 

 

 

December 31,

 

 

December 31,

 

 

Prepayment

 

Maturity

 

Amortization

 

Interest

 

Property

2024

 

 

2023

 

 

Penalties

 

Date

 

Provisions

 

Rate

 

The DeSoto (1)

$

29,236,795

 

 

$

30,248,929

 

 

Yes

 

7/1/2026

 

25 years

 

4.25%

 

The DeSoto (2)

 

4,982,794

 

 

 

-

 

 

Yes

 

7/1/2026

 

25 years

 

7.50%

 

DoubleTree by Hilton Jacksonville
   Riverfront (3)

 

26,056,500

 

 

 

31,749,695

 

 

None

 

7/8/2029

 

25 years

 

SOFR plus 3.00%

 

DoubleTree by Hilton Laurel (4)

 

10,000,000

 

 

 

10,000,000

 

 

(4)

 

5/6/2028

 

(4)

 

7.35%

 

DoubleTree by Hilton Philadelphia Airport (5)

 

35,915,488

 

 

 

38,915,488

 

 

None

 

4/29/2026

 

(5)

 

SOFR plus 3.50%

 

DoubleTree Resort by Hilton Hollywood
   Beach (6)

 

50,211,533

 

 

 

51,495,662

 

 

(6)

 

10/1/2025

 

30 years

 

4.913%

 

Georgian Terrace (7)

 

38,375,095

 

 

 

39,455,095

 

 

(7)

 

6/1/2025

 

30 years

 

4.42%

 

Hotel Alba Tampa, Tapestry Collection by Hilton (8)

 

35,000,000

 

 

 

24,269,200

 

 

(8)

 

3/6/2029

 

(8)

 

8.49%

 

Hotel Ballast Wilmington, Tapestry Collection by
   Hilton (9)

 

29,770,045

 

 

 

30,755,374

 

 

Yes

 

1/1/2027

 

25 years

 

4.25%

 

Hyatt Centric Arlington (10)

 

45,317,273

 

 

 

46,454,972

 

 

Yes

 

10/1/2028

 

30 years

 

5.25%

 

The Whitehall (11)

$

13,777,078

 

 

 

14,009,874

 

 

None

 

2/26/2028

 

25 years

 

PRIME plus 1.25%

 

Total Mortgage Principal Balance

$

318,642,601

 

 

$

317,354,289

 

 

 

 

 

 

 

 

 

 

Deferred financing costs, net

$

(2,144,656

)

 

 

(1,407,979

)

 

 

 

 

 

 

 

 

 

Unamortized premium on loan

$

18,203

 

 

 

42,884

 

 

 

 

 

 

 

 

 

 

Total Mortgage Loans, Net

$

316,516,148

 

 

$

315,989,194

 

 

 

 

 

 

 

 

 

 

 

 

(1)

The note amortizes on a 25-year schedule after an initial interest-only period of one year and is subject to a pre-payment penalty except for any pre-payments made within 120 days of the maturity date.

(2)

The note is a second mortgage that amortizes on a 25-year schedule. The note can be prepaid with penalty.

(3)

The note provides for an initial tranche in the amount of $26.25 million and a renovation tranche in the amount of $9.49 million.

(4)

The note requires payments of interest only and cannot be prepaid until the last 4 months of the loan term.

(5)

The note requires payments of interest only. On May 3, 2024, we entered into an interest rate cap with a notional amount of $26.0 million with Webster Bank, N.A. The cap has a strike rate of 3.0%, is indexed to SOFR, and expires on May 1, 2026.

(6)

With limited exception, the note may not be prepaid prior to June 2025.

(7)

With limited exception, the note may not be prepaid prior to February 2025.

(8)

The note requires payments of interest only and cannot be prepaid until the last four months of the term.

(9)

The note amortizes on a 25-year schedule after an initial interest-only period of one year and is subject to a pre-payment penalty except for any pre-payments made within 120 days of the maturity date.

(10)

Following a 5-year lockout, the note can be prepaid with penalty in years 6-10 and without penalty during the final 4 months of the term.

(11)

The note bears a floating interest rate of New York Prime Rate plus 1.25%, with a floor of 7.50%.

 

As of December 31, 2024, we were in compliance with all debt covenants, current on all loan payments and not otherwise in default under any of our mortgage loans, with the exception of a covenant default under the mortgage on the DoubleTree by Hilton Jacksonville Riverfront, for which we have received a waiver. Additionally, the mortgage on the Georgian Terrace and the DoubleTree Resort by Hilton Hollywood Beach mature in June 2025 and October 2025, respectively. We intend to refinance these mortgages, but may be required to reduce the level of indebtedness by an amount of up to $4.1 million on the refinance of the

Georgian Terrace and up to $11.4 million for the mortgage on the DoubleTree Resort by Hilton Hollywood Beach based on current and anticipated financial performance of the properties and anticipated market conditions.

Total future mortgage debt maturities, including with respect to any extensions of loan maturity, as of December 31, 2024 were as follows:

 

December 31, 2025

$

92,714,877

 

December 31, 2026

 

99,951,652

 

December 31, 2027

 

2,221,621

 

December 31, 2028

 

64,555,551

 

December 31, 2029

 

59,198,900

 

Total future maturities

$

318,642,601

 

 

PPP Loans. Between April 16 and May 6, 2020, the Operating Partnership and certain of its subsidiaries received proceeds of three separate PPP Loans administered by the U.S. Small Business Administration pursuant to the CARES Act totaling approximately $10.7 million. Each PPP Loan had an initial term of two years with the ability to extend the loan to five years, if not forgiven and carries an interest rate of 1.00%. Equal payments of principal and interest were to begin no later than 10 months following origination of the loan and are amortized over the remaining term of the loan. Pursuant to the terms of the CARES Act, the proceeds of each PPP Loan may be used for payroll costs, mortgage interest, rent or utility costs. The promissory note for each PPP Loan contains customary events of default relating to, among other things, payment defaults and breach of representations and warranties or of provisions of the relevant promissory note.

 

Under the terms of the CARES Act, each borrower could apply for and be granted forgiveness for all or a portion of the PPP Loan, which is determined, subject to limitations, based on the use of loan proceeds in accordance with the terms of the CARES Act. On December 9, 2022, the Company was notified it had received principal debt forgiveness in the amount of approximately $4.6 million. As of December 31, 2024 and 2023, the Company received principal debt forgiveness totaling approximately $0 and $0.3 million, respectively. No assurance is provided that the Company will obtain forgiveness under any relevant PPP Loan in whole or in part. As of December 31, 2024 and 2023, the Company had principal balances outstanding which totaled approximately $0.7 million and $1.5 million, respectively.

On April 16, 2020, our Operating Partnership entered into a promissory note with Village Bank in connection with a PPP Loan and received proceeds of $333,500. The Company is required to make monthly payments of $18,000 through December 25, 2025.

On April 28, 2020, we entered into a promissory note and received proceeds of approximately $9.4 million under a PPP Loan from Fifth Third Bank, National Association. On December 9, 2022, the Company was notified it had received principal forgiveness in the amount of approximately $4.6 million and is required to make monthly payments of $56,809 through July 1, 2025 to extinguish the loan.

On May 6, 2020, we entered into a second promissory note with Fifth Third Bank, National Association and received proceeds of $952,700 under a PPP Loan. On February 3, 2023, the Company was notified it had received principal forgiveness in the amount of approximately $268,309 and is required to make monthly payments of $13,402 through May 6, 2025 to extinguish the loan.

Secured Notes Financing. On December 31, 2020, we entered into a transaction whereby the Investors purchased $20.0 million in Secured Notes from the Operating Partnership (see Note 1).

On June 10, 2022, the Company used the proceeds from the sale of the Doubletree by Hilton Raleigh Brownstone-University hotel to partially repay the Secured Notes. The Investors received approximately $19.8 million of the proceeds from the sale of the hotel, of which approximately $13.3 million was applied toward principal, approximately $6.3 million was applied toward the exit fee owed under the Secured Notes, and approximately $0.2 million was applied toward accrued interest. Additionally, the terms of the Secured Notes allowed for the release of a portion of the interest reserves in the amount of approximately $1.6 million, of which approximately $1.1 million was applied toward principal and approximately $0.5 million was applied toward the exit fee.

On June 29, 2022, the Company used the proceeds from the refinance of the Hotel Alba Tampa, along with approximately $0.2 million of cash on hand as well as the balance of the interest reserve under the Secured Notes of approximately $0.5 million, to satisfy and pay in full the Secured Notes. The Investors received approximately $8.3 million in satisfaction of the Secured Notes, of which approximately $5.6 million was applied toward principal, approximately $2.6 million was applied toward the exit fee owed under the Secured Notes, and approximately $0.1 million was applied toward accrued interest. Concurrent with the cancellation of the Secured

Notes, the following agreements were also terminated in accordance with their terms: (i) Note Purchase Agreement; (ii) Pledge and Security Agreement; (iii) Board Observer Agreement; and (iv) other related ancillary agreements.
v3.25.1
Commitments and Contingencies
 12 Months Ended
Dec. 31, 2024
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies

5. Commitments and Contingencies

Employment Agreements - The Company has entered into various employment contracts with employees that could result in obligations to the Company in the event of a change in control or termination without cause.

Management Agreements – As of December 31, 2024, our ten wholly-owned hotels, and our two condo-hotel rental programs, operated under management agreements with Our Town (see Note 8). The management agreements expire on March 31, 2035 and may be extended for up to two additional periods of five years each, subject to the approval of both parties. Each of the individual hotel management agreements may be terminated earlier than the stated term upon the sale of the hotel covered by the respective management agreement, in which case we may incur early termination fees.

Franchise Agreements – As of December 31, 2024, seven of our hotels operate under franchise licenses from national hotel companies. Under the franchise agreements, we are required to pay a franchise fee generally between 3.0% and 5.0% of room revenues, plus additional fees for marketing, central reservation systems, and other franchisor programs and services that amount to between 3.0% and 4.0% of gross revenues from the hotels. The franchise agreements currently in force expire between October 2024 and March 2038. Each of our franchise agreements provides for early termination fees in the event the agreement is terminated before the stated term.

Restricted Cash Reserves – Each month, we are required to escrow with the lenders on the Hotel Ballast, The DeSoto, the DoubleTree by Hilton Laurel, the DoubleTree by Hilton Jacksonville Riverside, the DoubleTree Resort by Hilton Hollywood Beach, the Hotel Alba, the Whitehall, the Hyatt Centric Arlington and the Georgian Terrace an amount equal to one-twelfth (1/12) of the annual real estate taxes due for the properties. The lenders on the DoubleTree Resort by Hilton Hollywood Beach as well as the Hotel Alba also require us to escrow an amount each month equal to one-twelfth (1/12) of the annual insurance premiums. Several of our lenders also required us to establish individual property improvement funds to cover the cost of replacing capital assets at our properties. Each month, those contributions equal 4.0% of gross revenues for the Hotel Ballast, The DeSoto, the DoubleTree by Hilton Laurel, the DoubleTree Resort by Hilton Hollywood Beach, the Hotel Alba, The Whitehall and the Georgian Terrace and equal 4.0% of room revenues for the DoubleTree by Hilton Philadelphia Airport and the Hyatt Centric Arlington.

ESOP Loan Commitment – The Company’s board of directors approved the ESOP on November 29, 2016, which was adopted by the Company in December 2016 and effective January 1, 2016. The ESOP is a non-contributory defined contribution plan covering all employees of the Company. The ESOP is a leveraged ESOP, meaning funds are loaned to the ESOP from the Company. The Company entered into a loan agreement with the ESOP on December 29, 2016, pursuant to which the ESOP may borrow up to $5.0 million to purchase shares of the Company’s common stock on the open market. Under the loan agreement, the aggregate principal amount outstanding at any time may not exceed $5.0 million and the ESOP may borrow additional funds up to that limit in the future, until December 29, 2036. At December 31, 2024, the balance on the loan was approximately $0.8 million, leaving capacity for additional borrowing of approximately $4.2 million under the commitment.

Litigation –We are involved in routine litigation arising out of the ordinary course of business, all of which we expect to be covered by insurance and we believe it is not reasonably possible such matters will have a material adverse impact on our financial condition or results of operations or cash flows.
v3.25.1
Leases
 12 Months Ended
Dec. 31, 2024
Leases [Abstract]  
Leases

6. Leases

 

Lease Commitments – We are the lessee on certain ground leases, hotel equipment leases and office space leases. Leases with durations greater than 12 months are recognized on the balance sheet as ROU assets and lease liabilities. Our leases are classified as operating or finance leases. For leases with terms greater than 12 months, at inception of the lease, we recognize a ROU asset and lease liability at the estimated present value of the minimum lease payments over the lease term. ROU assets represent our right to use an underlying asset for the lease term, and lease liabilities represent our obligation to make lease payments arising from the lease. Many of our leases include rental escalation clauses (including fixed scheduled rent increases) and renewal options that are factored into the determination of lease payments, when appropriate, which adjusts the present value of the remaining lease payments. We determine the present value of the lease payments utilizing interest rates implicit in the lease, if determinable, or, if not, we estimate the incremental borrowing rate from information available at lease commencement, such as estimates of rates we would pay for senior collateralized loans with terms similar to each lease.

Operating Leases – The ROU asset operating leases that are connected to the hotel properties are primarily included in investment in hotel properties, net, with the related lease obligations included in accounts payable and accrued liabilities on the consolidated Balance Sheets. Other operating leases that are not connected to the hotel properties are reflected in prepaid expenses, inventory, and other assets with the related lease obligations included in accounts payable and accrued liabilities on the consolidated Balance Sheets. Lease expense is recognized on a straight-line basis over the term of the respective lease, and the value of each lease intangible is amortized over the term of the respective lease. Costs related to operating ground leases and hotel equipment leases are included in hotel operating expense and property taxes, insurance and other expense, and costs related to office space leases are included in general and administrative expense in our consolidated statements of operations.

As of December 31, 2024, the Company had the following significant operating leases:

We lease 2,086 square feet of commercial space next to The DeSoto for use as an office, retail or conference space, or for any related or ancillary purposes for the hotel and/or atrium space. In December 2007, we signed an amendment to the lease to include rights to the outdoor esplanade adjacent to the leased commercial space. The areas are leased under a six-year operating lease, which expired October 31, 2006 and has been renewed for the fourth of five optional five-year renewal periods expiring October 31, 2026. Rent expense for this operating lease for the twelve months ended December 31, 2024, 2023, and 2022, totaled $75,085, $83,932, and $83,932, respectively, and is included in indirect expenses.

We lease, as landlord, the entire fourteenth floor of The DeSoto hotel property to The Chatham Club, Inc. under a 99 year lease expiring July 31, 2086. This lease was assumed upon the purchase of the building under the terms and conditions agreed to by the previous owner of the property. No rental income is recognized under the terms of this lease as the original lump sum rent payment of $990 was received by the previous owner and not prorated over the life of the lease.

We lease land adjacent to the Hotel Alba Tampa for use as parking under a five-year renewable agreement with the Florida Department of Transportation that commenced in July 2009. In May 2014, we extended the agreement for an additional five years. We signed a new agreement in April 2019, which commenced in July 2019, goes for five years, and can be renewed for an additional five years. We have exercised the five year renewal, and the new agreement expires in July 2029, requires annual payments of $2,432, plus tax, and may be renewed for an additional five years. Rent expense for the twelve months ended December 31, 2024, 2023 and 2022 totaled $2,567, $2,602 and $2,608, respectively, and is included in indirect expenses.

We lease approximately 8,500 square feet of commercial office space in Williamsburg, Virginia under an agreement with a ten-year term beginning January 1, 2020. The initial annual rent under the agreement was $218,875, with the rent for each successive annual period increasing by 3.0% over the prior annual period’s rent. The annual rent will be offset by a tenant improvement allowance of $200,000, to be applied against one-half of each monthly rent payment until such time as the tenant improvement allowance is exhausted. In December 2023, we received a rent concession of $257,731 against accrued and unpaid rents as well as a reduction of future lease payments by one-third. Rent expense for the twelve months ended December 31 2024, 2023 and 2022 totaled $18,121, ($85,759) and $223,607, respectively, and is included in general and administrative expenses.

We lease the parking garage and poolside cabanas associated with the Hyde Beach House. The parking and cabana lease requires us to make rental payments of $270,100 per year with increases of 5% every five years and has an initial term that expires in 2034 and which may be extended for four additional renewal periods of 5 years each. Rent expense for the twelve months ended December 31, 2024, 2023 and 2022, totaled $323,483, $271,000 and $271,000, respectively, and is included in indirect expenses.

Finance Leases – We lease the land underlying all of the Hyatt Centric Arlington hotel pursuant to a ground lease. The ground lease requires us to make rental payments of $50,000 per year in base rent and percentage rent equal to 3.5% of gross room revenue in excess of certain thresholds, as defined in the ground lease agreement. The initial term of the ground lease expires in July 2025 and may be extended for five additional rental periods of 10 years each. We have elected to exercise the renewal options for the first renewal period. Upon commencement of each renewal period, we will be required to make lease payments each year equal to 8.0% of the appraised value of the land. For the renewal period commencing July 2025, total annual lease payments will be $1,792,000.

Upon the determination of the lease payments commencing during the first renewal period, the lease was reassessed and remeasured as a finance lease, which we record as a finance lease asset within investment in hotel properties, net and finance lease liability on our consolidated balance sheets. As a result of the reassessment and remeasurement, we recognized a finance lease asset of $22,716,081 and a finance lease liability of $22,400,000. In addition, our finance lease asset balance includes unamortized intangible asset for the below market ground lease assumed in 2018 with the purchase of the hotel. The finance lease asset is amortized over the term of the lease including renewal periods. Costs related to the finance lease asset are included in depreciation and amortization expense and interest expense in the Company’s consolidated statements of operations.

As of December 31, 2024, the operating and finance lease term years, weighted-average discount rates, right of use assets and lease liabilities, are as follows:

 

 

 

December 31, 2024

 

 

 

 

Operating

 

Finance

 

Weighted-average remaining lease term, including reasonably certain extension options (years)

 

 

 

27.25

 

 

49.98

 

Weighted-average discount rate

 

 

 

8.02

%

 

7.41

%

 

 

 

 

 

 

 

Right of use assets

 

 

$

4,451,537

 

$

23,021,483

 

Lease liabilities

 

 

$

(4,874,919

)

$

(23,201,751

)

Lease Position as of December 31, 2024 and 2023– The following tables set forth the lease-related assets and liabilities included in the Company’s consolidated balance sheets as of December 31, 2024 and 2023;

 

Assets

Balance Sheet Classification

December 31, 2024

 

December 31, 2023

 

 

 

 

 

 

 

Right of use assets

Prepaid expenses, inventory and other assets

$

723,732

 

$

1,255,881

 

Right of use assets

Investment in hotel properties, net

 

3,727,805

 

 

4,733,406

 

Finance lease right of use assets

Investment in hotel properties, net

 

23,021,483

 

 

63,424

 

 

 

 

 

 

 

Total lease assets

 

$

27,473,020

 

$

6,052,711

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

Lease obligations under ROU assets

Accounts payable and accrued liabilities

$

4,874,919

 

$

5,420,343

 

Finance lease liabilities

Finance lease liabilities

 

23,201,751

 

 

54,354

 

Total lease liabilities

 

$

28,076,670

 

$

5,474,697

 

 

 

 

 

 

 

Lease Costs for the Twelve Months ended December 31, 2024, 2023, and 2022– The following table sets forth the lease costs related to the Company’s operating and finance ground leases included in the Company’s consolidated statement of operations for the twelve months ended December 31, 2024, 2023, and 2022:

 

 

Consolidated Statement of Operations

Twelve Months Ended

 

Twelve Months Ended

 

Twelve Months Ended

 

 

Classification

December 31, 2024

 

December 31, 2023

 

December 31, 2022

 

 

 

 

 

 

 

 

 

Operating lease costs

 

 

 

 

 

 

 

Fixed

Corporate general and administrative

$

188,774

 

$

(73,104

)

$

242,429

 

 

Hotel operating expenses - Other operating

 

-

 

 

271,000

 

 

271,000

 

 

Hotel operating expenses - Indirect

 

468,407

 

 

164,330

 

 

168,739

 

Variable

Hotel operating expenses - Indirect

 

529,623

 

 

591,147

 

 

451,041

 

 

 

 

 

 

 

 

 

Finance lease costs:

 

 

 

 

 

 

 

Amortization of lease assets

Depreciation and amortization

 

188,346

 

 

-

 

 

-

 

Variable

Hotel operating expenses - Indirect

 

204,161

 

 

-

 

 

-

 

Interest on lease liabilities

Interest expense

 

622,249

 

 

4,486

 

 

-

 

Total lease costs

 

$

2,201,560

 

$

957,859

 

$

1,133,209

 

 

Undiscounted Cash Flows –The following table reconciles the undiscounted cash flows for each of the next five years and total of the remaining years to the operating lease liabilities and finance lease liabilities included in the Company’s consolidated balance sheet as of December 31, 2024:

 

 

December 31, 2024

 

 

 

Operating

 

Financing

 

 

 

 

 

 

 

December 31, 2025

 

$

553,775

 

$

1,005,265

 

December 31, 2026

 

 

552,233

 

 

1,871,959

 

December 31, 2027

 

 

551,196

 

 

1,863,893

 

December 31, 2028

 

 

524,984

 

 

1,858,738

 

December 31, 2029

 

 

528,701

 

 

1,843,049

 

December 31, 2030 and thereafter

 

 

10,240,006

 

 

81,551,299

 

Total undiscounted lease payments

 

 

12,950,895

 

 

89,994,203

 

Less imputed interest

 

 

(8,075,976

)

 

(66,792,452

)

Total lease liability

 

$

4,874,919

 

$

23,201,751

 

Lease Revenue – Several of our properties generate revenue from leasing the restaurant space within the hotel and space on the roofs of our hotels for antennas and satellite dishes. Leases for the restaurant space within the hotels are leased under 10-year leases which expire between September 2027 and May 2034 and include two additional 5-year renewal options. The leases require periodic increases in base rent and may require payments of percentage rent as well. Leases for the space on the roofs of our hotels for antennas and satellite dishes are leased under various periods ranging from 1 year to 10 years with renewal options for as many as five additional 5-year periods, with some exceptions. As of December 31, 2024, the leases for space on the roofs of our hotels expire between August 2025 and May 2034. Several leases require periodic increases in base rent. We account for the lease income as revenue from other operating departments within the consolidated statements of operations pursuant to the terms of each lease. Lease revenue for the twelve months ended December 31, 2024 and 2023, totaled approximately $1.2 million and $1.0 million, respectively.

A schedule of minimum future lease payments receivable for the remaining twelve-month periods is as follows:

 

 

 

 

December 31, 2025

 

$

1,070,808

 

December 31, 2026

 

 

920,844

 

December 31, 2027

 

 

711,691

 

December 31, 2028

 

 

478,410

 

December 31, 2029

 

 

485,284

 

December 31, 2030 and thereafter

 

 

1,397,049

 

Total

 

$

5,064,086

 
v3.25.1
Preferred Stock and Units
 12 Months Ended
Dec. 31, 2024
Preferred Stock And Units [Abstract]  
Preferred Stock and Units

7. Preferred Stock and Units

Preferred Stock - The Company is authorized to issue up to 11,000,000 shares of preferred stock. The following table sets forth our Cumulative Redeemable Perpetual Preferred Stock by series:

 

 

 

Per

 

 

 

 

 

Number of Shares

 

 

Quarterly

 

 

 

Annum

 

 

Liquidation

 

 

Issued and Outstanding as of

 

 

Distributions

 

Preferred Stock - Series

 

Rate

 

 

Preference

 

 

December 31, 2024

 

 

December 31, 2023

 

 

Per Share

 

Series B Preferred Stock

 

 

8.000

%

 

$

25.00

 

 

 

1,464,100

 

 

 

1,464,100

 

 

$

0.500000

 

Series C Preferred Stock

 

 

7.875

%

 

$

25.00

 

 

 

1,346,110

 

 

 

1,346,110

 

 

$

0.492188

 

Series D Preferred Stock

 

 

8.250

%

 

$

25.00

 

 

 

1,163,100

 

 

 

1,163,100

 

 

$

0.515625

 

 

The Company is required to pay cumulative cash distributions on the preferred stock at rates in the above table per annum of the $25.00 liquidation preference per share. Holders of the Company’s preferred stock are entitled to receive distributions when authorized by the Company’s board of directors out of assets legally available for the payment of distributions. The preferred stock is not redeemable by the holders, has no maturity date and is not convertible into any other security of the Company or its affiliates. However, the Company, at its option, may redeem the preferred stock in part or in full for the amount of the liquidation preference plus any dividends in arrears as well as a pro-rata distribution for the portion of the quarterly period ending on the date of redemption. In March 2020 the Company deferred the record date for the dividends on the Company’s Series B Preferred Stock, Series C Preferred Stock, and Series D Preferred Stock that were to be paid April 15, 2020.

On January 24, 2023, the Company announced its intention to resume quarterly payments of dividends on its preferred stock, following the suspension of the preferred dividends during the pandemic.

 

The total undeclared and unpaid cash dividends due on the Series B Preferred Stock, Series C Preferred Stock and Series D Preferred Stock as of December 31, 2024, were $8,052,550, $7,287,931 and $6,596,958, respectively. Undeclared preferred cumulative dividends are reported on the statements of operations but are not considered payable until declared. The preferred stock is considered permanent equity and distributions accrete as distributions are declared. As of December 31, 2024, there are cumulative undeclared preferred dividends, of approximately $21.9 million.

Preferred Units – The Company is the holder of the Operating Partnership’s preferred partnership units and is entitled to receive distributions when authorized by the general partner of the Operating Partnership out of assets legally available for the payment of distributions. The following table sets forth our Cumulative Redeemable Perpetual Preferred Units by series:

 

 

 

Per

 

 

 

 

 

Number of Units

 

 

Quarterly

 

 

 

Annum

 

 

Liquidation

 

 

Issued and Outstanding as of

 

 

Distributions

 

Preferred Units - Series

 

Rate

 

 

Preference

 

 

December 31, 2024

 

 

December 31, 2023

 

 

Per Unit

 

Series B Preferred Units

 

 

8.000

%

 

$

25.00

 

 

 

1,464,100

 

 

 

1,464,100

 

 

$

0.500000

 

Series C Preferred Units

 

 

7.875

%

 

$

25.00

 

 

 

1,346,110

 

 

 

1,346,110

 

 

$

0.492188

 

Series D Preferred Units

 

 

8.250

%

 

$

25.00

 

 

 

1,163,100

 

 

 

1,163,100

 

 

$

0.515625

 

 

 

The Operating Partnership pays cumulative cash distributions on the preferred units at rates in the above table per annum of the $25.00 liquidation preference per unit. The Company, which is the holder of the Operating Partnership’s preferred units, is entitled to receive distributions when authorized by the Operating Partnership’s general partner out of assets legally available for the payment of distributions. The preferred units are not redeemable by the holder, have no maturity date and are not convertible into any other security of the Operating Partnership or its affiliates. The Company, as general partner, may cause the Operating Partnership to redeem preferred units in the Operating Partnership in conjunction with a redemption by the Company of its preferred stock. In March 2020 the Company deferred the record dates for the dividends on the Operating Partnership’s Series B Preferred Units, Series C Preferred Units, and Series D Preferred Units that were to be paid April 15, 2020.

 

The total undeclared and unpaid cash dividends due on the Series B Preferred Units, Series C Preferred Units and Series D Preferred Units as of December 31, 2024, were $8,052,550, $7,287,931 and $6,596,958, respectively. Undeclared preferred cumulative dividends are reported on the statements of operations but are not considered payable until declared. The preferred partnership units are considered permanent equity and distributions accrete as distributions are declared. The preferred partnership units are considered permanent equity and distributions accrete as distributions are declared. As of December 31, 2024, there are cumulative undeclared preferred distributions to the Company from the Operating Partnership of approximately $21.9 million.

The following table presents the quarterly distributions in arrears that were paid by the Operating Partnership per Series B Preferred Unit and the quarterly dividends in arrears that were paid by the Company per share of Series B Preferred Stock, during the years ended December 31, 2024, 2023, and 2022:

 

Quarter Ended in Arrears

 

2024

 

 

2023

 

 

2022

 

March 31, 2020

 

$

-

 

 

$

0.500000

 

 

$

-

 

June 30, 2020

 

-

 

 

 

0.500000

 

 

-

 

September 30, 2020

 

-

 

 

 

0.500000

 

 

-

 

December 31, 2020

 

-

 

 

 

0.500000

 

 

-

 

March 31, 2021

 

-

 

 

 

0.500000

 

 

-

 

June 30, 2021

 

 

0.500000

 

 

-

 

 

-

 

September 30, 2021

 

 

0.500000

 

 

-

 

 

-

 

December 31, 2021

 

 

0.500000

 

 

-

 

 

-

 

March 31, 2022

 

 

0.500000

 

 

-

 

 

-

 

 

The following table presents the quarterly distributions in arrears that were paid by the Operating Partnership per Series C Preferred Unit and the quarterly dividends in arrears that were paid by the Company per share of Series C Preferred Stock, during the years ended December 31, 2024, 2023, and 2022:

 

Quarter Ended in Arrears

 

2024

 

 

2023

 

 

2022

 

March 31, 2020

 

$

-

 

 

$

0.492188

 

 

$

-

 

June 30, 2020

 

-

 

 

0.492188

 

 

-

 

September 30, 2020

 

-

 

 

0.492188

 

 

-

 

December 31, 2020

 

-

 

 

 

0.492188

 

 

-

 

March 31, 2021

 

-

 

 

0.492188

 

 

-

 

June 30, 2021

 

 

0.492188

 

-

 

 

-

 

September 30, 2021

 

 

0.492188

 

-

 

 

-

 

December 31, 2021

 

 

0.492188

 

 

-

 

 

-

 

March 31, 2022

 

 

0.492188

 

-

 

 

-

 

The following table presents the quarterly distributions in arrears that were paid by the Operating Partnership per Series D Preferred Unit and the quarterly dividends in arrears that were paid by the Company per share of Series D Preferred Stock, during the years ended December 31, 2024, 2023, and 2022:

 

Quarter Ended in Arrears

 

2024

 

 

2023

 

 

2022

 

March 31, 2020

 

$

-

 

 

$

0.515625

 

 

$

-

 

June 30, 2020

 

-

 

 

0.515625

 

 

-

 

September 30, 2020

 

-

 

 

0.515625

 

 

-

 

December 31, 2020

 

-

 

 

 

0.515625

 

 

-

 

March 31, 2021

 

-

 

 

0.515625

 

 

-

 

June 30, 2021

 

 

0.515625

 

-

 

 

-

 

September 30, 2021

 

 

0.515625

 

-

 

 

-

 

December 31, 2021

 

 

0.515625

 

 

-

 

 

-

 

March 31, 2022

 

 

0.515625

 

-

 

 

-

 
v3.25.1
Common Stock and Units
 12 Months Ended
Dec. 31, 2024
Equity [Abstract]  
Common Stock and Units

8. Common Stock and Units

Common Stock – The Company is authorized to issue up to 69,000,000 shares of common stock, $0.01 par value per share. Each outstanding share of common stock entitles the holder to one vote on all matters submitted to a vote of stockholders. Holders of the Company’s common stock are entitled to receive distributions when authorized by the Company’s board of directors out of assets legally available for the payment of distributions.

The following is a list of issuances during the years ended December 31, 2024, 2023, and 2022 of the Company’s common stock:

On January 18, 2024, the Company was issued 152,360 units in the Operating Partnership and the Company issued 12,750 restricted shares of common stock to its independent directors and 139,610 vested shares of common stock to its officers and employees.

 

On August 30, 2023, one holder of partnership units in the Operating Partnership converted 133,099 units for an equivalent number of shares in the Company's stock.

 

On August 18, 2023, one holder of partnership units in the Operating Partnership converted 252,903 units for an equivalent number of shares in the Company's stock.

 

On April 28, 2023, one holder of partnership units in the Operating Partnership converted 75,000 units for an equivalent number of shares in the Company's stock.


On January 23, 2023, the Company was issued 205,000 units in the Operating Partnership and the Company issued 205,000 restricted shares of common stock to certain its officers and employees pursuant to their employment agreements.

 

On January 12, 2023, the Company was issued 15,000 units in the Operating Partnership and the Company issued 15,000 restricted shares of common stock to its independent directors and 64,278 vested shares of common stock to its independent directors and one officer.

On November 1, 2022, one holder of units in the Operating Partnership converted 217,845 units for an equivalent number of shares in the Company’s common stock.

On August 23, 2022, we entered into a privately-negotiated share exchange agreement. Pursuant to the share exchange agreement, the Company agreed to exchange 13,000 shares of the Company's Series B Preferred Stock and 3,200 shares of the Company's Series C Preferred Stock, together with all of the holder’s rights to receive accrued and unpaid dividends on those preferred shares, for 140,130 shares of the Company's common stock. We closed the transaction and issued the common stock on August 24, 2022.

On August 18, 2022, we entered into a privately-negotiated share exchange agreement. Pursuant to the share exchange agreement, the Company agreed to exchange 11,000 shares of the Company's Series B Preferred Stock, 7,100 shares of the Company's Series C Preferred Stock, and 1,900 shares of the Company's Series D Preferred Stock, together with all of the holder’s rights to receive accrued and unpaid dividends on those preferred shares, for 178,800 shares of the Company's common stock. We closed the transaction and issued the common stock on August 18, 2022.

On July 21, 2022, the Company was issued 167,390 units in the Operating Partnership and awarded an equivalent number of shares of unrestricted stock to its employees.

On July 1, 2022, one holder of units in the Operating Partnership converted 40,687 units for an equivalent number of shares in the Company’s common stock.

On May 23, 2022, the Company was issued 37,428 units in the Operating Partnership and awarded an equivalent number of shares of unrestricted stock to its employees.

On May 19, 2022, one holder of units in the Operating Partnership converted 50,000 units for an equivalent number of shares in the Company’s common stock.

On April 19, 2022, we entered into a privately-negotiated share exchange agreement. Pursuant to the share exchange agreement, the Company agreed to exchange 5,000 shares of the Company's Series B Preferred Stock and 10,600 shares of the Company's Series C Preferred Stock, together with all of the holder’s rights to receive accrued and unpaid dividends on those preferred shares, for 153,504 shares of the Company's common stock. We closed the transaction and issued the common stock on April 19, 2022.

On April 11, 2022, we entered into a privately-negotiated share exchange agreement. Pursuant to the share exchange agreement, the Company agreed to exchange 4,000 shares of the Company's Series B Preferred Stock and 8,000 shares of the Company's Series C Preferred Stock, together with all of the holder’s rights to receive accrued and unpaid dividends on those preferred shares, for 116,640 shares of the Company's common stock. We closed the transaction and issued the common stock on April 12, 2022.

On March 31, 2022, we entered into a privately-negotiated share exchange agreement. Pursuant to the share exchange agreement, the Company agreed to exchange 5,900 shares of the Company’s Series B Preferred Stock and 6,600 shares of the Company’s Series C Preferred Stock, together with all of the rights to receive accrued and unpaid dividends on those preferred shares, for 120,875 shares of the Company’s common stock. We closed the transaction and issued the common stock on March 31, 2022.

On March 24, 2022, we entered into a privately-negotiated share exchange agreement. Pursuant to the share exchange agreement, the Company agreed to exchange 7,000 shares of the Company’s Series B Preferred Stock and 3,000 shares of the Company’s Series C Preferred Stock, together with all of the rights to receive accrued and unpaid dividends on those preferred shares, for 96,900 shares of the Company’s common stock. We closed the transaction and issued the common stock on March 25, 2022.

On January 21, 2022, the Company was issued 15,000 units in the Operating Partnership and awarded an equivalent number of shares of restricted stock to its independent directors.

On January 21, 2022 and February 15, 2022, the Company was issued a total of 175,268 units in the Operating Partnership and awarded an equivalent number of shares of unrestricted stock to its employees.

As of December 31, 2024 and 2023, the Company had 19,849,165 and 19,696,805 shares of common stock outstanding, respectively.

Operating Partnership Units – Holders of Operating Partnership units, other than the Company as general partner, have certain redemption rights, which enable them to cause the Operating Partnership to redeem their units in exchange for shares of the Company’s common stock on a one-for-one basis or, at the option of the Company, cash per unit equal to the average of the market price of the Company’s common stock for the 10 trading days immediately preceding the notice date of such redemption. The number of shares issuable upon exercise of the redemption rights will be adjusted upon the occurrence of stock splits, mergers, consolidations or similar pro-rata share transactions, which otherwise would have the effect of diluting the ownership interests of the limited partners or the stockholders of the Company.

Since January 1, 2020, there have been no issuances or redemptions of units in the Operating Partnership other than the issuances of units in the Operating Partnership to the Company described above.

As of December 31, 2024 and 2023, the total number of Operating Partnership units outstanding was 20,213,351 and 20,060,991, respectively.

As of December 31, 2024 and 2023, the total number of outstanding units in the Operating Partnership not owned by the Company was each 364,186, respectively, with a fair market value of approximately $0.3 million and approximately $0.5 million, respectively, based on the price per share of the common stock on such respective dates.

Common Stock Dividends and Unit Distributions – The following table presents the quarterly stock dividends and unit distributions by us declared and payable per common stock/unit for the years ended December 31, 2024, 2023, and 2022:

 

Quarter Ended

 

2024

 

 

2023

 

 

2022

 

March 31,

 

$

-

 

 

$

-

 

 

$

-

 

June 30,

 

-

 

 

-

 

 

-

 

September 30,

 

-

 

 

-

 

 

-

 

December 31,

 

-

 

 

-

 

 

-

 

 

As of December 31, 2024, there were unpaid common dividends and distributions to holders of record as of March 13, 2020 in the amount of $2,088,160.
v3.25.1
Related Party Transactions
 12 Months Ended
Dec. 31, 2024
Related Party Transactions [Abstract]  
Related Party Transactions

9. Related Party Transactions

Our Town Hospitality. Our Town is currently the management company for each of our ten wholly-owned hotels, as well as the manager of our rental programs at the Lyfe Resort & Residences and the Hyde Beach House Resort & Residences. As of December 31, 2024, an affiliate of Andrew M. Sims, our Chairman, an affiliate of David R. Folsom, our President and Chief Executive Officer, and Andrew M. Sims Jr., our Vice President - Operations & Investor Relations, beneficially owned approximately 64.57%, 6.41%, and 15.0%, respectively, of the total outstanding ownership interests of Our Town. Mr. Sims, Mr. Folsom, and Mr. Sims Jr. serve as directors of Our Town. The following is a summary of the transactions between Our Town and us:

Accounts Receivable – At December 31, 2024 and 2023, we were due approximately $0.02 million and $0.01 million, respectively, from Our Town Hospitality.

Accounts Payable – At December 31, 2024 and 2023, we owed Our Town approximately $0.9 million and $0.3 million, respectively.

Management Agreements – On September 6, 2019, we entered into a master agreement with Our Town related to the management of certain of our hotels, as amended on December 13, 2019 and amended and restated on November 6, 2024 (as amended, the “OTH Master Agreement”). On December 13, 2019, and subsequent dates we entered into a series of individual hotel management agreements for the management of our hotels. The hotel management agreements for each of our ten wholly-owned hotels and the two rental programs are each referred to as an “OTH Hotel Management Agreement” and, together, the “OTH Hotel Management Agreements”. The term of the OTH Hotel Management Agreements extends through March 31, 2035, and may be extended for two periods of five years each.

The OTH Master Agreement expires on March 31, 2035, but shall be extended beyond 2035 for such additional periods as an OTH Hotel Management Agreement remains in effect. The base management fees for each hotel under management with Our Town is 2.50%. For any new individual hotel management agreements, Our Town will receive a base management fee of 2.00% of gross revenues for the first full year from the commencement date through the anniversary date, 2.25% of gross revenues the second full year, and 2.50% of gross revenues for every year thereafter.

Each OTH Hotel Management Agreement sets an incentive management fee equal to 10.0% of the amount by which gross operating profit, as defined in the relevant management agreement, for a given year exceeds the budgeted gross operating profit for such year; provided, however, that the incentive management fee payable in respect of any such year shall not exceed 0.25% of the gross revenues of the hotel included in such calculation.

Each OTH Hotel Management Agreement provides for the payment of a termination fee upon the sale of the hotel equal to the lesser of the management fee paid with respect to the prior twelve months or the management fees paid for the number of months prior to the closing date of the hotel sale equal to the number of months remaining on the current term of the management agreement.

For the years ended December 31, 2024, 2023, and 2022, the base management fees earned by Our Town under the contract were approximately $4.7 million, $4.5 million and $4.1 million, respectively, and the incentive management fees earned by Our Town were approximately $0.1 million, $0.2 million and $0.3 million, respectively. We also paid Our Town approximately $0.3 million in termination fees in 2022 triggered by the sale of the Sheraton Louisville Riverside and DoubleTree by Hilton Raleigh-Brownstone University.

Sublease – On December 13, 2019, we entered into a sublease agreement with Our Town pursuant to which Our Town subleases 2,245 square feet of office space from the Company for a period of 5 years, with a 5-year renewal subject to approval by Sotherly, on terms and conditions similar to the terms of the prime lease entered into by the Company and the third-party owner of the property. In December 2023, the Company granted Our Town a lease concession in the amount of $143,774 in proportion to the rent concession the Company received under the prime lease. For the years ended December 31, 2024, 2023, and 2022, the Company received rent income from Our Town of $135,511, $24,755 and $159,734, respectively.

Employee Medical Benefits – We purchase employee medical benefits through Our Town (or its affiliate) for those employees that are employed by Our Town that work exclusively for our properties, starting January 1, 2020. For the years ended December 31, 2024, 2023, and 2022, the employer portion of the plan covering those employees that work exclusively at our properties under our management agreements with Our Town was approximately $3.9 million, $2.7 million and $3.2 million, respectively.

Other Related Parties – The Company employs Andrew M. Sims, Jr. the son of our Chairman, who currently serves as Vice President – Operations & Investor Relations, and Robert E. Kirkland IV, the son-in-law of our Chairman, who currently serves as General Counsel, as employees. Prior to February 1, 2022, the Company employed Ashley S. Kirkland, daughter of our Chairman, as Corporate Counsel and Compliance Officer. Compensation for these three employees, including benefits, for the years ended December 31, 2024, 2023, and 2022, totaled $804,223, $549,088 and $605,163, respectively.

On August 18, 2023, a trust in which our Chairman has a beneficial interest converted 252,903 partnership units for an equivalent number of shares in the Company’s common stock, pursuant to the terms of the partnership agreement.

On August 30, 2023, a trust controlled by one of our directors converted 133,099 partnership units for an equivalent number of shares in the Company’s common stock, pursuant to the terms of the partnership agreement.

On April 28, 2023, a trust in which our Chairman has a beneficial interest converted 75,000 partnership units for an equivalent number of shares in the Company’s common stock, pursuant to the terms of the partnership agreement.

On July 1, 2022, a partnership controlled by a sibling of our Chairman converted 40,687 partnership units for an equivalent number of shares in the Company’s common stock, pursuant to the terms of the partnership agreement.

On May 19, 2022, a trust in which our Chairman has a beneficial interest converted 50,000 partnership units for an equivalent number of shares in the Company’s common stock, pursuant to the terms of the partnership agreement.
v3.25.1
Retirement Plans
 12 Months Ended
Dec. 31, 2024
Retirement Benefits [Abstract]  
Retirement Plans

10. Retirement Plans

401(k) Plan - The Company maintains a 401(k) plan for qualified employees. Prior to May 16, 2020, the plan was subject to “safe harbor” provisions requiring that we match 100.0% of the deferral equal to 3.0% of eligible employee compensation and 50.0% of the deferral equal to the next 2.0% of eligible employee compensation. All employer matching funds vested immediately in accordance with the “safe harbor” provisions. For the year ended December 31, 2021, the Company elected to make a discretionary contribution of 3.0% of eligible employee compensation in order to comply with requirements associated with top-heavy plans. The

Company's contributions to the plan for the years ended December 31, 2024, 2023, and 2022, were $88,139, $84,573 and $75,631, respectively.

Employee Stock Ownership Plan - The Company adopted an ESOP effective January 1, 2016, which is a non-contributory defined contribution plan covering all employees of the Company. The Company sponsors and maintains the ESOP and related trust for the benefit of its eligible employees. The ESOP is a leveraged ESOP, with funds loaned to the ESOP from the Company. The Company entered into a loan agreement with the ESOP on December 29, 2016, pursuant to which the ESOP may maintain aggregate borrowings of up to $5.0 million to purchase shares of the Company’s common stock on the open market, which serve as collateral for the loan. Coincident with the loan between the Company and the ESOP, the Operating Partnership entered into a loan with the Company to facilitate borrowings between the Company and the ESOP.

Between January 3, 2017 and February 28, 2017, the Company’s ESOP purchased 682,500 shares of the Company’s common stock of an aggregate cost of approximately $4.9 million. Shares purchased by the ESOP are held in a suspense account for allocation among participants. Dividends on the shares in the ESOP as well as contributions by the Company are used to make repayment on loan to the Company. Shares are released based on the ratio of each loan repayment to the projected future loan repayments. Committed-to-be-released shares are allocated to plan participants on the last day of the plan year. The share releases are accounted for at fair value on the date of each loan repayment.

A total of 538,511 and 412,169 shares with a fair value of $501,569 and $614,131 remained allocated or committed to be released from the suspense account as of December 31, 2024 and 2023, respectively. The Company recognized compensation cost of $125,497, $171,896 and $126,958 during the twelve months ended December 31, 2024, 2023, and 2022, respectively. The remaining 120,701 unallocated shares have an approximate fair value of $0.1 million, as of December 31, 2024. At December 31, 2024, the ESOP held a total of 538,511 allocated shares, no committed-to-be-released shares and 120,701 unallocated shares.

The share allocations are accounted for at fair value on the date of allocation as follows:

 

 

 

December 31, 2024

 

 

December 31, 2023

 

 

 

Number of Shares

 

 

Fair Value

 

 

Number of Shares

 

 

Fair Value

 

Allocated shares

 

 

538,511

 

 

$

501,569

 

 

 

412,169

 

 

$

614,131

 

Committed to be released shares

 

 

-

 

 

 

—

 

 

 

—

 

 

 

—

 

Total Allocated and Committed-to-be-Released

 

 

538,511

 

 

$

501,569

 

 

 

412,169

 

 

$

614,131

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unallocated shares

 

 

120,701

 

 

 

112,421

 

 

 

247,043

 

 

 

368,094

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total ESOP Shares

 

 

659,212

 

 

$

613,990

 

 

 

659,212

 

 

$

982,225

 
v3.25.1
Indirect Hotel Operating Expenses
 12 Months Ended
Dec. 31, 2024
Other Income and Expenses [Abstract]  
Indirect Hotel Operating Expenses

11. Indirect Hotel Operating Expenses

Indirect hotel operating expenses consists of the following expenses incurred by the hotels:

 

 

 

 

 

 

 

 

 

 

 

 

 

2024

 

 

2023

 

 

2022

 

 

 

 

 

 

 

 

 

 

 

Sales and marketing

 

$

16,079,144

 

 

$

16,095,696

 

 

$

15,062,397

 

General and administrative

 

 

15,113,649

 

 

 

14,105,674

 

 

 

13,436,054

 

Repairs and maintenance

 

 

9,070,165

 

 

 

8,634,637

 

 

 

8,723,144

 

Utilities

 

 

6,149,994

 

 

 

5,873,095

 

 

 

5,649,716

 

Property taxes

 

 

5,751,544

 

 

 

5,241,790

 

 

 

5,254,075

 

Management fees, including incentive

 

 

4,767,469

 

 

 

4,659,261

 

 

 

4,377,814

 

Franchise fees

 

 

4,286,432

 

 

 

4,271,435

 

 

 

4,059,709

 

Insurance

 

 

6,347,150

 

 

 

5,842,930

 

 

 

4,082,551

 

Information and telecommunications

 

 

4,010,693

 

 

 

3,779,019

 

 

 

3,378,716

 

Other

 

 

1,270,782

 

 

 

1,126,187

 

 

 

787,391

 

Total indirect hotel operating expenses

 

$

72,847,022

 

 

$

69,629,724

 

 

$

64,811,567

 
v3.25.1
Income Taxes
 12 Months Ended
Dec. 31, 2024
Income Tax Disclosure [Abstract]  
Income Taxes

12. Income Taxes

The components of the provision for income taxes for the years ended December 31, 2024, 2023, and 2022 are as follows:

 

 

 

Year Ended

 

 

Year Ended

 

 

Year Ended

 

 

 

December 31, 2024

 

 

December 31, 2023

 

 

December 31, 2022

 

 

 

 

 

 

 

 

 

 

 

Current:

 

 

 

 

 

 

 

 

 

Federal

 

$

—

 

 

$

—

 

 

$

—

 

State

 

 

132,491

 

 

 

(304,947

)

 

 

522,355

 

 

 

132,491

 

 

 

(304,947

)

 

 

522,355

 

Deferred:

 

 

 

 

 

 

 

 

 

Federal

 

 

(1,109,938

)

 

 

(1,559,177

)

 

 

3,025,518

 

State

 

 

(210,919

)

 

 

(254,558

)

 

 

695,708

 

Subtotals

 

 

(1,320,857

)

 

 

(1,813,735

)

 

 

3,721,226

 

Change in deferred tax valuation allowance

 

 

1,320,857

 

 

 

1,813,735

 

 

 

(3,721,226

)

 

 

 

—

 

 

 

—

 

 

 

—

 

Income tax provision (benefit)

 

$

132,491

 

 

$

(304,947

)

 

$

522,355

 

 

A reconciliation of the statutory federal income tax provision (benefit) to the Company’s provision for income tax is as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

Year Ended

 

 

Year Ended

 

 

Year Ended

 

 

 

December 31, 2024

 

 

December 31, 2023

 

 

December 31, 2022

 

Statutory federal income tax provision

 

$

275,593

 

 

$

736,001

 

 

$

7,241,263

 

Federal tax impact of REIT election

 

 

(1,357,871

)

 

 

(2,231,835

)

 

 

(3,255,236

)

Statutory federal income tax provision (benefit) at TRS

 

 

(1,082,278

)

 

 

(1,495,834

)

 

 

3,986,027

 

Federal impact of PPP loan forgiveness

 

 

—

 

 

 

(56,470

)

 

 

(966,584

)

State income tax benefit, net of federal provision (benefit)

 

 

(106,088

)

 

 

(566,378

)

 

 

1,224,138

 

Change in valuation allowance

 

 

1,320,857

 

 

 

1,813,735

 

 

 

(3,721,226

)

Income tax provision (benefit)

 

$

132,491

 

 

$

(304,947

)

 

$

522,355

 

 

Deferred income taxes are recognized for temporary differences between the financial reporting bases of asset and liabilities and their respective tax bases and for operating losses and tax credit carryforwards based on enacted tax rates expected to be in effect when such amounts are realized. However, deferred tax assets are recognized only to the extent that it is more likely than not that they will be realizable based on consideration of available evidence, including future reversal of taxable temporary differences, projected taxable income and tax planning strategies.

Due to the uncertainty of realizing the loss in future years attributable to the changes in travel demand and market conditions in various markets in which the Company does business and the effectiveness of the Company’s tax planning strategies, as of December 31, 2024, the Company believes it is not more likely than not that the Company will realize the benefits of these assets. Therefore, the Company has determined that a full valuation allowance should be recorded against the deferred tax asset. The amount of the deferred tax assets considered unrealizable, however, could change in the future based on revised estimates of future taxable income during the carryforward period.

The significant components of our deferred tax asset as of December 31, 2024 and 2023, are as follows:

 

 

 

Year Ended

 

 

Year Ended

 

 

 

December 31, 2024

 

 

December 31, 2023

 

 

 

 

 

 

 

 

Deferred tax asset:

 

 

 

 

 

 

Net operating loss carryforwards

 

$

13,247,852

 

 

$

12,437,085

 

Accrued compensation

 

 

549,538

 

 

 

362,898

 

Accrued expenses and other

 

 

516,991

 

 

 

192,266

 

Intangible assets

 

 

—

 

 

 

1,275

 

Less: Valuation allowance

 

 

(14,314,381

)

 

 

(12,993,524

)

     Total

 

$

—

 

 

$

—

 

 
v3.25.1
Earnings (Loss) per Share and per Unit
 12 Months Ended
Dec. 31, 2024
Earnings Per Share [Abstract]  
Earnings (Loss) per Share and per Unit

13. Earnings (Loss) per Share and per Unit

Earnings (Loss) Per Share. The limited partners’ outstanding limited partnership units in the Operating Partnership (which may be redeemed for common stock upon notice from the limited partner and following our election to redeem the units for stock rather than cash) have been excluded from the diluted earnings per share calculation as there would be no effect on the amounts since the limited partners’ share of income would also be added back to net loss. The shares of the Series B Preferred Stock, Series C Preferred Stock, and Series D Preferred Stock are not convertible into or exchangeable for any other property or securities of the Company, except upon the occurrence of a change of control and have been excluded from the diluted earnings per share calculation as there would be no impact on the current controlling stockholders. The 120,701, 247,043 and 364,177 non-committed, unearned ESOP shares are treated as reducing the number of issued and outstanding common shares and similarly reducing the weighted average number of common shares outstanding, for the years ended December 31, 2024, 2023, and 2022, respectively. The effect of allocated and committed to be released shares during the years ended December 31, 2024, 2023, and 2022, have not been included in the weighted average diluted earnings per share calculation, since there would be an anti-dilutive effect from the dilution by these shares, although the amount of compensation for allocated shares is reflected in net loss available to common stockholders for basic computation.

The computation of the Company’s basic net earnings (loss) per share is presented below:

 

 

Twelve Months Ended

 

 

Twelve Months Ended

 

 

Twelve Months Ended

 

 

December 31, 2024

 

 

December 31, 2023

 

 

December 31, 2022

 

 

 

 

 

 

 

 

 

 

Numerator

 

 

 

 

 

 

 

 

Net income

$

1,179,854

 

 

$

3,809,711

 

 

$

33,959,848

 

Less: Net income allocated to participating share awards

 

(13,194

)

 

 

(49,118

)

 

 

(113,405

)

Net income attributable to non-controlling interest

 

122,515

 

 

 

131,710

 

 

 

(1,423,327

)

Undeclared distributions to preferred stockholders

 

(7,977,250

)

 

 

(7,977,250

)

 

 

(7,634,219

)

Gain on extinguishment of preferred stock

 

—

 

 

 

—

 

 

 

64,518

 

Net (loss) income attributable to common stockholders for EPS computation

$

(6,688,075

)

 

$

(4,084,947

)

 

$

24,853,415

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Denominator

 

 

 

 

 

 

 

 

Weighted average number common shares outstanding for basic EPS computation

 

19,417,448

 

 

 

18,843,032

 

 

 

17,802,772

 

 

 

 

 

 

 

 

 

 

Basic and diluted net (loss) income per common share:

 

 

 

 

 

 

 

 

Undistributed (loss) income

$

(0.34

)

 

$

(0.22

)

 

$

1.40

 

Total basic and diluted

$

(0.34

)

 

$

(0.22

)

 

$

1.40

 

 

 

 

 

 

 

 

 

 

 

The accounting for unvested share-based payment awards (share-based awards that contain nonforfeitable rights to dividends or dividend equivalents, whether paid or unpaid), are participating securities and included in the computation of basic earnings per share. Our grants of restricted stock awards to our employees and directors are considered participating securities, and we have prepared our earnings per share calculations to include outstanding unvested restricted stock awards in the numerator for basic weighted average shares outstanding calculation. However, since the participating outstanding unvested restricted stock awards of 26,940 and 25,936 as of December 31, 2024 and 2023, respectively, in the denominator are anti-dilutive, due to net losses, they are not included in a dilutive calculation.

 

Earnings (Loss) Per Unit. The Series B Preferred Units, Series C Preferred Units, and Series D Preferred Units are not convertible into or exchangeable for any other property or securities of the Operating Partnership, except upon the occurrence of a change of control and have been excluded from the diluted earnings per unit calculation as there would be no impact on the current unitholders. The number of non-committed, unearned shares in the Company’s ESOP have no impact on the calculation of the loss per unit in the Operating Partnership.

 

 

 

 

 

 

 

The computation of basic earnings (loss) per general and limited partnership unit in the Operating Partnership is presented below:

 

 

Twelve Months Ended

 

 

Twelve Months Ended

 

 

Twelve Months Ended

 

 

December 31, 2024

 

 

December 31, 2023

 

 

December 31, 2022

 

 

 

 

 

 

 

 

 

 

Numerator

 

 

 

 

 

 

 

 

Net income

$

1,179,854

 

 

$

3,809,711

 

 

$

33,959,848

 

Less: Net income allocated to participating unit awards

 

(13,194

)

 

 

(49,118

)

 

 

(113,405

)

Undeclared distributions to preferred unitholders

 

(7,977,250

)

 

 

(7,977,250

)

 

 

(7,634,219

)

Gain on extinguishment of preferred stock

 

—

 

 

 

—

 

 

 

64,518

 

Net (loss) income attributable to unitholders for EPU computation

$

(6,810,590

)

 

$

(4,216,657

)

 

$

26,276,742

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Denominator

 

 

 

 

 

 

 

 

Weighted average number of units outstanding for basic EPU computation

 

19,997,274

 

 

 

19,808,602

 

 

 

19,266,320

 

 

 

 

 

 

 

 

 

 

Basic and diluted net (loss) income per unit:

 

 

 

 

 

 

 

 

Undistributed (loss) income

$

(0.34

)

 

$

(0.21

)

 

$

1.36

 

Total basic and diluted

$

(0.34

)

 

$

(0.21

)

 

$

1.36

 

 

 

 

 

 

 

 

 

 

 

The accounting for unvested unit-based payment awards (unit-based awards that contain nonforfeitable rights to dividends or dividend equivalents, whether paid or unpaid), are participating securities and included in the computation of basic earnings per unit. Our grants of restricted unit awards to our employees and directors are considered participating securities, and we have prepared our earnings per unit calculations to include outstanding unvested restricted unit awards in the numerator for basic weighted average shares outstanding calculation. However, since the participating outstanding unvested restricted unit awards 26,940 and 25,936 as of December 31, 2024 and 2023, respectively, in the denominator are anti-dilutive, due to net losses, they are not included in a dilutive calculation.
v3.25.1
Quarterly Operating Results - Unaudited
 12 Months Ended
Dec. 31, 2024
Quarterly Financial Information Disclosure [Abstract]  
Quarterly Operating Results - Unaudited

14. Quarterly Operating Results - Unaudited

 

 

 

Quarters Ended 2024

 

 

 

March 31

 

 

June 30

 

 

September 30

 

 

December 31

 

Total revenue

 

$

46,548,432

 

 

$

50,694,367

 

 

$

40,699,981

 

 

$

43,951,507

 

Total operating expenses

 

 

40,874,320

 

 

41,394,584

 

 

38,945,047

 

 

40,032,474

 

Net operating income

 

 

5,674,112

 

 

 

9,299,783

 

 

 

1,754,934

 

 

 

3,919,033

 

Net income (loss)

 

 

1,322,821

 

 

 

4,664,232

 

 

 

(3,689,621

)

 

 

(1,117,578

)

Net income (loss) attributable to common shareholders

 

 

(659,373

)

 

 

2,621,768

 

 

(5,603,761

)

 

(3,033,515

)

Income (loss) per share attributable to common
   shareholders– basic and diluted

 

$

(0.03

)

 

$

0.13

 

 

$

(0.29

)

 

$

(0.15

)

Net income (loss) available to operating partnership unitholders

 

 

(671,491

)

 

 

2,669,919

 

 

 

(5,683,934

)

 

 

(3,111,890

)

Income (loss) per unit attributable to operating partnership unitholders– basic and diluted

 

$

(0.03

)

 

$

0.13

 

 

$

(0.28

)

 

$

(0.16

)

 

 

 

 

Quarters Ended 2023

 

 

 

March 31

 

 

June 30

 

 

September 30

 

 

December 31

 

Total revenue

 

$

43,491,277

 

$

49,017,332

 

$

39,181,363

 

$

42,148,085

 

Total operating expenses

 

 

37,971,155

 

 

40,727,531

 

 

38,013,510

 

 

38,200,430

 

Net operating income (loss)

 

 

5,520,122

 

 

8,289,801

 

 

1,167,854

 

 

3,947,654

 

Net income (loss)

 

 

1,387,514

 

 

 

5,257,670

 

 

 

(2,065,826

)

 

 

(769,647

)

Net income (loss) attributable to common shareholders

 

 

(581,838

)

 

3,132,559

 

 

(3,903,581

)

 

(2,682,969

)

Income (loss) per share attributable to common shareholders– basic and diluted

 

$

(0.03

)

$

0.16

 

$

(0.20

)

$

(0.15

)

Net income (loss) available to operating partnership unitholders

 

 

(606,798

)

 

 

3,263,357

 

 

 

(4,060,139

)

 

 

(2,763,959

)

Income (loss) per unit attributable to operating partnership unitholders– basic and diluted

 

$

(0.03

)

 

$

0.16

 

 

$

(0.20

)

 

$

(0.14

)
v3.25.1
Segment Information
 12 Months Ended
Dec. 31, 2024
Segment Reporting [Abstract]  
Segment Information

15. Segment Information

 

The Company’s chief operating decision maker (“CODM”) is the President and Chief Executive Officer.

 

The CODM separately evaluates the performance of each of the Company’s hotel properties and each hotel property is an operating segment. However,because each of the hotels has similar economic characteristics, facilities, and services, the hotel properties have been aggregated into a single reportable segment.

 

The hotel segment revenues are derived from the operation of hotel properties. The hotel segment generates room revenue by renting hotel rooms to customers at the Company’s hotel properties. The hotel segment generates food and beverage revenue from the sale of food and beverage to customers at the Company’s hotel properties. The hotel segment generates other revenue from parking fees, resort fees, gift shop sales and other guest service fees at the Company’s hotel properties.

 

The CODM assesses performance for the hotel segment and decides how to allocate resources based on Hotel EBITDA, which is a non-GAAP financial measure. We define Hotel EBITDA as net income or loss excluding: (1) interest expense, (2) interest income, (3) income tax provision or benefit, (4) depreciation and amortization, (5) impairment of long-lived assets or investments, (6) gains and losses on disposal and/or sale of assets, (7) gains and losses on involuntary conversions of assets, (8) realized and unrealized gains and losses on derivative instruments not included in other comprehensive income, (9) other income at the properties, (10) loss on early debt extinguishment, (11) Paycheck Protection Program (PPP) debt forgiveness, (12) gain on exercise of development right, (13) corporate general and administrative expense, and (14) other income.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The following table presents information about profit or loss for the hotel segment:

 

 

 

 

For the Years Ended December 31,

 

 

 

 

2024

 

 

2023

 

 

2022

 

 

 

 

 

 

 

 

 

 

 

 

REVENUE

 

 

 

 

 

 

 

 

 

 

Rooms department

 

 

$

119,079,903

 

 

$

114,748,834

 

 

$

109,553,906

 

Food and beverage department

 

 

 

36,626,906

 

 

 

35,231,959

 

 

 

29,556,213

 

Other operating departments

 

 

 

26,187,478

 

 

 

23,857,264

 

 

 

26,967,185

 

Total revenue

 

 

 

181,894,287

 

 

 

173,838,057

 

 

 

166,077,304

 

EXPENSES

 

 

 

 

 

 

 

 

 

 

Hotel operating expenses

 

 

 

 

 

 

 

 

 

 

Rooms department

 

 

 

27,376,330

 

 

 

26,177,539

 

 

 

25,782,888

 

Food and beverage department

 

 

 

25,429,218

 

 

 

24,211,133

 

 

 

19,724,225

 

Other operating departments

 

 

 

9,428,889

 

 

 

9,031,960

 

 

 

9,296,056

 

Indirect

 

 

 

72,847,022

 

 

 

69,629,724

 

 

 

64,811,567

 

Total hotel operating expenses

 

 

 

135,081,459

 

 

 

129,050,356

 

 

 

119,614,736

 

 

 

 

 

 

 

 

 

 

 

 

Hotel EBITDA

 

 

$

46,812,828

 

 

$

44,787,701

 

 

$

46,462,568

 

 

The following table provides a reconciliation of the hotel segment profit and loss to the Company’s consolidated totals:

 

 

 

Year Ended

 

 

Year Ended

 

 

Year Ended

 

 

 

December 31,

 

 

December 31,

 

 

December 31,

 

 

 

2024

 

 

2023

 

 

2022

 

Net income

 

$

1,179,854

 

 

$

3,809,711

 

 

$

33,959,848

 

Interest expense

 

 

20,882,681

 

 

 

17,588,091

 

 

 

19,772,802

 

Interest income

 

 

(692,756

)

 

 

(802,183

)

 

 

(189,291

)

Income tax provision

 

 

132,491

 

 

 

(304,947

)

 

 

522,355

 

Depreciation and amortization

 

 

19,380,906

 

 

 

18,788,748

 

 

 

18,650,336

 

Impairment of investment in hotel properties, net

 

 

—

 

 

 

—

 

 

 

—

 

Realized and unrealized (gain) loss on hedging activities

 

 

(104,211

)

 

 

737,682

 

 

 

(2,918,207

)

Loss on early debt extinguishment

 

 

241,878

 

 

 

—

 

 

 

5,944,881

 

Gain on sale of hotel properties

 

 

—

 

 

 

—

 

 

 

(30,053,977

)

Loss (gain) on disposal of assets

 

 

(4,400

)

 

 

(4,700

)

 

 

636,198

 

PPP loan forgiveness

 

 

—

 

 

 

(275,494

)

 

 

(4,720,278

)

Other income

 

 

(489,267

)

 

 

(456,388

)

 

 

—

 

Gain on involuntary conversion of asset

 

 

(502,808

)

 

 

(1,371,041

)

 

 

(1,763,320

)

Corporate general and administrative expenses

 

 

6,788,460

 

 

 

7,078,222

 

 

 

6,621,221

 

Hotel EBITDA

 

$

46,812,828

 

 

$

44,787,701

 

 

$

46,462,568

 

 

A measure of segment assets is not currently provided to the CODM and has therefore not been included herein.
v3.25.1
Subsequent Events
 12 Months Ended
Dec. 31, 2024
Subsequent Events [Abstract]  
Subsequent Events

16. Subsequent Events

On January 2, 2025, the Company was issued 277,250 units in the Operating Partnership and the Company issued 15,000 restricted shares of common stock to its independent directors and 262,250 vested shares of common stock to its officers and employees.

On March 14, 2025, the Company paid a quarterly dividend (distribution) of $0.50 per Series B Preferred Stock (and unit) to the preferred stockholders (and unitholders of the Operating Partnership) of record on February 28, 2025.

On March 14, 2025, the Company paid a quarterly dividend (distribution) of $0.492188 per Series C Preferred Stock (and unit) to the preferred stockholders (and unitholders of the Operating Partnership) of record on February 28, 2025.

On March 14, 2025, the Company paid a quarterly dividend (distribution) of $0.515625 per Series D Preferred Stock (and unit) to the preferred stockholders (and unitholders of the Operating Partnership) of record on February 28, 2025.


 

 
v3.25.1
Schedule III - Real Estate and Accumulated Depreciation
 12 Months Ended
Dec. 31, 2024
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation Disclosure [Abstract]  
Schedule III - Real Estate and Accumulated Depreciation

SOTHERLY HOTELS INC.

SOTHERLY HOTELS LP

SCHEDULE III—REAL ESTATE AND ACCUMULATED DEPRECIATION

AS OF DECEMBER 31, 2024

(in thousands)

 

 

 

 

 

 

 

 

 

 

 

Costs Capitalized

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Life on

 

 

 

 

Initial Costs

 

 

Subsequent to Acquisition

 

 

Gross Amount At End of Year

 

 

Accumulated

 

 

 

 

 

 

Which

 

 

 

 

 

 

 

Building &

 

 

 

 

 

Building &

 

 

 

 

 

Building &

 

 

 

 

 

Depreciation

 

 

Date of

 

Date

 

Depreciation

Description

Encumbrances

 

 

Land

 

 

Improvements

 

 

Land

 

 

Improvements

 

 

Land

 

 

Improvements

 

 

Total

 

 

& Impairment

 

 

Construction

 

Acquired

 

is Computed

The DeSoto – Savannah, Georgia

$

34,220

 

 

$

600

 

 

$

13,562

 

 

$

948

 

 

$

28,273

 

 

$

1,548

 

 

$

41,835

 

 

$

43,383

 

 

$

(18,452

)

 

1968

 

2004

 

3-39 years

DoubleTree by Hilton Jacksonville
Riverfront – Jacksonville, Florida

 

26,057

 

 

 

7,090

 

 

 

14,604

 

 

 

546

 

 

 

8,866

 

 

 

7,636

 

 

 

23,470

 

 

 

31,106

 

 

 

(12,017

)

 

1970

 

2005

 

3-39 years

DoubleTree by Hilton Laurel – Laurel,
Maryland

 

10,000

 

 

 

900

 

 

 

9,443

 

 

 

77

 

 

 

6,213

 

 

 

977

 

 

 

15,656

 

 

 

16,633

 

 

 

(8,001

)

 

1985

 

2004

 

3-39 years

DoubleTree by Hilton Philadelphia
Airport – Philadelphia, Pennsylvania

 

35,915

 

 

 

2,100

 

 

 

22,031

 

 

 

454

 

 

 

9,181

 

 

 

2,554

 

 

 

31,212

 

 

 

33,766

 

 

 

(15,560

)

 

1972

 

2004

 

3-39 years

DoubleTree Resort by Hilton
Hollywood Beach - Hollywood
Beach, Florida

 

50,212

 

 

 

22,865

 

 

 

67,660

 

 

 

829

 

 

 

9,825

 

 

 

23,694

 

 

 

77,485

 

 

 

101,178

 

 

 

(20,113

)

 

1972

 

2015

 

3-39 years

Georgian Terrace – Atlanta, Georgia

 

38,375

 

 

 

10,128

 

 

 

45,386

 

 

 

(1,135

)

 

 

11,086

 

 

 

8,993

 

 

 

56,472

 

 

 

65,465

 

 

 

(16,663

)

 

1911

 

2014

 

3-39 years

Hotel Alba Tampa, Tapestry Collection
by Hilton – Tampa, Florida

 

35,000

 

 

 

4,153

 

 

 

9,670

 

 

 

1,909

 

 

 

26,249

 

 

 

6,062

 

 

 

35,919

 

 

 

41,982

 

 

 

(15,455

)

 

1973

 

2007

 

3-39 years

Hotel Ballast Wilmington,
Tapestry Collection by Hilton – Wilmington,
North Carolina

 

29,770

 

 

 

785

 

 

 

16,829

 

 

 

1,002

 

 

 

16,069

 

 

 

1,787

 

 

 

32,898

 

 

 

34,685

 

 

 

(18,795

)

 

1970

 

2004

 

3-39 years

Hyatt Centric Arlington - Arlington,
Virginia

 

45,317

 

 

 

191

 

 

 

70,369

 

 

 

78

 

 

 

2,796

 

 

 

270

 

 

 

73,165

 

 

 

73,434

 

 

 

(12,846

)

 

 

 

2018

 

3-39 years

The Whitehall – Houston, Texas

 

13,777

 

 

 

7,374

 

 

 

22,185

 

 

 

249

 

 

 

8,059

 

 

 

7,623

 

 

 

30,244

 

 

 

37,867

 

 

 

(17,117

)

 

1963

 

2013

 

3-39 years

Hyde Resort & Residences

 

-

 

 

 

226

 

 

 

4,290

 

 

 

-

 

 

 

-

 

 

 

226

 

 

 

4,290

 

 

 

4,517

 

 

 

(871

)

 

2016

 

2017

 

3-39 years

Hyde Beach House Resort &
Residences

 

-

 

 

 

-

 

 

 

5,710

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

5,710

 

 

 

5,710

 

 

 

(777

)

 

2019

 

2019

 

3-39 years

 

$

318,643

 

 

$

56,412

 

 

$

301,739

 

 

$

4,957

 

 

$

126,617

 

 

$

61,370

 

 

$

428,356

 

 

$

489,726

 

 

$

(156,667

)

 

 

 

 

 

 

 

(1)
For the year ending December 31, 2024, the aggregate cost of our real estate assets for federal income tax purposes was approximately $478.7 million.

RECONCILIATION OF REAL ESTATE AND ACCUMULATED DEPRECIATION

RECONCILIATION OF REAL ESTATE

 

Balance at December 31, 2021

 

$

509,620

 

Acquisitions

 

 

—

 

Improvements

 

 

6,916

 

Disposal of Assets

 

 

(42,883

)

Balance at December 31, 2022

 

$

473,653

 

Acquisitions

 

 

—

 

Improvements

 

 

6,863

 

Disposal of Assets

 

 

(568

)

Balance at December 31, 2023

 

$

479,948

 

Acquisitions

 

 

—

 

Improvements

 

 

10,872

 

Disposal of Assets

 

 

(1,094

)

Balance at December 31, 2024

 

$

489,726

 

 

RECONCILIATION OF ACCUMULATED DEPRECIATION

 

Balance at December 31, 2021

 

$

129,895

 

Current Expense

 

 

13,462

 

Impairment

 

 

—

 

Disposal of Assets

 

 

(13,046

)

Balance at December 31, 2022

 

$

130,311

 

Current Expense

 

 

13,586

 

Impairment

 

 

—

 

Disposal of Assets

 

 

(440

)

Balance at December 31, 2023

 

$

143,457

 

Current Expense

 

 

14,306

 

Impairment

 

 

—

 

Disposal of Assets

 

 

(1,096

)

Balance at December 31, 2024

 

$

156,667

 
v3.25.1
Summary of Significant Accounting Policies (Policies)
 12 Months Ended
Dec. 31, 2024
Accounting Policies [Abstract]  
Basis of Presentation

Basis of Presentation – The consolidated financial statements of the Company presented herein include all the accounts of Sotherly Hotels Inc., the Operating Partnership and the MHI TRS Entities. All significant inter-company balances and transactions have been eliminated. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included.

The consolidated financial statements of the Operating Partnership presented herein include all the accounts of Sotherly Hotels LP and the MHI TRS Entities. All significant inter-company balances and transactions have been eliminated. Additionally, all administrative expenses of the Company and those expenditures made by the Company on behalf of the Operating Partnership are reflected as the administrative expenses, expenditures and obligations thereto of the Operating Partnership, pursuant to the terms of the Partnership Agreement.
Variable Interest Entities

Variable Interest Entities – The Operating Partnership is a variable interest entity. The Company’s only significant asset is its investment in the Operating Partnership, and consequently, substantially all of the Company’s assets and liabilities represent those assets and liabilities of the Operating Partnership and its subsidiaries. All of the Company’s debt is an obligation of the Operating Partnership and its subsidiaries.
Investment in Hotel Properties

Investment in Hotel Properties – Investments in hotel properties include investments in operating properties which are recorded at fair value on the acquisition date and allocated to land, property and equipment and identifiable intangible assets. If substantially all the fair value of the gross assets acquired are concentrated in a single identifiable asset, the asset is not considered a business. When we conclude that an acquisition meets this threshold, acquisition costs will be capitalized as part of our allocation of the purchase price of the acquired asset. We capitalize the costs of significant additions and improvements that materially upgrade, increase the value of or extend the useful life of the property. These costs may include refurbishment, renovation, and remodeling expenditures, as well as certain direct internal costs related to construction projects. Upon the sale or retirement of a fixed asset, the cost and related accumulated depreciation are removed from our accounts and any resulting gain or loss is included in the statements of operations.

Depreciation is computed using the straight-line method over the estimated useful lives of the assets, generally 7 to 39 years for buildings and building improvements and 3 to 10 years for furniture, fixtures and equipment.

The Company assesses the carrying value of its investments in hotel properties whenever events or changes in circumstances indicate that the carrying value of the hotel properties may not be recoverable. Events or circumstances that may cause a review include, but are not limited to, adverse permanent changes in the demand for lodging at the properties due to declining national or local economic conditions and/or new hotel construction in markets where the hotels are located. When such conditions exist, management performs an analysis to determine if the estimated undiscounted future cash flows from operations and the proceeds from the ultimate disposition of a hotel property exceeds its carrying value. If the estimated undiscounted future cash flows are found to be less than the carrying amount of the asset, an adjustment to reduce the carrying amount to the related hotel property’s estimated fair market value would be recorded and an impairment loss recognized.

The Company recognized no impairment losses for the years ended December 31, 2024 and 2023.
Assets Held for Sale

Assets Held for Sale – The Company records assets as held for sale when management has committed to a plan to sell the assets, actively seeks a buyer for the assets, and the consummation of the sale is considered probable and is expected within one year. When the carrying value of the asset is greater than the fair value, the Company reduces the carrying value to fair value less selling costs and recognizes an impairment loss.
Cash and Cash Equivalents

Cash and Cash Equivalents – The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents.
Concentration of Credit Risk

Concentration of Credit Risk – The Company holds cash accounts at several institutions in excess of the Federal Deposit Insurance Corporation (the “FDIC”) protection limits of $250,000. Our exposure to credit loss in the event of the failure of these institutions is represented by the difference between the FDIC protection limit and the total amounts on deposit. Management monitors, on a regular basis, the financial condition of the financial institutions along with the balances there on deposit to minimize our potential risk.
Restricted Cash

Restricted Cash – Restricted cash includes real estate tax escrows, insurance escrows and reserves for replacements of furniture, fixtures and equipment pursuant to certain requirements in our various mortgage agreements.
Accounts Receivable

Accounts Receivable – Accounts receivable consists primarily of amounts due from hotel guests including payments rendered by credit card for which we are awaiting payment from the merchant processor. Most of our revenue is collected through payment by cash or credit card on or in advance of the date of service, with limited extension of credit to a small number of customers. An allowance for potential credit losses is provided against the portion of accounts receivable that is estimated to be uncollectible.
Inventories

Inventories – Inventories, consisting primarily of food and beverages, are stated at the lower of cost or net realizable value, with cost determined on a method that approximates first-in, first-out basis.
Franchise License Fees

Franchise License Fees – Fees expended to obtain or renew a franchise license are amortized over the life of the license or renewal. The unamortized franchise fees as of December 31, 2024 and 2023, were approximately $311,753 and $195,988, respectively. Amortization expense for the years ended December 31, 2024, 2023, and 2022, was $44,235, $45,050 and $48,852, respectively.
Deferred Financing Costs

Deferred Financing Costs – Deferred financing costs are recorded at cost and consist of loan fees and other costs incurred in issuing debt and are reflected in mortgage loans, net and unsecured notes, net on the consolidated balance sheets. Deferred offering costs are recorded at cost and consist of offering fees and other costs incurred in advance of issuing equity and are reflected in prepaid expenses, inventory and other assets on the consolidated balance sheets. Amortization of deferred financing costs is computed using a method that approximates the effective interest method over the term of the related debt and is included in interest expense in the consolidated statements of operations.

Derivative Instruments

Derivative Instruments – Our derivative instruments are reflected as assets or liabilities on the consolidated balance sheet and measured at fair value. Derivative instruments used to hedge the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as an interest rate risk, are considered fair value hedges. Derivative instruments used to hedge exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. For a derivative instrument designated as a cash flow hedge, the change in fair value each period is reported in accumulated other comprehensive income in stockholders’ equity and partners’ capital to the extent the hedge is effective. For a derivative instrument designated as a fair value hedge, the change in fair value each period is reported in earnings along with the change in fair

value of the hedged item attributable to the risk being hedged. For a derivative instrument that does not qualify for hedge accounting or is not designated as a hedge, the change in fair value each period is reported in earnings.

We use derivative instruments to add stability to interest expense and to manage our exposure to interest-rate movements. To accomplish this objective, we currently use interest rate caps and an interest rate swap which act as cash flow hedges and are not designated as hedges. We value our interest-rate caps and interest rate swap at fair value, which we define as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). We do not enter into contracts to purchase or sell derivative instruments for speculative trading purposes.
Fair Value Measurements

Fair Value Measurements –

We classify the inputs used to measure fair value into the following hierarchy:

Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities.

Level 2 Unadjusted quoted prices in active markets for similar assets or liabilities, or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are observable for the asset or liability.

Level 3 Unobservable inputs for the asset or liability.

We endeavor to utilize the best available information in measuring fair value. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The following table represents our assets and liabilities measured at fair value and the basis for that measurement (our interest rate caps and interest rate swap are the only assets or liabilities measured at fair value on a recurring basis, there were two non-recurring or infrequent asset valuations and no non-recurring liabilities for fair value measurements as of December 31, 2024 and 2023, respectively):

 

 

December 31, 2024

 

December 31, 2023

 

 

Carrying Amount

 

Fair Value

 

Carrying Amount

 

Fair Value

 

Financial Assets

 

 

 

 

 

 

 

 

Interest-rate swap(1)

$

—

 

$

—

 

$

627,676

 

$

627,676

 

 

 

 

 

 

 

 

 

 

Interest-rate cap(2)

$

379,433

 

$

379,433

 

$

—

 

$

—

 

 

 

 

 

 

 

 

 

 

Financial Liabilities

 

 

 

 

 

 

 

 

Mortgage loans(3)

$

(316,516,148

)

$

(315,981,358

)

$

(315,989,194

)

$

(303,949,790

)

 

(1)
The interest-rate swap agreement allowed the Company to receive a variable rate of interest based upon 1-month SOFR in exchange for a fixed rate of 2.826% on a notional amount which approximated the declining balance of the mortgage loan on the Hotel Alba. The interest-rate swap was terminated on February 14, 2024.
(2)
The interest-rate cap agreement allows the Company to receive a variable rate of interest based upon the amount in which 1-month SOFR exceeds 3.0% on a notional amount of $26.0 million on the DoubleTree by Hilton Philadelphia Airport. The interest rate cap terminates on May 1, 2026.
(3)
Mortgage loans had a carrying value on our Consolidated Balance Sheets of $316,516,148 and $315,989,194, as of December 31, 2024 and December 31, 2023, respectively.

The fair value of the Company’s interest rate swap and cap agreements were determined using the market standard methodology of netting the discounted future fixed cash payments and the discounted expected variable cash receipts, which is considered a Level 2 measurement under the fair value hierarchy. The variable cash receipts are based on an expectation of future interest rates (forward yield curves) derived from observable market interest rates.

The Company estimates the fair value of its mortgage loans by discounting the future cash flows of each loan at estimated market rates consistent with the maturity of a mortgage loan with similar credit terms and credit characteristics, which are Level 2 inputs under the fair value hierarchy. Market rates take into consideration general market conditions and maturity.

Noncontrolling Interest in Operating Partnership

Noncontrolling Interest in Operating Partnership – Certain hotel properties have been acquired, in part, by the Operating Partnership through the issuance of limited partnership units of the Operating Partnership. The noncontrolling interest in the Operating Partnership is: (i) increased or decreased by the limited partners’ pro-rata share of the Operating Partnership’s net income or net loss, respectively; (ii) decreased by distributions; (iii) decreased by redemption of partnership units for the Company’s common stock; and (iv) adjusted to equal the net equity of the Operating Partnership multiplied by the limited partners’ ownership percentage immediately

after each issuance of units of the Operating Partnership and/or the Company’s common stock through an adjustment to additional paid-in capital. Net income or net loss is allocated to the noncontrolling interest in the Operating Partnership based on the weighted average percentage ownership throughout the period.
Revenue Recognition

Revenue Recognition – Revenue consists of amounts derived from hotel operations, including the sales of rooms, food and beverage, and other ancillary services. Room revenue is recognized over a customer’s hotel stay. Revenue from food and beverage and other ancillary services is generated when a customer chooses to purchase goods or services separately from a hotel room and revenue is recognized on these distinct goods and services at the point in time or over the time period that goods or services are provided to the customer. Some contracts for rooms or food and beverage services require an upfront deposit which is recorded as advanced deposits (or contract liabilities) shown on our consolidated balance sheets and recognized once the performance obligations are satisfied.

Certain ancillary services are provided by third parties and the Company assessed whether it is the principal or agent in these arrangements. If the Company is the agent, revenue is recognized based upon the gross commission earned from the third party. If the Company is the principal, the Company recognizes based upon the gross sales price. With respect to the hotel condominium rental programs the Company operates at the Lyfe Resort & Residences and the Hyde Beach House Resort & Residences, the Company has determined that it is an agent and recognizes revenue based on its share of revenue earned under the rental agency agreement.

Certain of the Company’s hotels have retail spaces, restaurants or other spaces which the Company leases to third parties. Lease revenue is recognized on a straight-line basis over the life of the lease and included in other operating revenues in the Company’s consolidated statements of operations.

The Company collects revenue, sales taxes, use taxes, occupancy taxes and similar taxes at its hotels which are reflected in revenue on a net basis on the consolidated statements of operations.

Leases

Leases – We determine whether an arrangement is a lease at its inception and determine their classification as operating or finance leases. These leases are classified on the consolidated balance sheets as “right of use assets”, which represent our right to use the underlying asset. The corresponding operating lease liability, which represent our obligation to make lease payments under the lease agreement, is classified as finance lease liabilities or within accounts payable and other accrued liabilities for operating leases on the consolidated balance sheets. Right of use assets and lease liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. Variable lease payments are excluded from the right of use assets and lease liabilities are recognized in the period in which the obligation for those payments is incurred. As many of our leases do not provide an implicit financing rate, we use our incremental borrowing cost based on information available at the commencement date using our actual borrowing rates commensurate with the lease terms and fully levered borrowing to determine present value, when the implicit rate is not determinable. Extension options on our leases are included in our minimum lease terms when they are reasonably certain to be exercised. Subsequent to the initial recognition, lease liabilities are measured using the effective interest method. The right-of-use ("ROU") asset is generally amortized utilizing a straight-line method adjusted for the lease liability accretion during the period.
Income Taxes

Income Taxes – The Company has elected to be taxed as a REIT under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended. As a REIT, the Company generally will not be subject to federal income tax. The MHI TRS, our wholly owned taxable REIT subsidiary which leases our hotels from subsidiaries of the Operating Partnership, is subject to federal and state income taxes.

We account for income taxes using the asset and liability method under which deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. A valuation allowance is required for deferred tax assets if, based on all available evidence, it is “more-likely-than-not” that all or a portion of the deferred tax asset will or will not be realized due to the inability to generate sufficient taxable income in certain financial statement periods. The “more-likely-than-not” analysis means the likelihood of realization is greater than 50%, that we either will or will not be able to fully utilize the deferred tax assets against future taxable income. The net amount of deferred tax assets that are recorded on the financial statements must reflect the tax benefits that are expected to be realized using these criteria. As of December 31, 2024, we determined that it is more-likely-than-not that we will not be able to fully utilize our deferred tax assets for future tax consequences; therefore, a 100% valuation allowance is required. As of December 31, 2024 and 2023, deferred tax assets each totaled $0.

As of December 31, 2024, we had no uncertain tax positions. Our policy is to recognize interest and penalties related to uncertain tax positions in income tax expense. As of December 31, 2024, the tax years that remain subject to examination by the major tax jurisdictions to which the Company is subject generally include 2011 through 2023. In addition, as of December 31, 2024, the tax years that remain subject to examination by the major tax jurisdictions to which the MHI TRS Entities are subject, because of open NOL carryforwards, generally include 2014 through 2023.

The Operating Partnership is generally not subject to federal and state income taxes as the unit holders of the Partnership are subject to tax on their respective shares of the Partnership’s taxable income.
Stock-Based Compensation

Stock-based Compensation – The Company’s 2022 Long-Term Incentive Plan (the “2022 Plan”), which the Company’s stockholders approved in April 2022, permits the grant of stock options, restricted stock, unrestricted stock and service/performance share compensation awards to its employees and directors for up to 2,000,000 shares of common stock. The Company believes that such awards better align the interests of its employees with those of its stockholders.

Under the 2022 Plan, the Company may issue a variety of service or performance-based stock awards, including nonqualified stock options. The value of the awards is charged to compensation expense on a straight-line basis over the vesting or service period based on the value of the award as determined by the Company’s stock price on the date of grant or issuance. As of December 31, 2024, the Company has made cumulative stock awards totaling 604,028 shares, of which 232,750 were originally restricted. As of December 31, 2024, there were 123,000 restricted shares and 481,028 non-restricted shares. Total stock-based compensation cost recognized under the 2013 Plan and 2022 Plan for the years ended December 31, 2024, 2023, and 2022 was $372,005, $373,579 and $871,466, respectively. No performance-based stock awards have been granted. Consequently, stock-based compensation as determined under the fair-value method would be the same under the intrinsic-value method.de

The Company’s 2013 Long-Term Incentive Plan (the “2013 Plan”), which the Company’s stockholders approved in April 2013, permitted the grant of stock options, restricted stock and performance share compensation awards to its employees and directors for up to 750,000 shares of common stock. All future awards will be made under the 2022 Plan.

Under the 2013 Plan, the Company was able to issue a variety of performance-based stock awards, including nonqualified stock options. The value of the awards is charged to compensation expense on a straight-line basis over the vesting or service period based on the value of the award as determined by the Company’s stock price on the date of grant or issuance. As of December 31, 2024, no performance-based stock awards have been granted. The Company made cumulative stock awards totaling 745,160 shares, of which 316,333 were originally restricted. As of December 31, 2024, there were 745,160 non-restricted shares issued to certain executives, directors and employees. All awards have vested. The remaining 4,840 shares have been deregistered.

Additionally, the Company sponsors and maintains an Employee Stock Ownership Plan (“ESOP”) and related trust for the benefit of its eligible employees. We reflect unearned ESOP shares as a reduction of stockholders’ equity. Dividends on unearned ESOP shares, when paid, are considered compensation expense. The Company recognizes compensation expense equal to the fair value of the Company’s ESOP shares during the periods in which they are committed to be released. For the years ended December 31, 2024, 2023, and 2022 the ESOP compensation cost was $125,497, $171,896 and $126,958, respectively. To the extent that the fair value of the Company’s ESOP shares differs from the cost of such shares, the differential is recognized as the change in additional paid-in capital. Because the ESOP is internally leveraged through a loan from the Company to the ESOP, the loan receivable by the Company from the ESOP is not reported as an asset nor is the debt of the ESOP shown as a liability in the Company’s consolidated financial statements.
Advertising

Advertising – Advertising costs, including digital advertising, were approximately $2.8 million, $2.7 million and $2.2 million, for the years ended December 31, 2024, 2023, and 2022, respectively and are expensed as incurred.
Business Interruption Proceeds

Business Interruption Proceeds – Insurance recoveries for business interruption were recognized during the years ended December 31, 2024, 2023, and 2022, for $1,500,000, $230,256, and $62,010, respectively. The insurance proceeds were reflected in the statement of operations in other operating departments revenues.
Involuntary Conversion of Assets

Involuntary Conversion of Assets – The Company record gains or losses on involuntary conversions of assets due to recovered insurance proceeds to the extent the undepreciated cost of a nonmonetary asset differs from the amount of monetary proceeds received. During the years ending December 31, 2024, 2023, and 2022, we recognized approximately $0.5 million, $1.4 million and $1.8 million, respectively, for gain on involuntary conversion of assets, which is reflected in the consolidated statements of operations.
Comprehensive Income (Loss)

Comprehensive Income (Loss) – Comprehensive income (loss), as defined, includes all changes in equity (net assets) during a period from non-owner sources. The Company does not have any items of comprehensive income (loss) other than net income (loss).
Segment Information

Segment Information – The Company allocates resources and assesses operating performance based on individual hotel properties. The Company considers each of our hotel properties to be an operating segment, but combines each operating segment into one reportable segment: investment in hotel properties.
Use of Estimates

Use of Estimates – The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and

liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
New Accounting Pronouncements

New Accounting Pronouncements – In October 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2023-06, Disclosure Improvements: Codification Amendments in Response to the SEC's Disclosure Update and Simplification Initiative ("ASU 2023-06"). ASU 2023-06 incorporates 14 of the 27 disclosure requirements published in SEC Release No. 33-10532 - Disclosure Update and Simplification into various topics within the Accounting Standards Codification ("ASC"). ASU 2023-06's amendments represent clarifications to, or technical corrections of, current requirements. For SEC registrants, the effective date for each amendment will vary based on the date on which the SEC removes that related disclosure from its rules. If the SEC does not act to remove its related requirement by June 30, 2027, any related FASB amendments will be removed from the ASC and will not be effective. Early adoption is prohibited. The Company is currently assessing the potential impacts of ASU 2023-06 and does not expect it to have a material effect on its consolidated financial statements and disclosures.

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures ("ASU 2023-07"). ASU 2023-07 expands public entities’ segment disclosures by requiring disclosure of significant segment expenses that are regularly provided to the chief operating decision maker and included within each reported measure of segment profit or loss, an amount and description of its composition for other segment items, and interim disclosures of a reportable segment’s profit or loss and assets. All disclosure requirements under ASU 2023-07 are also required for public entities with a single reportable segment. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and for interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The amendments should be applied retrospectively to all prior periods presented in the financial statements. The adoption of the new standard did not have an impact on the Company’s financial position, results of operations or cash flows. Please refer to Note 15, Segment information, for the related disclosures.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures ("ASU 2023-09"). ASU 2023-09 requires entities to disclose disaggregated information about their effective tax rate reconciliation as well as information on income taxes paid. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The amendments should be applied on a prospective basis, with the option to apply retrospectively. The Company is currently assessing the impacts of adopting ASU 2023-09 on its consolidated financial statements and disclosures.

In March 2024, the FASB issued ASU 2024-01, Compensation—Stock Compensation (Topic 718): Scope Application of Profits Interest and Similar Awards (“ASU 2024-01”), to clarify the scope application of profits interest and similar awards by adding illustrative guidance in ASC 718, Compensation—Stock Compensation ("ASC 718"). ASU 2024-01 clarifies how to determine whether profits interest and similar awards should be accounted for as a share-based payment arrangement (ASC 718) or as a cash bonus or profit-sharing arrangement (ASC 710, Compensation—General, or other guidance) and applies to all reporting entities that account for profits interest awards as compensation to employees or non-employees. In addition to adding the illustrative guidance, ASU 2024-01 modified the language in paragraph 718-10-15-3 to improve its clarity and operability without changing the guidance. ASU 2024-01 is effective for fiscal years beginning after December 15, 2024, including interim periods within those annual periods. Early adoption is permitted. The amendments should be applied either retrospectively to all prior periods presented in the financial statements, or prospectively to profits interest and similar awards granted or modified on or after the adoption date. The Company is currently assessing the impacts of adopting ASU 2024-01 on its consolidated financial statements and disclosures.

In November 2024, the FASB issued 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40). The amendments improve the disclosures about a public business entity’s expenses and address requests from investors for more detailed information about the types of expenses (including purchases of inventory, employee compensation, depreciation, amortization, and depletion) in commonly presented expense captions (such as cost of sales and research and development). The amendments are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. The Company is currently evaluating the impact that adopting ASU 2024-03 will have on its consolidated financial statements and disclosures.

v3.25.1
Summary of Significant Accounting Policies (Tables)
 12 Months Ended
Dec. 31, 2024
Accounting Policies [Abstract]  
Schedule of Recurring Assets and Liabilities Measured at Fair Value The following table represents our assets and liabilities measured at fair value and the basis for that measurement (our interest rate caps and interest rate swap are the only assets or liabilities measured at fair value on a recurring basis, there were two non-recurring or infrequent asset valuations and no non-recurring liabilities for fair value measurements as of December 31, 2024 and 2023, respectively):

 

 

December 31, 2024

 

December 31, 2023

 

 

Carrying Amount

 

Fair Value

 

Carrying Amount

 

Fair Value

 

Financial Assets

 

 

 

 

 

 

 

 

Interest-rate swap(1)

$

—

 

$

—

 

$

627,676

 

$

627,676

 

 

 

 

 

 

 

 

 

 

Interest-rate cap(2)

$

379,433

 

$

379,433

 

$

—

 

$

—

 

 

 

 

 

 

 

 

 

 

Financial Liabilities

 

 

 

 

 

 

 

 

Mortgage loans(3)

$

(316,516,148

)

$

(315,981,358

)

$

(315,989,194

)

$

(303,949,790

)

 

(1)
The interest-rate swap agreement allowed the Company to receive a variable rate of interest based upon 1-month SOFR in exchange for a fixed rate of 2.826% on a notional amount which approximated the declining balance of the mortgage loan on the Hotel Alba. The interest-rate swap was terminated on February 14, 2024.
(2)
The interest-rate cap agreement allows the Company to receive a variable rate of interest based upon the amount in which 1-month SOFR exceeds 3.0% on a notional amount of $26.0 million on the DoubleTree by Hilton Philadelphia Airport. The interest rate cap terminates on May 1, 2026.
(3)
Mortgage loans had a carrying value on our Consolidated Balance Sheets of $316,516,148 and $315,989,194, as of December 31, 2024 and December 31, 2023, respectively.
v3.25.1
Investment in Hotel Properties, Net (Tables)
 12 Months Ended
Dec. 31, 2024
Real Estate [Abstract]  
Schedule of Investment in Hotel Properties, Net

Investment in hotel properties, net as of December 31, 2024 and 2023, consisted of the following:

 

 

 

December 31, 2024

 

 

December 31, 2023

 

 

 

 

 

 

 

 

Land and land improvements

 

$

61,370,250

 

 

$

61,114,486

 

Buildings and improvements

 

 

428,355,821

 

 

 

418,833,706

 

Right of use assets

 

 

3,727,805

 

 

 

4,733,406

 

Finance lease right of use assets

 

 

23,021,483

 

 

 

—

 

Furniture, fixtures and equipment

 

 

53,820,118

 

 

 

51,501,629

 

 

 

 

570,295,477

 

 

 

536,183,227

 

Less: accumulated depreciation

 

 

(197,918,851

)

 

 

(181,264,121

)

Investment in Hotel Properties, Net

 

$

372,376,626

 

 

$

354,919,106

 
v3.25.1
Debt (Tables)
 12 Months Ended
Dec. 31, 2024
Debt Disclosure [Abstract]  
Schedule of Mortgage Debt Obligations on Hotels The following table sets forth our mortgage debt obligations on our hotels.

 

 

Balance Outstanding as of

 

 

 

 

 

 

 

 

 

 

 

December 31,

 

 

December 31,

 

 

Prepayment

 

Maturity

 

Amortization

 

Interest

 

Property

2024

 

 

2023

 

 

Penalties

 

Date

 

Provisions

 

Rate

 

The DeSoto (1)

$

29,236,795

 

 

$

30,248,929

 

 

Yes

 

7/1/2026

 

25 years

 

4.25%

 

The DeSoto (2)

 

4,982,794

 

 

 

-

 

 

Yes

 

7/1/2026

 

25 years

 

7.50%

 

DoubleTree by Hilton Jacksonville
   Riverfront (3)

 

26,056,500

 

 

 

31,749,695

 

 

None

 

7/8/2029

 

25 years

 

SOFR plus 3.00%

 

DoubleTree by Hilton Laurel (4)

 

10,000,000

 

 

 

10,000,000

 

 

(4)

 

5/6/2028

 

(4)

 

7.35%

 

DoubleTree by Hilton Philadelphia Airport (5)

 

35,915,488

 

 

 

38,915,488

 

 

None

 

4/29/2026

 

(5)

 

SOFR plus 3.50%

 

DoubleTree Resort by Hilton Hollywood
   Beach (6)

 

50,211,533

 

 

 

51,495,662

 

 

(6)

 

10/1/2025

 

30 years

 

4.913%

 

Georgian Terrace (7)

 

38,375,095

 

 

 

39,455,095

 

 

(7)

 

6/1/2025

 

30 years

 

4.42%

 

Hotel Alba Tampa, Tapestry Collection by Hilton (8)

 

35,000,000

 

 

 

24,269,200

 

 

(8)

 

3/6/2029

 

(8)

 

8.49%

 

Hotel Ballast Wilmington, Tapestry Collection by
   Hilton (9)

 

29,770,045

 

 

 

30,755,374

 

 

Yes

 

1/1/2027

 

25 years

 

4.25%

 

Hyatt Centric Arlington (10)

 

45,317,273

 

 

 

46,454,972

 

 

Yes

 

10/1/2028

 

30 years

 

5.25%

 

The Whitehall (11)

$

13,777,078

 

 

 

14,009,874

 

 

None

 

2/26/2028

 

25 years

 

PRIME plus 1.25%

 

Total Mortgage Principal Balance

$

318,642,601

 

 

$

317,354,289

 

 

 

 

 

 

 

 

 

 

Deferred financing costs, net

$

(2,144,656

)

 

 

(1,407,979

)

 

 

 

 

 

 

 

 

 

Unamortized premium on loan

$

18,203

 

 

 

42,884

 

 

 

 

 

 

 

 

 

 

Total Mortgage Loans, Net

$

316,516,148

 

 

$

315,989,194

 

 

 

 

 

 

 

 

 

 

(1)

The note amortizes on a 25-year schedule after an initial interest-only period of one year and is subject to a pre-payment penalty except for any pre-payments made within 120 days of the maturity date.

(2)

The note is a second mortgage that amortizes on a 25-year schedule. The note can be prepaid with penalty.

(3)

The note provides for an initial tranche in the amount of $26.25 million and a renovation tranche in the amount of $9.49 million.

(4)

The note requires payments of interest only and cannot be prepaid until the last 4 months of the loan term.

(5)

The note requires payments of interest only. On May 3, 2024, we entered into an interest rate cap with a notional amount of $26.0 million with Webster Bank, N.A. The cap has a strike rate of 3.0%, is indexed to SOFR, and expires on May 1, 2026.

(6)

With limited exception, the note may not be prepaid prior to June 2025.

(7)

With limited exception, the note may not be prepaid prior to February 2025.

(8)

The note requires payments of interest only and cannot be prepaid until the last four months of the term.

(9)

The note amortizes on a 25-year schedule after an initial interest-only period of one year and is subject to a pre-payment penalty except for any pre-payments made within 120 days of the maturity date.

(10)

Following a 5-year lockout, the note can be prepaid with penalty in years 6-10 and without penalty during the final 4 months of the term.

(11)

The note bears a floating interest rate of New York Prime Rate plus 1.25%, with a floor of 7.50%.
Schedule of Future Mortgage Debt Maturities

Total future mortgage debt maturities, including with respect to any extensions of loan maturity, as of December 31, 2024 were as follows:

 

December 31, 2025

$

92,714,877

 

December 31, 2026

 

99,951,652

 

December 31, 2027

 

2,221,621

 

December 31, 2028

 

64,555,551

 

December 31, 2029

 

59,198,900

 

Total future maturities

$

318,642,601

 
v3.25.1
Commitments and Contingencies (Tables)
 12 Months Ended
Dec. 31, 2024
Commitments and Contingencies Disclosure [Abstract]  
Schedule of Minimum Future Lease Payments

A schedule of minimum future lease payments receivable for the remaining twelve-month periods is as follows:

 

 

 

 

December 31, 2025

 

$

1,070,808

 

December 31, 2026

 

 

920,844

 

December 31, 2027

 

 

711,691

 

December 31, 2028

 

 

478,410

 

December 31, 2029

 

 

485,284

 

December 31, 2030 and thereafter

 

 

1,397,049

 

Total

 

$

5,064,086

 
v3.25.1
Leases (Tables)
 12 Months Ended
Dec. 31, 2024
Leases [Abstract]  
Schedule of Operating and Finance Lease Term Years, Weighted-average Discount Rates, Right of Use Assets and Lease Liabilities

As of December 31, 2024, the operating and finance lease term years, weighted-average discount rates, right of use assets and lease liabilities, are as follows:

 

 

 

December 31, 2024

 

 

 

 

Operating

 

Finance

 

Weighted-average remaining lease term, including reasonably certain extension options (years)

 

 

 

27.25

 

 

49.98

 

Weighted-average discount rate

 

 

 

8.02

%

 

7.41

%

 

 

 

 

 

 

 

Right of use assets

 

 

$

4,451,537

 

$

23,021,483

 

Lease liabilities

 

 

$

(4,874,919

)

$

(23,201,751

)
Summary of Lease Related Assets and Liabilities

Lease Position as of December 31, 2024 and 2023– The following tables set forth the lease-related assets and liabilities included in the Company’s consolidated balance sheets as of December 31, 2024 and 2023;

 

Assets

Balance Sheet Classification

December 31, 2024

 

December 31, 2023

 

 

 

 

 

 

 

Right of use assets

Prepaid expenses, inventory and other assets

$

723,732

 

$

1,255,881

 

Right of use assets

Investment in hotel properties, net

 

3,727,805

 

 

4,733,406

 

Finance lease right of use assets

Investment in hotel properties, net

 

23,021,483

 

 

63,424

 

 

 

 

 

 

 

Total lease assets

 

$

27,473,020

 

$

6,052,711

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

Lease obligations under ROU assets

Accounts payable and accrued liabilities

$

4,874,919

 

$

5,420,343

 

Finance lease liabilities

Finance lease liabilities

 

23,201,751

 

 

54,354

 

Total lease liabilities

 

$

28,076,670

 

$

5,474,697

 

 

 

 

 

 

 
Schedule of Lease Costs The following table sets forth the lease costs related to the Company’s operating and finance ground leases included in the Company’s consolidated statement of operations for the twelve months ended December 31, 2024, 2023, and 2022:

 

 

Consolidated Statement of Operations

Twelve Months Ended

 

Twelve Months Ended

 

Twelve Months Ended

 

 

Classification

December 31, 2024

 

December 31, 2023

 

December 31, 2022

 

 

 

 

 

 

 

 

 

Operating lease costs

 

 

 

 

 

 

 

Fixed

Corporate general and administrative

$

188,774

 

$

(73,104

)

$

242,429

 

 

Hotel operating expenses - Other operating

 

-

 

 

271,000

 

 

271,000

 

 

Hotel operating expenses - Indirect

 

468,407

 

 

164,330

 

 

168,739

 

Variable

Hotel operating expenses - Indirect

 

529,623

 

 

591,147

 

 

451,041

 

 

 

 

 

 

 

 

 

Finance lease costs:

 

 

 

 

 

 

 

Amortization of lease assets

Depreciation and amortization

 

188,346

 

 

-

 

 

-

 

Variable

Hotel operating expenses - Indirect

 

204,161

 

 

-

 

 

-

 

Interest on lease liabilities

Interest expense

 

622,249

 

 

4,486

 

 

-

 

Total lease costs

 

$

2,201,560

 

$

957,859

 

$

1,133,209

 
Schedule of Undiscounted Cash Flows The following table reconciles the undiscounted cash flows for each of the next five years and total of the remaining years to the operating lease liabilities and finance lease liabilities included in the Company’s consolidated balance sheet as of December 31, 2024:

 

 

December 31, 2024

 

 

 

Operating

 

Financing

 

 

 

 

 

 

 

December 31, 2025

 

$

553,775

 

$

1,005,265

 

December 31, 2026

 

 

552,233

 

 

1,871,959

 

December 31, 2027

 

 

551,196

 

 

1,863,893

 

December 31, 2028

 

 

524,984

 

 

1,858,738

 

December 31, 2029

 

 

528,701

 

 

1,843,049

 

December 31, 2030 and thereafter

 

 

10,240,006

 

 

81,551,299

 

Total undiscounted lease payments

 

 

12,950,895

 

 

89,994,203

 

Less imputed interest

 

 

(8,075,976

)

 

(66,792,452

)

Total lease liability

 

$

4,874,919

 

$

23,201,751

 
Schedule of Minimum Future Lease Payments

A schedule of minimum future lease payments receivable for the remaining twelve-month periods is as follows:

 

 

 

 

December 31, 2025

 

$

1,070,808

 

December 31, 2026

 

 

920,844

 

December 31, 2027

 

 

711,691

 

December 31, 2028

 

 

478,410

 

December 31, 2029

 

 

485,284

 

December 31, 2030 and thereafter

 

 

1,397,049

 

Total

 

$

5,064,086

 
v3.25.1
Preferred Stock and Units (Tables)
 12 Months Ended
Dec. 31, 2024
Preferred Stock And Units [Abstract]  
Schedule of Series of Cumulative Redeemable Perpetual Preferred Stock The following table sets forth our Cumulative Redeemable Perpetual Preferred Stock by series:

 

 

 

Per

 

 

 

 

 

Number of Shares

 

 

Quarterly

 

 

 

Annum

 

 

Liquidation

 

 

Issued and Outstanding as of

 

 

Distributions

 

Preferred Stock - Series

 

Rate

 

 

Preference

 

 

December 31, 2024

 

 

December 31, 2023

 

 

Per Share

 

Series B Preferred Stock

 

 

8.000

%

 

$

25.00

 

 

 

1,464,100

 

 

 

1,464,100

 

 

$

0.500000

 

Series C Preferred Stock

 

 

7.875

%

 

$

25.00

 

 

 

1,346,110

 

 

 

1,346,110

 

 

$

0.492188

 

Series D Preferred Stock

 

 

8.250

%

 

$

25.00

 

 

 

1,163,100

 

 

 

1,163,100

 

 

$

0.515625

 
Schedule of Series of Cumulative Redeemable Perpetual Preferred Units The following table sets forth our Cumulative Redeemable Perpetual Preferred Units by series:

 

 

 

Per

 

 

 

 

 

Number of Units

 

 

Quarterly

 

 

 

Annum

 

 

Liquidation

 

 

Issued and Outstanding as of

 

 

Distributions

 

Preferred Units - Series

 

Rate

 

 

Preference

 

 

December 31, 2024

 

 

December 31, 2023

 

 

Per Unit

 

Series B Preferred Units

 

 

8.000

%

 

$

25.00

 

 

 

1,464,100

 

 

 

1,464,100

 

 

$

0.500000

 

Series C Preferred Units

 

 

7.875

%

 

$

25.00

 

 

 

1,346,110

 

 

 

1,346,110

 

 

$

0.492188

 

Series D Preferred Units

 

 

8.250

%

 

$

25.00

 

 

 

1,163,100

 

 

 

1,163,100

 

 

$

0.515625

 
Quarterly Distributions in Arrears Paid by Operating Partnership

The following table presents the quarterly distributions in arrears that were paid by the Operating Partnership per Series B Preferred Unit and the quarterly dividends in arrears that were paid by the Company per share of Series B Preferred Stock, during the years ended December 31, 2024, 2023, and 2022:

 

Quarter Ended in Arrears

 

2024

 

 

2023

 

 

2022

 

March 31, 2020

 

$

-

 

 

$

0.500000

 

 

$

-

 

June 30, 2020

 

-

 

 

 

0.500000

 

 

-

 

September 30, 2020

 

-

 

 

 

0.500000

 

 

-

 

December 31, 2020

 

-

 

 

 

0.500000

 

 

-

 

March 31, 2021

 

-

 

 

 

0.500000

 

 

-

 

June 30, 2021

 

 

0.500000

 

 

-

 

 

-

 

September 30, 2021

 

 

0.500000

 

 

-

 

 

-

 

December 31, 2021

 

 

0.500000

 

 

-

 

 

-

 

March 31, 2022

 

 

0.500000

 

 

-

 

 

-

 

 

The following table presents the quarterly distributions in arrears that were paid by the Operating Partnership per Series C Preferred Unit and the quarterly dividends in arrears that were paid by the Company per share of Series C Preferred Stock, during the years ended December 31, 2024, 2023, and 2022:

 

Quarter Ended in Arrears

 

2024

 

 

2023

 

 

2022

 

March 31, 2020

 

$

-

 

 

$

0.492188

 

 

$

-

 

June 30, 2020

 

-

 

 

0.492188

 

 

-

 

September 30, 2020

 

-

 

 

0.492188

 

 

-

 

December 31, 2020

 

-

 

 

 

0.492188

 

 

-

 

March 31, 2021

 

-

 

 

0.492188

 

 

-

 

June 30, 2021

 

 

0.492188

 

-

 

 

-

 

September 30, 2021

 

 

0.492188

 

-

 

 

-

 

December 31, 2021

 

 

0.492188

 

 

-

 

 

-

 

March 31, 2022

 

 

0.492188

 

-

 

 

-

 

The following table presents the quarterly distributions in arrears that were paid by the Operating Partnership per Series D Preferred Unit and the quarterly dividends in arrears that were paid by the Company per share of Series D Preferred Stock, during the years ended December 31, 2024, 2023, and 2022:

 

Quarter Ended in Arrears

 

2024

 

 

2023

 

 

2022

 

March 31, 2020

 

$

-

 

 

$

0.515625

 

 

$

-

 

June 30, 2020

 

-

 

 

0.515625

 

 

-

 

September 30, 2020

 

-

 

 

0.515625

 

 

-

 

December 31, 2020

 

-

 

 

 

0.515625

 

 

-

 

March 31, 2021

 

-

 

 

0.515625

 

 

-

 

June 30, 2021

 

 

0.515625

 

-

 

 

-

 

September 30, 2021

 

 

0.515625

 

-

 

 

-

 

December 31, 2021

 

 

0.515625

 

 

-

 

 

-

 

March 31, 2022

 

 

0.515625

 

-

 

 

-

 
v3.25.1
Common Stock and Units (Tables)
 12 Months Ended
Dec. 31, 2024
Equity [Abstract]  
Quarterly Stock Dividends and Unit Distributions Declared and Payable Per Common Stock/Unit

Common Stock Dividends and Unit Distributions – The following table presents the quarterly stock dividends and unit distributions by us declared and payable per common stock/unit for the years ended December 31, 2024, 2023, and 2022:

 

Quarter Ended

 

2024

 

 

2023

 

 

2022

 

March 31,

 

$

-

 

 

$

-

 

 

$

-

 

June 30,

 

-

 

 

-

 

 

-

 

September 30,

 

-

 

 

-

 

 

-

 

December 31,

 

-

 

 

-

 

 

-

 

 
v3.25.1
Retirement Plans (Tables)
 12 Months Ended
Dec. 31, 2024
Retirement Benefits [Abstract]  
Summary of Shares Allocations are Accounted For Fair Value on The Date of Allocations

The share allocations are accounted for at fair value on the date of allocation as follows:

 

 

 

December 31, 2024

 

 

December 31, 2023

 

 

 

Number of Shares

 

 

Fair Value

 

 

Number of Shares

 

 

Fair Value

 

Allocated shares

 

 

538,511

 

 

$

501,569

 

 

 

412,169

 

 

$

614,131

 

Committed to be released shares

 

 

-

 

 

 

—

 

 

 

—

 

 

 

—

 

Total Allocated and Committed-to-be-Released

 

 

538,511

 

 

$

501,569

 

 

 

412,169

 

 

$

614,131

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unallocated shares

 

 

120,701

 

 

 

112,421

 

 

 

247,043

 

 

 

368,094

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total ESOP Shares

 

 

659,212

 

 

$

613,990

 

 

 

659,212

 

 

$

982,225

 
v3.25.1
Indirect Hotel Operating Expenses (Tables)
 12 Months Ended
Dec. 31, 2024
Other Income and Expenses [Abstract]  
Summary of Indirect Hotel Operating Expenses

Indirect hotel operating expenses consists of the following expenses incurred by the hotels:

 

 

 

 

 

 

 

 

 

 

 

 

 

2024

 

 

2023

 

 

2022

 

 

 

 

 

 

 

 

 

 

 

Sales and marketing

 

$

16,079,144

 

 

$

16,095,696

 

 

$

15,062,397

 

General and administrative

 

 

15,113,649

 

 

 

14,105,674

 

 

 

13,436,054

 

Repairs and maintenance

 

 

9,070,165

 

 

 

8,634,637

 

 

 

8,723,144

 

Utilities

 

 

6,149,994

 

 

 

5,873,095

 

 

 

5,649,716

 

Property taxes

 

 

5,751,544

 

 

 

5,241,790

 

 

 

5,254,075

 

Management fees, including incentive

 

 

4,767,469

 

 

 

4,659,261

 

 

 

4,377,814

 

Franchise fees

 

 

4,286,432

 

 

 

4,271,435

 

 

 

4,059,709

 

Insurance

 

 

6,347,150

 

 

 

5,842,930

 

 

 

4,082,551

 

Information and telecommunications

 

 

4,010,693

 

 

 

3,779,019

 

 

 

3,378,716

 

Other

 

 

1,270,782

 

 

 

1,126,187

 

 

 

787,391

 

Total indirect hotel operating expenses

 

$

72,847,022

 

 

$

69,629,724

 

 

$

64,811,567

 
v3.25.1
Income Taxes (Tables)
 12 Months Ended
Dec. 31, 2024
Income Tax Disclosure [Abstract]  
Components of Income Tax Provision

The components of the provision for income taxes for the years ended December 31, 2024, 2023, and 2022 are as follows:

 

 

 

Year Ended

 

 

Year Ended

 

 

Year Ended

 

 

 

December 31, 2024

 

 

December 31, 2023

 

 

December 31, 2022

 

 

 

 

 

 

 

 

 

 

 

Current:

 

 

 

 

 

 

 

 

 

Federal

 

$

—

 

 

$

—

 

 

$

—

 

State

 

 

132,491

 

 

 

(304,947

)

 

 

522,355

 

 

 

132,491

 

 

 

(304,947

)

 

 

522,355

 

Deferred:

 

 

 

 

 

 

 

 

 

Federal

 

 

(1,109,938

)

 

 

(1,559,177

)

 

 

3,025,518

 

State

 

 

(210,919

)

 

 

(254,558

)

 

 

695,708

 

Subtotals

 

 

(1,320,857

)

 

 

(1,813,735

)

 

 

3,721,226

 

Change in deferred tax valuation allowance

 

 

1,320,857

 

 

 

1,813,735

 

 

 

(3,721,226

)

 

 

 

—

 

 

 

—

 

 

 

—

 

Income tax provision (benefit)

 

$

132,491

 

 

$

(304,947

)

 

$

522,355

 
Reconciliation of Statutory Federal Income Tax Provision (Benefit)

A reconciliation of the statutory federal income tax provision (benefit) to the Company’s provision for income tax is as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

Year Ended

 

 

Year Ended

 

 

Year Ended

 

 

 

December 31, 2024

 

 

December 31, 2023

 

 

December 31, 2022

 

Statutory federal income tax provision

 

$

275,593

 

 

$

736,001

 

 

$

7,241,263

 

Federal tax impact of REIT election

 

 

(1,357,871

)

 

 

(2,231,835

)

 

 

(3,255,236

)

Statutory federal income tax provision (benefit) at TRS

 

 

(1,082,278

)

 

 

(1,495,834

)

 

 

3,986,027

 

Federal impact of PPP loan forgiveness

 

 

—

 

 

 

(56,470

)

 

 

(966,584

)

State income tax benefit, net of federal provision (benefit)

 

 

(106,088

)

 

 

(566,378

)

 

 

1,224,138

 

Change in valuation allowance

 

 

1,320,857

 

 

 

1,813,735

 

 

 

(3,721,226

)

Income tax provision (benefit)

 

$

132,491

 

 

$

(304,947

)

 

$

522,355

 
Schedule of Significant Components of Deferred Tax Asset The significant components of our deferred tax asset as of December 31, 2024 and 2023, are as follows:

 

 

 

Year Ended

 

 

Year Ended

 

 

 

December 31, 2024

 

 

December 31, 2023

 

 

 

 

 

 

 

 

Deferred tax asset:

 

 

 

 

 

 

Net operating loss carryforwards

 

$

13,247,852

 

 

$

12,437,085

 

Accrued compensation

 

 

549,538

 

 

 

362,898

 

Accrued expenses and other

 

 

516,991

 

 

 

192,266

 

Intangible assets

 

 

—

 

 

 

1,275

 

Less: Valuation allowance

 

 

(14,314,381

)

 

 

(12,993,524

)

     Total

 

$

—

 

 

$

—

 

 
v3.25.1
Earnings (Loss) per Share and per Unit (Tables)
 12 Months Ended
Dec. 31, 2024
Earnings Per Share [Abstract]  
Computation of Basic Net Earnings (Loss) Per Share The computation of the Company’s basic net earnings (loss) per share is presented below:

 

 

Twelve Months Ended

 

 

Twelve Months Ended

 

 

Twelve Months Ended

 

 

December 31, 2024

 

 

December 31, 2023

 

 

December 31, 2022

 

 

 

 

 

 

 

 

 

 

Numerator

 

 

 

 

 

 

 

 

Net income

$

1,179,854

 

 

$

3,809,711

 

 

$

33,959,848

 

Less: Net income allocated to participating share awards

 

(13,194

)

 

 

(49,118

)

 

 

(113,405

)

Net income attributable to non-controlling interest

 

122,515

 

 

 

131,710

 

 

 

(1,423,327

)

Undeclared distributions to preferred stockholders

 

(7,977,250

)

 

 

(7,977,250

)

 

 

(7,634,219

)

Gain on extinguishment of preferred stock

 

—

 

 

 

—

 

 

 

64,518

 

Net (loss) income attributable to common stockholders for EPS computation

$

(6,688,075

)

 

$

(4,084,947

)

 

$

24,853,415

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Denominator

 

 

 

 

 

 

 

 

Weighted average number common shares outstanding for basic EPS computation

 

19,417,448

 

 

 

18,843,032

 

 

 

17,802,772

 

 

 

 

 

 

 

 

 

 

Basic and diluted net (loss) income per common share:

 

 

 

 

 

 

 

 

Undistributed (loss) income

$

(0.34

)

 

$

(0.22

)

 

$

1.40

 

Total basic and diluted

$

(0.34

)

 

$

(0.22

)

 

$

1.40

 

 

 

 

 

 

 

 

 

 
Computation of Basic Earnings (Loss) Per Unit

The computation of basic earnings (loss) per general and limited partnership unit in the Operating Partnership is presented below:

 

 

Twelve Months Ended

 

 

Twelve Months Ended

 

 

Twelve Months Ended

 

 

December 31, 2024

 

 

December 31, 2023

 

 

December 31, 2022

 

 

 

 

 

 

 

 

 

 

Numerator

 

 

 

 

 

 

 

 

Net income

$

1,179,854

 

 

$

3,809,711

 

 

$

33,959,848

 

Less: Net income allocated to participating unit awards

 

(13,194

)

 

 

(49,118

)

 

 

(113,405

)

Undeclared distributions to preferred unitholders

 

(7,977,250

)

 

 

(7,977,250

)

 

 

(7,634,219

)

Gain on extinguishment of preferred stock

 

—

 

 

 

—

 

 

 

64,518

 

Net (loss) income attributable to unitholders for EPU computation

$

(6,810,590

)

 

$

(4,216,657

)

 

$

26,276,742

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Denominator

 

 

 

 

 

 

 

 

Weighted average number of units outstanding for basic EPU computation

 

19,997,274

 

 

 

19,808,602

 

 

 

19,266,320

 

 

 

 

 

 

 

 

 

 

Basic and diluted net (loss) income per unit:

 

 

 

 

 

 

 

 

Undistributed (loss) income

$

(0.34

)

 

$

(0.21

)

 

$

1.36

 

Total basic and diluted

$

(0.34

)

 

$

(0.21

)

 

$

1.36

 

 

 

 

 

 

 

 

 

 
v3.25.1
Quarterly Operating Results - Unaudited (Tables)
 12 Months Ended
Dec. 31, 2024
Quarterly Financial Information Disclosure [Abstract]  
Quarterly Operating Results

 

 

Quarters Ended 2024

 

 

 

March 31

 

 

June 30

 

 

September 30

 

 

December 31

 

Total revenue

 

$

46,548,432

 

 

$

50,694,367

 

 

$

40,699,981

 

 

$

43,951,507

 

Total operating expenses

 

 

40,874,320

 

 

41,394,584

 

 

38,945,047

 

 

40,032,474

 

Net operating income

 

 

5,674,112

 

 

 

9,299,783

 

 

 

1,754,934

 

 

 

3,919,033

 

Net income (loss)

 

 

1,322,821

 

 

 

4,664,232

 

 

 

(3,689,621

)

 

 

(1,117,578

)

Net income (loss) attributable to common shareholders

 

 

(659,373

)

 

 

2,621,768

 

 

(5,603,761

)

 

(3,033,515

)

Income (loss) per share attributable to common
   shareholders– basic and diluted

 

$

(0.03

)

 

$

0.13

 

 

$

(0.29

)

 

$

(0.15

)

Net income (loss) available to operating partnership unitholders

 

 

(671,491

)

 

 

2,669,919

 

 

 

(5,683,934

)

 

 

(3,111,890

)

Income (loss) per unit attributable to operating partnership unitholders– basic and diluted

 

$

(0.03

)

 

$

0.13

 

 

$

(0.28

)

 

$

(0.16

)

 

 

 

 

Quarters Ended 2023

 

 

 

March 31

 

 

June 30

 

 

September 30

 

 

December 31

 

Total revenue

 

$

43,491,277

 

$

49,017,332

 

$

39,181,363

 

$

42,148,085

 

Total operating expenses

 

 

37,971,155

 

 

40,727,531

 

 

38,013,510

 

 

38,200,430

 

Net operating income (loss)

 

 

5,520,122

 

 

8,289,801

 

 

1,167,854

 

 

3,947,654

 

Net income (loss)

 

 

1,387,514

 

 

 

5,257,670

 

 

 

(2,065,826

)

 

 

(769,647

)

Net income (loss) attributable to common shareholders

 

 

(581,838

)

 

3,132,559

 

 

(3,903,581

)

 

(2,682,969

)

Income (loss) per share attributable to common shareholders– basic and diluted

 

$

(0.03

)

$

0.16

 

$

(0.20

)

$

(0.15

)

Net income (loss) available to operating partnership unitholders

 

 

(606,798

)

 

 

3,263,357

 

 

 

(4,060,139

)

 

 

(2,763,959

)

Income (loss) per unit attributable to operating partnership unitholders– basic and diluted

 

$

(0.03

)

 

$

0.16

 

 

$

(0.20

)

 

$

(0.14

)
v3.25.1
Segment Information (Tables)
 12 Months Ended
Dec. 31, 2024
Segment Reporting [Abstract]  
Summary of Information About Profit or Loss for Hotel Segment

The following table presents information about profit or loss for the hotel segment:

 

 

 

 

For the Years Ended December 31,

 

 

 

 

2024

 

 

2023

 

 

2022

 

 

 

 

 

 

 

 

 

 

 

 

REVENUE

 

 

 

 

 

 

 

 

 

 

Rooms department

 

 

$

119,079,903

 

 

$

114,748,834

 

 

$

109,553,906

 

Food and beverage department

 

 

 

36,626,906

 

 

 

35,231,959

 

 

 

29,556,213

 

Other operating departments

 

 

 

26,187,478

 

 

 

23,857,264

 

 

 

26,967,185

 

Total revenue

 

 

 

181,894,287

 

 

 

173,838,057

 

 

 

166,077,304

 

EXPENSES

 

 

 

 

 

 

 

 

 

 

Hotel operating expenses

 

 

 

 

 

 

 

 

 

 

Rooms department

 

 

 

27,376,330

 

 

 

26,177,539

 

 

 

25,782,888

 

Food and beverage department

 

 

 

25,429,218

 

 

 

24,211,133

 

 

 

19,724,225

 

Other operating departments

 

 

 

9,428,889

 

 

 

9,031,960

 

 

 

9,296,056

 

Indirect

 

 

 

72,847,022

 

 

 

69,629,724

 

 

 

64,811,567

 

Total hotel operating expenses

 

 

 

135,081,459

 

 

 

129,050,356

 

 

 

119,614,736

 

 

 

 

 

 

 

 

 

 

 

 

Hotel EBITDA

 

 

$

46,812,828

 

 

$

44,787,701

 

 

$

46,462,568

 
Schedule of Reconciliation of Hotel Segment Profit and Loss to Company's Consolidated Totals

The following table provides a reconciliation of the hotel segment profit and loss to the Company’s consolidated totals:

 

 

 

Year Ended

 

 

Year Ended

 

 

Year Ended

 

 

 

December 31,

 

 

December 31,

 

 

December 31,

 

 

 

2024

 

 

2023

 

 

2022

 

Net income

 

$

1,179,854

 

 

$

3,809,711

 

 

$

33,959,848

 

Interest expense

 

 

20,882,681

 

 

 

17,588,091

 

 

 

19,772,802

 

Interest income

 

 

(692,756

)

 

 

(802,183

)

 

 

(189,291

)

Income tax provision

 

 

132,491

 

 

 

(304,947

)

 

 

522,355

 

Depreciation and amortization

 

 

19,380,906

 

 

 

18,788,748

 

 

 

18,650,336

 

Impairment of investment in hotel properties, net

 

 

—

 

 

 

—

 

 

 

—

 

Realized and unrealized (gain) loss on hedging activities

 

 

(104,211

)

 

 

737,682

 

 

 

(2,918,207

)

Loss on early debt extinguishment

 

 

241,878

 

 

 

—

 

 

 

5,944,881

 

Gain on sale of hotel properties

 

 

—

 

 

 

—

 

 

 

(30,053,977

)

Loss (gain) on disposal of assets

 

 

(4,400

)

 

 

(4,700

)

 

 

636,198

 

PPP loan forgiveness

 

 

—

 

 

 

(275,494

)

 

 

(4,720,278

)

Other income

 

 

(489,267

)

 

 

(456,388

)

 

 

—

 

Gain on involuntary conversion of asset

 

 

(502,808

)

 

 

(1,371,041

)

 

 

(1,763,320

)

Corporate general and administrative expenses

 

 

6,788,460

 

 

 

7,078,222

 

 

 

6,621,221

 

Hotel EBITDA

 

$

46,812,828

 

 

$

44,787,701

 

 

$

46,462,568

 
v3.25.1
Organization and Description of Business - Additional Information (Detail)
 1 Months Ended 12 Months Ended
Aug. 14, 2024
USD ($)
Jul. 08, 2024
USD ($)
May 03, 2024
USD ($)
Apr. 29, 2024
USD ($)
Feb. 07, 2024
USD ($)
May 04, 2023
USD ($)
Mar. 14, 2023
USD ($)
Feb. 26, 2023
USD ($)
Feb. 03, 2023
USD ($)
Dec. 09, 2022
USD ($)
Jun. 29, 2022
USD ($)
Jun. 28, 2022
USD ($)
Jun. 10, 2022
USD ($)
Dec. 13, 2021
USD ($)
Apr. 16, 2020
USD ($)
May 06, 2020
USD ($)
Dec. 31, 2024
USD ($)
Hotel
Room
Resort
Dec. 31, 2023
USD ($)
Dec. 31, 2022
USD ($)
Dec. 31, 2020
USD ($)
Organization Consolidation and Presentation of Financial Statements [Line Items]                                        
Date of incorporation                                 Aug. 20, 2004      
Investment in number of hotels | Hotel                                 10      
Rooms in hotel | Room                                 2,786      
Number of independent hotels | Hotel                                 3      
Date of commencement of business                                 Dec. 21, 2004      
Number of hotels acquired before commencement of business | Hotel                                 6      
Interest reserves                                 $ 1,600,000      
Proceeds from mortgage loans                                 $ 66,250,000 $ 2,715,833 $ 7,777,475  
Notional amount     $ 26,000,000                                  
Maturity date     May 01, 2026                                  
Commercial Unit of Hyde Resort & Residences and Hyde Beach House Resort & Residences [Member]                                        
Organization Consolidation and Presentation of Financial Statements [Line Items]                                        
Investment in number of hotels | Hotel                                 2      
Hilton DoubleTree, HiltonTapestry Collection and Hyatt Centric Brands [Member]                                        
Organization Consolidation and Presentation of Financial Statements [Line Items]                                        
Number of hotels | Hotel                                 7      
Operating Partnership [Member]                                        
Organization Consolidation and Presentation of Financial Statements [Line Items]                                        
Percentage of operating partnership owned                                 98.20%      
DoubleTree by Hilton Philadelphia Airport [Member]                                        
Organization Consolidation and Presentation of Financial Statements [Line Items]                                        
Debt service coverage reserve             $ 300,000                          
Double Tree by Hilton Laurel [Member]                                        
Organization Consolidation and Presentation of Financial Statements [Line Items]                                        
Mortgage Loan Related to Property Sales           $ 10,000,000                            
Mortgage loans of principal balance           $ 10,000,000                            
Maturity date of mortgage loan           May 06, 2028                            
Interest rate applicable to the mortgage loan           7.35%                            
Affiliate [Member]                                        
Organization Consolidation and Presentation of Financial Statements [Line Items]                                        
Notional amount     $ 26,000,000                                  
Maturity date     May 01, 2026                                  
Affiliate [Member] | SOFR [Member]                                        
Organization Consolidation and Presentation of Financial Statements [Line Items]                                        
Interest rate cap strike rate     3.00%                                  
Promissory Note [Member]                                        
Organization Consolidation and Presentation of Financial Statements [Line Items]                                        
Paycheck protection program loan amount                 $ 300,000 $ 4,600,000                    
Paycheck protection program loan term                                 2 years      
Paycheck protection program extension loan term                                 5 years      
Paycheck protection program loan interest rate                             1.00%   1.00%      
Paycheck protection program loan repayment terms                                 Equal payments of principal and interest were to begin no later than 10 months following origination of the loan and are amortized over the remaining term of the loan      
Promissory Note [Member] | Operating Partnership [Member]                                        
Organization Consolidation and Presentation of Financial Statements [Line Items]                                        
Paycheck protection program loan amount                             $ 333,500 $ 10,700,000        
Mortgage Loans [Member] | Hotel Alba Tampa [Member]                                        
Organization Consolidation and Presentation of Financial Statements [Line Items]                                        
Mortgage loans maturity term         5 years                              
Mortgage Loan Related to Property Sales         $ 35,000,000                              
Proceeds from mortgage loans         10,200,000                              
Mortgage loans of principal balance         $ 35,000,000                              
Maturity date of mortgage loan         Mar. 06, 2029                              
Interest rate applicable to the mortgage loan         8.49%                              
Mortgage Loans [Member] | The Whitehall [Member]                                        
Organization Consolidation and Presentation of Financial Statements [Line Items]                                        
Extended maturity date               Feb. 26, 2028                        
Mortgage loans maturity term                                 25 years      
Excess Interest rate on mortgage debt               1.25%                        
Fixed interest rate               7.50%                        
Real estate tax reserve and debt service reserve               $ 1,500,000                        
Interest rate applicable to the mortgage loan                                 1.25%      
Mortgage Loans [Member] | DoubleTree by Hilton Philadelphia Airport [Member]                                        
Organization Consolidation and Presentation of Financial Statements [Line Items]                                        
Interest rate applicable to the mortgage loan                                 3.50%      
Mortgage Loans [Member] | Double Tree by Hilton Laurel [Member]                                        
Organization Consolidation and Presentation of Financial Statements [Line Items]                                        
Interest rate applicable to the mortgage loan                                 7.35%      
Mortgage Loans [Member] | Double Tree by Hilton Philadelphia Airport Hotel [Member]                                        
Organization Consolidation and Presentation of Financial Statements [Line Items]                                        
Extended maturity date       Apr. 29, 2026                                
Extended maturity period       2 years                                
Mortgage loans of principal balance       $ 35,900,000                                
Principal payment       3,000,000                                
Amount funded to interest reserve escrow       300,000                                
Interest reserve escrow       1,300,000                                
Amount funded to PIP reserve account       5,000,000                                
Additional cash collateral       1,700,000                                
Additional cash collateral releasable to PIP reserve account       $ 1,200,000                                
Mortgage Loans [Member] | DoubleTree by Hilton Jacksonville Riverfront Hotel                                        
Organization Consolidation and Presentation of Financial Statements [Line Items]                                        
Extended maturity date   Jul. 08, 2029                                    
Mortgage loan additional product improvement plan   $ 9,500,000                                    
Debt instrument periodic payment   38,700                                    
Mortgage loans of principal balance   $ 26,300,000                                    
Mortgage Loans [Member] | Desoto Hotel                                        
Organization Consolidation and Presentation of Financial Statements [Line Items]                                        
Mortgage loans maturity term 25 years                                      
Mortgage loans of principal balance $ 5,000,000                                      
Interest rate applicable to the mortgage loan 7.50%                                      
Maturity date Jul. 01, 2026                                      
Mortgage Loans [Member] | SOFR [Member] | Double Tree by Hilton Philadelphia Airport Hotel [Member]                                        
Organization Consolidation and Presentation of Financial Statements [Line Items]                                        
Excess Interest rate on mortgage debt       3.50%                                
Mortgage Loans [Member] | SOFR [Member] | DoubleTree by Hilton Jacksonville Riverfront Hotel                                        
Organization Consolidation and Presentation of Financial Statements [Line Items]                                        
Excess Interest rate on mortgage debt   3.00%                                    
Note Purchase Agreement [Member]                                        
Organization Consolidation and Presentation of Financial Statements [Line Items]                                        
Operating partnership purchase of senior notes                                       $ 20,000,000
Note Modification Agreement [Member] | Mortgage Loans [Member] | Hotel Alba Tampa [Member]                                        
Organization Consolidation and Presentation of Financial Statements [Line Items]                                        
Increased principal balance                       $ 25,000,000                
Extended maturity date                       Jun. 30, 2025                
Extended maturity period                       2 years                
Mortgage loans maturity term                       25 years                
Amortization monthly payments of interest plus principal                       $ 40,600                
Operating Partnership guaranteed                       12,500,000                
Change in guaranty due to performance milestones                       $ 6,250,000                
Fixed interest rate                       2.75%                
Note Modification Agreement [Member] | Mortgage Loans [Member] | SOFR [Member]                                        
Organization Consolidation and Presentation of Financial Statements [Line Items]                                        
Excess Interest rate on mortgage debt                       2.75%                
Hotel Management Agreement [Member] | Hyatt Centric Arlington and Our Town [Member]                                        
Organization Consolidation and Presentation of Financial Statements [Line Items]                                        
Number of hotels | Hotel                                 10      
Number of condominium resort rental programs | Resort                                 2      
Secured Notes [Member]                                        
Organization Consolidation and Presentation of Financial Statements [Line Items]                                        
Exit fee                     $ 2,600,000                  
Accrued interest paid                     20,000.00                  
Interest reserves                     500,000           $ 1,100,000      
Payment of secured notes with cash in hand                     200,000                  
Payment to investors                     8,300,000                  
Principal payments                     $ 5,600,000                  
DoubleTree by Hilton Raleigh-Brownstone University Hotel [Member]                                        
Organization Consolidation and Presentation of Financial Statements [Line Items]                                        
Proceeds from sale of hotel property                         $ 18,600,000              
Net proceeds from from sale of hotel property                         19,800,000              
Principal payment of preferred stock                         13,300,000              
Accrued interest paid                         200,000              
DoubleTree by Hilton Raleigh-Brownstone University Hotel [Member] | CS Acquisition Vehicle, LLC [Member]                                        
Organization Consolidation and Presentation of Financial Statements [Line Items]                                        
Proceeds from sale of hotel property                         42,000,000.0              
DoubleTree by Hilton Raleigh-Brownstone University Hotel [Member] | Secured Notes [Member]                                        
Organization Consolidation and Presentation of Financial Statements [Line Items]                                        
Exit fee                         $ 6,300,000              
Exit fee [Member]                                        
Organization Consolidation and Presentation of Financial Statements [Line Items]                                        
Interest reserves                                 $ 500,000      
Sheraton Louisville Riverside [Member]                                        
Organization Consolidation and Presentation of Financial Statements [Line Items]                                        
Proceeds from sale of hotel property                           $ 11,500,000            
Net proceeds from from sale of hotel property                           $ 0            
v3.25.1
Organization and Description of Business - Additional Information (Detail 1) - shares
 12 Months Ended 14 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Aug. 24, 2022
Series B Preferred Stock [Member]        
Organization Consolidation And Presentation Of Financial Statements [Line Items]        
Issuance of common stock, shares       145,900
Series C Preferred Stock [Member]        
Organization Consolidation And Presentation Of Financial Statements [Line Items]        
Issuance of common stock, shares       208,500
Series D Preferred Stock [Member]        
Organization Consolidation And Presentation Of Financial Statements [Line Items]        
Issuance of common stock, shares       36,900
Common Stock [Member]        
Organization Consolidation And Presentation Of Financial Statements [Line Items]        
Issuance of common stock, shares 152,360 284,278 395,086 30,393,995
v3.25.1
Summary of Significant Accounting Policies - Additional Information (Detail)
 12 Months Ended
Dec. 31, 2024
USD ($)
Segment
shares
Dec. 31, 2023
USD ($)
Dec. 31, 2022
USD ($)
Summary Of Significant Accounting Policies [Line Items]      
Impairment of hotel properties $ 0 $ 0  
Federal Deposit Insurance Corporation protection limits 250,000    
Un-amortized franchise fees 311,753 195,988  
Amortization expense $ 44,235 45,050 $ 48,852
Minimum percentage of likelihood of realization of deferred tax assets 50.00%    
Deferred tax assets valuation allowance percent 100.00%    
Deferred tax assets $ 0 0  
Uncertain tax positions 0    
Compensation cost recognized 497,500 559,220 998,424
Advertising cost $ 2,800,000 $ 2,700,000 $ 2,200,000
Gain on Business Interruption Insurance Recovery, Statement of Income or Comprehensive Income [Extensible Enumeration] Revenue from Contract with Customer, Excluding Assessed Tax Revenue from Contract with Customer, Excluding Assessed Tax Revenue from Contract with Customer, Excluding Assessed Tax
Gain on involuntary conversion of assets $ 502,808 $ 1,371,041 $ 1,763,320
Number of reportable segment | Segment 1    
ESOP [Member]      
Summary Of Significant Accounting Policies [Line Items]      
Compensation cost recognized $ 125,497 171,896 126,958
2013 Plan [Member]      
Summary Of Significant Accounting Policies [Line Items]      
Shares issued under plan | shares 745,160    
Originally restricted shares issued under plan | shares 316,333    
Number of shares deregistered | shares 4,840    
Performance-based stock awards granted | shares 0    
2013 Plan [Member] | Executives and Directors [Member]      
Summary Of Significant Accounting Policies [Line Items]      
Unrestricted shares issued under plan | shares 745,160    
2022 Long Term Incentive Plan [Member]      
Summary Of Significant Accounting Policies [Line Items]      
Shares issued under plan | shares 604,028    
Originally restricted shares issued under plan | shares 232,750    
Unrestricted shares issued under plan | shares 481,028    
Restricted shares issued under plan | shares 123,000    
2013 and 2022 plan [Member]      
Summary Of Significant Accounting Policies [Line Items]      
Performance-based stock awards granted | shares 0    
Compensation cost recognized $ 372,005 373,579 871,466
Other Operating Departments [Member]      
Summary Of Significant Accounting Policies [Line Items]      
Lease revenue 1,200,000 1,000,000  
Other Operating Departments [Member] | Hurricane [Member] | Houston, Texas and Tampa, Florida [Member]      
Summary Of Significant Accounting Policies [Line Items]      
Insurance recoveries from business interruption $ 1,500,000 $ 230,256 $ 62,010
Maximum [Member] | 2013 Plan [Member] | Employees and Directors [Member]      
Summary Of Significant Accounting Policies [Line Items]      
Restricted and performance stock awards permitted to grant to employees and directors | shares 750,000    
Maximum [Member] | 2022 Long Term Incentive Plan [Member] | Employees and Directors [Member]      
Summary Of Significant Accounting Policies [Line Items]      
Shares issued under plan | shares 2,000,000    
Buildings and Building Improvements [Member] | Minimum [Member]      
Summary Of Significant Accounting Policies [Line Items]      
Estimated useful lives of the assets 7 years    
Buildings and Building Improvements [Member] | Maximum [Member]      
Summary Of Significant Accounting Policies [Line Items]      
Estimated useful lives of the assets 39 years    
Furniture, Fixtures and Equipment [Member] | Minimum [Member]      
Summary Of Significant Accounting Policies [Line Items]      
Estimated useful lives of the assets 3 years    
Furniture, Fixtures and Equipment [Member] | Maximum [Member]      
Summary Of Significant Accounting Policies [Line Items]      
Estimated useful lives of the assets 10 years    
v3.25.1
Summary of Significant Accounting Policies - Schedule of Recurring Assets and Liabilities Measured at Fair Value (Detail) - USD ($)
Dec. 31, 2024
Dec. 31, 2023
Carrying Amount [Member] | Interest-Rate Swap [Member]    
Derivatives Fair Value [Line Items]    
Financial Assets [1]   $ 627,676
Carrying Amount [Member] | Interest-Rate Cap [Member]    
Derivatives Fair Value [Line Items]    
Financial Assets [2] $ 379,433  
Carrying Amount [Member] | Mortgage Loans [Member]    
Derivatives Fair Value [Line Items]    
Financial Liabilities [3] (316,516,148) (315,989,194)
Fair Value [Member] | Interest-Rate Swap [Member]    
Derivatives Fair Value [Line Items]    
Financial Assets [1]   627,676
Fair Value [Member] | Interest-Rate Cap [Member]    
Derivatives Fair Value [Line Items]    
Financial Assets [2] 379,433  
Fair Value [Member] | Mortgage Loans [Member]    
Derivatives Fair Value [Line Items]    
Financial Liabilities [3] $ (315,981,358) $ (303,949,790)
[1] The interest-rate swap agreement allowed the Company to receive a variable rate of interest based upon 1-month SOFR in exchange for a fixed rate of 2.826% on a notional amount which approximated the declining balance of the mortgage loan on the Hotel Alba. The interest-rate swap was terminated on February 14, 2024.
[2] The interest-rate cap agreement allows the Company to receive a variable rate of interest based upon the amount in which 1-month SOFR exceeds 3.0% on a notional amount of $26.0 million on the DoubleTree by Hilton Philadelphia Airport. The interest rate cap terminates on May 1, 2026.
[3] Mortgage loans had a carrying value on our Consolidated Balance Sheets of $316,516,148 and $315,989,194, as of December 31, 2024 and December 31, 2023, respectively.
v3.25.1
Summary of Significant Accounting Policies - Schedule of Recurring Assets and Liabilities Measured at Fair Value (Parenthetical) (Detail) - USD ($)
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Derivatives Fair Value [Line Items]    
Mortgage loans, net $ 316,516,148 $ 315,989,194
DoubleTree by Hilton Philadelphia Airport [Member]    
Derivatives Fair Value [Line Items]    
Loan rate swapped for fixed interest rate 3.00%  
Variable rate description 1-month SOFR  
Notional amount $ 26,000,000  
Hotel Alba Tampa [Member]    
Derivatives Fair Value [Line Items]    
Loan rate swapped for fixed interest rate   2.826%
v3.25.1
Investment in Hotel Properties, Net - Schedule of Investment in Hotel Properties, Net (Detail) - USD ($)
Dec. 31, 2024
Dec. 31, 2023
Property, Plant and Equipment [Line Items]    
Investment in Hotel Properties, Gross $ 570,295,477 $ 536,183,227
Less: accumulated depreciation (197,918,851) (181,264,121)
Investment in Hotel Properties, Net 372,376,626 354,919,106
Land and Land Improvements [Member]    
Property, Plant and Equipment [Line Items]    
Investment in Hotel Properties, Gross 61,370,250 61,114,486
Buildings and Improvements [Member]    
Property, Plant and Equipment [Line Items]    
Investment in Hotel Properties, Gross 428,355,821 418,833,706
Right of Use Assets [Member]    
Property, Plant and Equipment [Line Items]    
Investment in Hotel Properties, Gross 3,727,805 4,733,406
Finance Lease Right of Use Assets [Member]    
Property, Plant and Equipment [Line Items]    
Investment in Hotel Properties, Gross 23,021,483  
Furniture, Fixtures and Equipment [Member]    
Property, Plant and Equipment [Line Items]    
Investment in Hotel Properties, Gross $ 53,820,118 $ 51,501,629
v3.25.1
Debt - Additional Information (Detail)
 1 Months Ended 12 Months Ended
Feb. 03, 2023
USD ($)
Dec. 09, 2022
USD ($)
Jun. 29, 2022
USD ($)
Jun. 10, 2022
USD ($)
May 06, 2020
USD ($)
Apr. 28, 2020
USD ($)
Apr. 16, 2020
USD ($)
May 06, 2020
USD ($)
Dec. 31, 2024
USD ($)
Loan
Dec. 31, 2023
USD ($)
Dec. 31, 2020
USD ($)
Debt Instrument [Line Items]                      
Mortgage loan outstanding balance                 $ 316,500,000 $ 316,000,000  
Secured Notes [Member]                      
Debt Instrument [Line Items]                      
Early repayment of senior debt using cash on hand     $ 200,000                
Note Purchase Agreement [Member]                      
Debt Instrument [Line Items]                      
Operating partnership purchase of senior notes                     $ 20,000,000
Double Tree By Hilton Raleigh Brownstone University Raleigh North Carolina [Member]                      
Debt Instrument [Line Items]                      
Net proceeds from from sale of hotel property       $ 19,800,000              
Double Tree By Hilton Raleigh Brownstone University Raleigh North Carolina [Member] | Secured Notes [Member]                      
Debt Instrument [Line Items]                      
Release of interest reserves for debt extinguishment       1,600,000              
Double Tree By Hilton Raleigh Brownstone University Raleigh North Carolina [Member] | Secured Notes [Member] | Secured Notes Principal Portion [Member]                      
Debt Instrument [Line Items]                      
Repayments of debt       13,300,000              
Release of interest reserves for debt extinguishment       1,100,000              
Double Tree By Hilton Raleigh Brownstone University Raleigh North Carolina [Member] | Secured Notes [Member] | Secured Notes Exit Fee Portion [Member]                      
Debt Instrument [Line Items]                      
Repayments of debt       6,300,000              
Release of interest reserves for debt extinguishment       500,000              
Double Tree By Hilton Raleigh Brownstone University Raleigh North Carolina [Member] | Secured Notes [Member] | Secured Notes Accrued Interest Portion [Member]                      
Debt Instrument [Line Items]                      
Repayments of debt       $ 200,000              
Hotel Alba Tampa [Member] | Secured Notes [Member]                      
Debt Instrument [Line Items]                      
Repayments of debt     8,300,000                
Release of interest reserves for debt extinguishment     500,000                
Hotel Alba Tampa [Member] | Secured Notes [Member] | Secured Notes Principal Portion [Member]                      
Debt Instrument [Line Items]                      
Repayments of debt     5,600,000                
Hotel Alba Tampa [Member] | Secured Notes [Member] | Secured Notes Exit Fee Portion [Member]                      
Debt Instrument [Line Items]                      
Repayments of debt     2,600,000                
Hotel Alba Tampa [Member] | Secured Notes [Member] | Secured Notes Accrued Interest Portion [Member]                      
Debt Instrument [Line Items]                      
Repayments of debt     $ 100,000                
Promissory Note [Member]                      
Debt Instrument [Line Items]                      
Paycheck protection program extension loan term                 5 years    
Applications for loan forgiveness amount filed   $ 4,600,000             $ 0 300,000  
Paycheck protection program loan term                 2 years    
Paycheck protection program loan interest rate             1.00%   1.00%    
Paycheck protection program loan repayment terms                 Equal payments of principal and interest were to begin no later than 10 months following origination of the loan and are amortized over the remaining term of the loan    
Paycheck protection program loan amount $ 300,000 4,600,000                  
Number of paycheck protection program loans | Loan                 3    
Paycheck protection program loan amount outstanding                 $ 700,000 $ 1,500,000  
Paycheck protection program loan forgiveness amount received 268,309 4,600,000                  
Paycheck protection program loan forgiveness monthly payments to extinguish loan $ 13,402 $ 56,809                  
Promissory Note [Member] | Fifth Third Bank [Member]                      
Debt Instrument [Line Items]                      
Paycheck protection program loan amount         $ 952,700 $ 9,400,000          
Promissory Note [Member] | Operating Partnership [Member]                      
Debt Instrument [Line Items]                      
Paycheck protection program loan amount             $ 333,500 $ 10,700,000      
Paycheck protection program loan forgiveness monthly payments             $ 18,000        
Mortgage Loans [Member] | Georgian Terrace [Member]                      
Debt Instrument [Line Items]                      
Maturity Date                 Jun. 01, 2025    
Decrease in level of indebtness                 $ 4,100,000    
Mortgage Loans [Member] | DoubleTree Resort by Hilton Hollywood Beach [Member]                      
Debt Instrument [Line Items]                      
Maturity Date                 Oct. 01, 2025    
Decrease in level of indebtness                 $ 11,400,000    
v3.25.1
Debt - Schedule of Mortgage Debt Obligations on Hotels (Detail) - USD ($)
 12 Months Ended
May 04, 2023
Dec. 31, 2024
Dec. 31, 2023
Debt Instrument [Line Items]      
Mortgage loans   $ 318,642,601 $ 317,354,289
Deferred financing costs, net   (2,144,656) (1,407,979)
Unamortized premium on loan   18,203 42,884
Total Mortgage Loans, Net   316,516,148 315,989,194
The DeSoto [Member] | Mortgage Loans [Member]      
Debt Instrument [Line Items]      
Mortgage loans   $ 29,236,795 $ 30,248,929
Prepayment Penalties   Yes  
Maturity Date   Jul. 01, 2026  
Mortgage loans maturity term   25 years  
Interest rate applicable to the mortgage loan   4.25%  
The DeSoto [Member] | Mortgage Loans [Member]      
Debt Instrument [Line Items]      
Mortgage loans   $ 4,982,794  
Prepayment Penalties   Yes  
Maturity Date   Jul. 01, 2026  
Mortgage loans maturity term   25 years 25 years
Interest rate applicable to the mortgage loan   7.50%  
DoubleTree by Hilton Jacksonville Riverfront [Member] | Mortgage Loans [Member]      
Debt Instrument [Line Items]      
Mortgage loans   $ 26,056,500 $ 31,749,695
Prepayment Penalties   None  
Maturity Date   Jul. 08, 2029  
Mortgage loans maturity term   25 years  
Interest rate applicable to the mortgage loan   3.00%  
Double Tree by Hilton Laurel [Member]      
Debt Instrument [Line Items]      
Interest rate applicable to the mortgage loan 7.35%    
Double Tree by Hilton Laurel [Member] | Mortgage Loans [Member]      
Debt Instrument [Line Items]      
Mortgage loans   $ 10,000,000 10,000,000
Maturity Date   May 06, 2028  
Interest rate applicable to the mortgage loan   7.35%  
DoubleTree by Hilton Philadelphia Airport [Member] | Mortgage Loans [Member]      
Debt Instrument [Line Items]      
Mortgage loans   $ 35,915,488 38,915,488
Prepayment Penalties   None  
Maturity Date   Apr. 29, 2026  
Interest rate applicable to the mortgage loan   3.50%  
DoubleTree Resort by Hilton Hollywood Beach [Member] | Mortgage Loans [Member]      
Debt Instrument [Line Items]      
Mortgage loans   $ 50,211,533 51,495,662
Maturity Date   Oct. 01, 2025  
Mortgage loans maturity term   30 years  
Interest rate applicable to the mortgage loan   4.913%  
Georgian Terrace [Member] | Mortgage Loans [Member]      
Debt Instrument [Line Items]      
Mortgage loans   $ 38,375,095 39,455,095
Maturity Date   Jun. 01, 2025  
Mortgage loans maturity term   30 years  
Interest rate applicable to the mortgage loan   4.42%  
Hotel Alba Tampa, Tapestry Collection by Hilton [Member] | Mortgage Loans [Member]      
Debt Instrument [Line Items]      
Mortgage loans   $ 35,000,000 24,269,200
Maturity Date   Mar. 06, 2029  
Interest rate applicable to the mortgage loan   8.49%  
Hotel Ballast Wilmington,Tapestry Collection by Hilton [Member] | Mortgage Loans [Member]      
Debt Instrument [Line Items]      
Mortgage loans   $ 29,770,045 30,755,374
Prepayment Penalties   Yes  
Maturity Date   Jan. 01, 2027  
Mortgage loans maturity term   25 years  
Interest rate applicable to the mortgage loan   4.25%  
Hyatt Centric Arlington [Member] | Mortgage Loans [Member]      
Debt Instrument [Line Items]      
Mortgage loans   $ 45,317,273 46,454,972
Prepayment Penalties   Yes  
Maturity Date   Oct. 01, 2028  
Mortgage loans maturity term   30 years  
Interest rate applicable to the mortgage loan   5.25%  
The Whitehall [Member] | Mortgage Loans [Member]      
Debt Instrument [Line Items]      
Mortgage loans   $ 13,777,078 $ 14,009,874
Prepayment Penalties   None  
Maturity Date   Feb. 26, 2028  
Mortgage loans maturity term   25 years  
Interest rate applicable to the mortgage loan   1.25%  
v3.25.1
Debt - Schedule of Mortgage Debt Obligations on Hotels (Parenthetical) (Detail) - USD ($)
$ in Thousands
 12 Months Ended
May 03, 2024
Feb. 26, 2023
Dec. 31, 2024
Dec. 31, 2023
Debt Instrument [Line Items]        
Derivative maturity date May 01, 2026      
Notional amount $ 26,000      
SOFR [Member]        
Debt Instrument [Line Items]        
Interest rate cap strike rate 3.00%      
Mortgage Loans [Member] | The DeSoto [Member]        
Debt Instrument [Line Items]        
Amortization Period     25 years  
Interest-only payment period     1 year  
Period before maturity in which prepayment is allowed with out penalty     120 days  
Mortgage Loans [Member] | The DeSoto [Member]        
Debt Instrument [Line Items]        
Amortization Period     25 years 25 years
Mortgage Loans [Member] | DoubleTree by Hilton Jacksonville Riverfront [Member]        
Debt Instrument [Line Items]        
Amortization Period     25 years  
Mortgage loans of principal balance     $ 26,250  
Mortgage loan additional product improvement plan     $ 9,490  
Mortgage Loans [Member] | DoubleTree Resort by Hilton Hollywood Beach [Member]        
Debt Instrument [Line Items]        
Amortization Period     30 years  
Prepayment date before maturity     2025-06  
Mortgage Loans [Member] | Georgian Terrace [Member]        
Debt Instrument [Line Items]        
Amortization Period     30 years  
Prepayment date before maturity     2025-02  
Mortgage Loans [Member] | Hotel Ballast Wilmington,Tapestry Collection by Hilton [Member]        
Debt Instrument [Line Items]        
Amortization Period     25 years  
Interest-only payment period     1 year  
Period before maturity in which prepayment is allowed with out penalty     120 days  
Mortgage Loans [Member] | Hyatt Centric Arlington [Member]        
Debt Instrument [Line Items]        
Amortization Period     30 years  
Debt instrument prepayment lockout period     5 years  
Debt instrument prepayment without penalty period during final term     4 months  
Mortgage Loans [Member] | Hyatt Centric Arlington [Member] | Minimum [Member]        
Debt Instrument [Line Items]        
Debt instrument prepayment penalty period     6 years  
Mortgage Loans [Member] | Hyatt Centric Arlington [Member] | Maximum [Member]        
Debt Instrument [Line Items]        
Debt instrument prepayment penalty period     10 years  
Mortgage Loans [Member] | The Whitehall [Member]        
Debt Instrument [Line Items]        
Amortization Period     25 years  
Excess Interest rate on mortgage debt   1.25%    
Mortgage Loans [Member] | The Whitehall [Member] | LIBOR [Member]        
Debt Instrument [Line Items]        
Excess Interest rate on mortgage debt     1.25%  
Loan rate swapped for fixed interest rate     7.50%  
v3.25.1
Debt - Schedule of Future Mortgage Debt Maturities (Detail) - USD ($)
Dec. 31, 2024
Dec. 31, 2023
Debt Disclosure [Abstract]    
December 31, 2025 $ 92,714,877  
December 31, 2026 99,951,652  
December 31, 2027 2,221,621  
December 31, 2028 64,555,551  
December 31, 2029 59,198,900  
Total future maturities $ 318,642,601 $ 317,354,289
v3.25.1
Commitments and Contingencies - Additional Information (Detail)
 12 Months Ended
Dec. 31, 2024
USD ($)
Hotel
Dec. 29, 2016
USD ($)
Operating Leased Assets [Line Items]    
Number of hotels operate under franchise licenses | Hotel 7  
Maximum amount allocated to purchase common stock under ESOP   $ 5,000,000
Balance on the ESOP loan commitment $ 800,000  
Leaving capacity for additional Borrowing on the ESOP loan commitment $ 4,200,000  
Hotel Ballast [Member]    
Operating Leased Assets [Line Items]    
Monthly contribution of room revenues 4.00%  
Restricted cash reserve amount equal to one-twelfth (1/12) of the annual real estate taxes due for the properties  
The DeSoto [Member]    
Operating Leased Assets [Line Items]    
Monthly contribution of room revenues 4.00%  
Restricted cash reserve amount equal to one-twelfth (1/12) of the annual real estate taxes due for the properties  
Double Tree by Hilton Laurel [Member]    
Operating Leased Assets [Line Items]    
Monthly contribution of room revenues 4.00%  
Restricted cash reserve amount equal to one-twelfth (1/12) of the annual real estate taxes due for the properties  
Double Tree by Hilton Jacksonville Riverside [Member]    
Operating Leased Assets [Line Items]    
Monthly contribution of room revenues 4.00%  
Restricted cash reserve amount equal to one-twelfth (1/12) of the annual real estate taxes due for the properties  
DoubleTree Resort by Hilton Hollywood Beach [Member]    
Operating Leased Assets [Line Items]    
Monthly contribution of room revenues 4.00%  
Restricted cash reserve amount equal to one-twelfth (1/12) of the annual real estate taxes due for the properties  
Restricted cash reserve annual insurance premiums due for property amount each month equal to one-twelfth (1/12) of the annual insurance premiums.  
Hotel Alba [Member]    
Operating Leased Assets [Line Items]    
Monthly contribution of room revenues 4.00%  
Restricted cash reserve amount equal to one-twelfth (1/12) of the annual real estate taxes due for the properties  
Restricted cash reserve annual insurance premiums due for property amount each month equal to one-twelfth (1/12) of the annual insurance premiums.  
Whitehall [Member]    
Operating Leased Assets [Line Items]    
Monthly contribution of room revenues 4.00%  
Restricted cash reserve amount equal to one-twelfth (1/12) of the annual real estate taxes due for the properties  
Georgian Terrace [Member]    
Operating Leased Assets [Line Items]    
Monthly contribution of room revenues 4.00%  
Restricted cash reserve amount equal to one-twelfth (1/12) of the annual real estate taxes due for the properties  
DoubleTree by Hilton Philadelphia Airport [Member]    
Operating Leased Assets [Line Items]    
Monthly contribution of room revenues 4.00%  
Minimum [Member]    
Operating Leased Assets [Line Items]    
Franchise fees of room revenues 3.00%  
Additional fees of gross revenues from the hotels 3.00%  
Franchise agreement expiry date 2024-10  
Maximum [Member]    
Operating Leased Assets [Line Items]    
Franchise fees of room revenues 5.00%  
Additional fees of gross revenues from the hotels 4.00%  
Franchise agreement expiry date 2038-03  
Maximum [Member] | ESOP [Member]    
Operating Leased Assets [Line Items]    
Borrowed amount   $ 5,000,000
Chesapeake Hospitality [Member] | Individual Hotel Management Agreements [Member]    
Operating Leased Assets [Line Items]    
Master management agreement expiration date Mar. 31, 2035  
Number of wholly-owned hotels operated under master management agreement | Hotel 10  
Number of condo resort rental programs | Hotel 2  
Expiry date of master management agreement on March 31, 2035 and may be extended for up to two additional periods of five years each, subject to the approval of both parties.  
Hyatt Centric Arlington [Member]    
Operating Leased Assets [Line Items]    
Monthly contribution of room revenues 4.00%  
v3.25.1
Leases - Additional Information (Detail)
 1 Months Ended 3 Months Ended 12 Months Ended
Sep. 26, 2019
USD ($)
RenewalPeriod
Mar. 01, 2018
USD ($)
RenewalPeriod
Dec. 31, 2019
USD ($)
ft²
Apr. 30, 2019
May 31, 2014
Dec. 31, 2024
USD ($)
Dec. 31, 2024
USD ($)
ft²
Dec. 31, 2023
USD ($)
Dec. 31, 2022
USD ($)
Lessee, Lease, Description [Line Items]                  
Percentage of appraised value of land           8.00% 8.00%    
Finance lease asset           $ 23,021,483 $ 23,021,483 $ 63,424  
Finance lease liability           $ 23,201,751 23,201,751 54,354  
Operating Lease, Lease Income, Statement of Income or Comprehensive Income [Extensible Enumeration]           Other Nonoperating Income      
Revision of Prior Period, Adjustment [Member]                  
Lessee, Lease, Description [Line Items]                  
Finance lease asset           $ 22,716,081 22,716,081    
Finance lease liability           $ 22,400,000 $ 22,400,000    
Restaurant Space Within the Hotel [Member]                  
Lessee, Lease, Description [Line Items]                  
Additional renewal of agreement           5 years 5 years    
Leased renewal period           10 years 10 years    
Space on Roofs of Hotels for Antennas and Satellite Dishes [Member]                  
Lessee, Lease, Description [Line Items]                  
Additional renewal of agreement           5 years 5 years    
Hotel, Other [Member]                  
Lessee, Lease, Description [Line Items]                  
Lease revenue             $ 1,200,000 1,000,000  
Minimum [Member] | Restaurant Space Within the Hotel [Member]                  
Lessee, Lease, Description [Line Items]                  
Operating lease, expiring date             Sep. 30, 2027    
Minimum [Member] | Space on Roofs of Hotels for Antennas and Satellite Dishes [Member]                  
Lessee, Lease, Description [Line Items]                  
Operating lease, expiring date             Aug. 31, 2025    
Leased renewal period           1 year 1 year    
Maximum [Member] | Restaurant Space Within the Hotel [Member]                  
Lessee, Lease, Description [Line Items]                  
Operating lease, expiring date             May 31, 2034    
Maximum [Member] | Space on Roofs of Hotels for Antennas and Satellite Dishes [Member]                  
Lessee, Lease, Description [Line Items]                  
Operating lease, expiring date             May 31, 2034    
Leased renewal period           10 years 10 years    
Management Agreement for Parking Garage and Poolside [Member]                  
Lessee, Lease, Description [Line Items]                  
Annual payment $ 270,100                
Hyde Beach House [Member] | Management Agreement for Parking Garage and Poolside [Member]                  
Lessee, Lease, Description [Line Items]                  
Lessee, operating lease, option to extend             initial term that expires in 2034 and which may be extended for four additional renewal periods of 5 years each.    
Rental payments, Percentage of increases per year 5.00%                
Rental payments, Percentage of increases, Term every five years                
Lessee, operating lease expiration year 2034                
Lessee, operating lease, existence of option to extend [true false] true                
Number of additional renewal periods | RenewalPeriod 4                
Leased renewal period 5 years                
Hyatt Centric Arlington [Member]                  
Lessee, Lease, Description [Line Items]                  
Rental payments per year in base rent under ground lease   $ 50,000              
Hyatt Centric Arlington [Member] | Franchise Agreement with Affiliate of Hyatt Hotels Corporation Operating as Hyatt Centric Arlington [Member]                  
Lessee, Lease, Description [Line Items]                  
Annual payment             $ 1,792,000    
Ground lease percentage rent on gross rooms revenues in excess of thresholds   3.50%              
Initial term of ground lease expires date   2025-07              
Number of additional renewal periods extended under ground lease | RenewalPeriod   5              
Duration period under ground lease for each rental periods extended   10 years              
Indirect Expenses [Member] | Hyde Beach House [Member] | Management Agreement for Parking Garage and Poolside [Member]                  
Lessee, Lease, Description [Line Items]                  
Rent expense             $ 323,483 271,000 $ 271,000
The DeSoto Hotel Property [Member]                  
Lessee, Lease, Description [Line Items]                  
Area of commercial space leased | ft²             2,086    
Operating lease, expiring date             Oct. 31, 2006    
Duration period under renewal option second             5 years    
Expiration date three under renewal option second             Oct. 31, 2026    
The DeSoto Hotel Property [Member] | Indirect Expenses [Member]                  
Lessee, Lease, Description [Line Items]                  
Rent expense             $ 75,085 83,932 83,932
The DeSoto Hotel Property [Member] | Six Year Operating Lease Property [Member]                  
Lessee, Lease, Description [Line Items]                  
Duration of operating lease term             6 years    
The DeSoto Hotel Property [Member] | Ninety Nine Year Operating Lease Property [Member]                  
Lessee, Lease, Description [Line Items]                  
Duration of operating lease term             99 years    
Operating lease, expiring date             Jul. 31, 2086    
Rental income recognized during period             $ 0    
The DeSoto Hotel Property [Member] | Ninety Nine Year Operating Lease Property [Member] | Indirect Expenses [Member]                  
Lessee, Lease, Description [Line Items]                  
Original lump sum rent payment received             $ 990    
Hotel Alba Tampa [Member]                  
Lessee, Lease, Description [Line Items]                  
Lease agreement       5 years     5 years    
Commencement date of agreement       2019-07     2009-07    
Additional renewal of agreement         5 years        
Lessee, operating lease, option to extend             In May 2014, we extended the agreement for an additional five years. We signed a new agreement in April 2019, which commenced in July 2019, goes for five years, and can be renewed for an additional five years. We have exercised the five year renewal, and the new agreement expires in July 2029,    
Operating lease, expiring date             2029-07    
Annual payment             $ 2,432    
Lessee, operating lease, existence of option to extend [true false]         true        
Hotel Alba Tampa [Member] | Indirect Expenses [Member]                  
Lessee, Lease, Description [Line Items]                  
Rent expense             $ 2,567 2,602 2,608
Williamsburg Virginia [Member]                  
Lessee, Lease, Description [Line Items]                  
Area of commercial space leased | ft²     8,500            
Rent expense     $ 218,875            
Commencement date of agreement             Jan. 01, 2020    
Lease, agreement term     10 years            
Lease rent increase each successive period percentage     3.00%            
Tenant improvement allowance     $ 200,000            
Williamsburg Virginia [Member] | General and Administrative [Member]                  
Lessee, Lease, Description [Line Items]                  
Rent expense             $ 18,121 (85,759) $ 223,607
8,500 Square Feet of Commercial Office Space [Member]                  
Lessee, Lease, Description [Line Items]                  
Rent concession               $ 257,731  
v3.25.1
Leases - Schedule of Operating and Finance Lease Term Years, Weighted-average Discount Rates, Right of Use Assets and Lease Liabilities (Details) - USD ($)
Dec. 31, 2024
Dec. 31, 2023
Leases [Abstract]    
Weighted-average remaining lease term, including reasonably certain extension options (years), Operating 27 years 3 months  
Weighted-average remaining lease term, including reasonably certain extension options (years), Finance 49 years 11 months 23 days  
Weighted-average discount rate, Operating 8.02%  
Weighted-average discount rate, Finance 7.41%  
Right of use assets, Operating $ 4,451,537  
Right of use assets, Finance 23,021,483 $ 63,424
Lease liabilities, Operating (4,874,919) (5,420,343)
Lease liabilities, Finance $ (23,201,751) $ (54,354)
v3.25.1
Leases - Summary of Lease Related Assets and Liabilities (Details) - USD ($)
Dec. 31, 2024
Dec. 31, 2023
Lessee, Lease, Description [Line Items]    
Right of use assets $ 4,451,537  
Finance lease right of use assets $ 23,021,483 $ 63,424
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] Real Estate Investment Property Excluding Held For Sale Net Real Estate Investment Property Excluding Held For Sale Net
Total lease assets $ 27,473,020 $ 6,052,711
Lease obligations under ROU assets $ 4,874,919 $ 5,420,343
Operating Lease, Liability, Statement of Financial Position [Extensible Enumeration] Accounts Payable and Other Accrued Liabilities Accounts Payable and Other Accrued Liabilities
Finance lease liabilities $ 23,201,751 $ 54,354
Finance Lease, Liability, Statement of Financial Position [Extensible Enumeration] Finance lease liabilities Finance lease liabilities
Total lease liabilities $ 28,076,670 $ 5,474,697
Prepaid Expenses, Inventory and Other Assets [Member]    
Lessee, Lease, Description [Line Items]    
Right of use assets 723,732 1,255,881
Investment in Hotel Properties, Net [Member]    
Lessee, Lease, Description [Line Items]    
Right of use assets $ 3,727,805 $ 4,733,406
v3.25.1
Leases - Schedule of Lease Costs (Details) - USD ($)
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Finance lease costs      
Amortization of lease assets $ 536,758    
Total lease costs 2,201,560 $ 957,859 $ 1,133,209
Corporate General and Administrative [Member]      
Operating lease costs      
Fixed   (73,104)  
Fixed 188,774   242,429
Hotel Operating Expenses - Other Operating [Member]      
Operating lease costs      
Fixed   271,000 271,000
Hotel Operating Expenses - Indirect [Member]      
Operating lease costs      
Fixed 468,407 164,330 168,739
Variable 529,623 591,147 $ 451,041
Finance lease costs      
Variable 204,161    
Depreciation and Amortization [Member]      
Finance lease costs      
Amortization of lease assets 188,346    
Interest Expense [Member]      
Finance lease costs      
Interest on lease liabilities $ 622,249 $ 4,486  
v3.25.1
Leases - Schedule of Undiscounted Cash Flows (Details) - USD ($)
Dec. 31, 2024
Dec. 31, 2023
Lessee, Operating Lease, Liability, to be Paid, Fiscal Year Maturity [Abstract]    
December 31, 2025 $ 553,775  
December 31, 2026 552,233  
December 31, 2027 551,196  
December 31, 2028 524,984  
December 31, 2029 528,701  
December 31, 2030 and thereafter 10,240,006  
Total undiscounted lease payments 12,950,895  
Less imputed interest (8,075,976)  
Total lease liability 4,874,919 $ 5,420,343
Finance Lease, Liability, to be Paid, Fiscal Year Maturity [Abstract]    
December 31, 2025 1,005,265  
December 31, 2026 1,871,959  
December 31, 2027 1,863,893  
December 31, 2028 1,858,738  
December 31, 2029 1,843,049  
December 31, 2030 and thereafter 81,551,299  
Total undiscounted lease payments 89,994,203  
Less imputed interest (66,792,452)  
Total lease liability $ 23,201,751 $ 54,354
v3.25.1
Leases - Schedule of Minimum Future Lease Payments (Details)
Dec. 31, 2024
USD ($)
Finance Lease, Liability, to be Paid, Fiscal Year Maturity [Abstract]  
December 31, 2025 $ 1,070,808
December 31, 2026 920,844
December 31, 2027 711,691
December 31, 2028 478,410
December 31, 2029 485,284
December 31, 2030 and thereafter 1,397,049
Total $ 5,064,086
v3.25.1
Preferred Stock and Units - Additional Information (Detail) - USD ($)
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Preferred Units [Line Items]    
Preferred stock, shares authorized 11,000,000 11,000,000
Preferred stock, liquidation preference per share $ 25.00 $ 25.00
Preferred stock amount of undeclared and cumulative preferred dividends $ 21,900,000  
Preferred stock amount of undeclared and cumulative preferred dividends $ 21,900,000  
8.0% Series B Cumulative Redeemable Perpetual Preferred Stock [Member]    
Preferred Units [Line Items]    
Preferred stock, shares authorized 11,000,000 11,000,000
Preferred stock, liquidation preference per share $ 25.00 $ 25.00
Total undeclared and unpaid cash dividends $ 8,052,550  
7.875% Series C Cumulative Redeemable Perpetual Preferred Stock [Member]    
Preferred Units [Line Items]    
Preferred stock, shares authorized 11,000,000 11,000,000
Preferred stock, liquidation preference per share $ 25.00 $ 25.00
Total undeclared and unpaid cash dividends $ 7,287,931  
8.25% Series D Cumulative Redeemable Perpetual Preferred Stock [Member]    
Preferred Units [Line Items]    
Preferred stock, shares authorized 11,000,000 11,000,000
Preferred stock, liquidation preference per share $ 25.00 $ 25.00
Total undeclared and unpaid cash dividends $ 6,596,958  
Sotherly Hotels LP [Member]    
Preferred Units [Line Items]    
Preferred stock, liquidation preference per share $ 25.00 $ 25.00
Sotherly Hotels LP [Member] | 8.0% Series B Cumulative Redeemable Perpetual Preferred Stock [Member]    
Preferred Units [Line Items]    
Total undeclared and unpaid cash dividends $ 8,052,550  
Sotherly Hotels LP [Member] | 7.875% Series C Cumulative Redeemable Perpetual Preferred Stock [Member]    
Preferred Units [Line Items]    
Total undeclared and unpaid cash dividends 7,287,931  
Sotherly Hotels LP [Member] | 8.25% Series D Cumulative Redeemable Perpetual Preferred Stock [Member]    
Preferred Units [Line Items]    
Total undeclared and unpaid cash dividends $ 6,596,958  
v3.25.1
Preferred Stock and Units - Schedule of Series of Cumulative Redeemable Perpetual Preferred Stock (Detail) - $ / shares
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Class Of Stock [Line Items]    
Preferred Stock, Liquidation Preference $ 25.00 $ 25.00
8.0% Series B Cumulative Redeemable Perpetual Preferred Stock [Member]    
Class Of Stock [Line Items]    
Preferred Stock, Per Annum Rate 8.00% 8.00%
Preferred Stock, Liquidation Preference $ 25.00 $ 25.00
Preferred Stock, Number of Shares Issued 1,464,100 1,464,100
Preferred Stock, Number of Shares Outstanding 1,464,100 1,464,100
Preferred Stock, Quarterly Distributions Per Share $ 0.500000 $ 0.500000
7.875% Series C Cumulative Redeemable Perpetual Preferred Stock [Member]    
Class Of Stock [Line Items]    
Preferred Stock, Per Annum Rate 7.875% 7.875%
Preferred Stock, Liquidation Preference $ 25.00 $ 25.00
Preferred Stock, Number of Shares Issued 1,346,110 1,346,110
Preferred Stock, Number of Shares Outstanding 1,346,110 1,346,110
Preferred Stock, Quarterly Distributions Per Share $ 0.492188 $ 0.492188
8.25% Series D Cumulative Redeemable Perpetual Preferred Stock [Member]    
Class Of Stock [Line Items]    
Preferred Stock, Per Annum Rate 8.25% 8.25%
Preferred Stock, Liquidation Preference $ 25.00 $ 25.00
Preferred Stock, Number of Shares Issued 1,163,100 1,163,100
Preferred Stock, Number of Shares Outstanding 1,163,100 1,163,100
Preferred Stock, Quarterly Distributions Per Share $ 0.515625 $ 0.515625
v3.25.1
Preferred Stock and Units - Schedule of Series of Cumulative Redeemable Perpetual Preferred Units (Detail) - Sotherly Hotels LP [Member] - $ / shares
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
8% Series B Cumulative Redeemable Perpetual Preferred Units [Member]    
Preferred Units [Line Items]    
Preferred Units, Per Annum Rate 8.00%  
Preferred Units, Liquidation Preference $ 25.00  
Preferred Units, Number of Units Issued 1,464,100 1,464,100
Preferred Units, Number of Units Outstanding 1,464,100 1,464,100
Preferred Units, Quarterly Distributions Per Unit $ 0.500000  
7.875% Series C Cumulative Redeemable Perpetual Preferred Units [Member]    
Preferred Units [Line Items]    
Preferred Units, Per Annum Rate 7.875%  
Preferred Units, Liquidation Preference $ 25.00  
Preferred Units, Number of Units Issued 1,346,110 1,346,110
Preferred Units, Number of Units Outstanding 1,346,110 1,346,110
Preferred Units, Quarterly Distributions Per Unit $ 0.492188  
8.25% Series D Cumulative Redeemable Perpetual Preferred Units [Member]    
Preferred Units [Line Items]    
Preferred Units, Per Annum Rate 8.25%  
Preferred Units, Liquidation Preference $ 25.00  
Preferred Units, Number of Units Issued 1,163,100 1,163,100
Preferred Units, Number of Units Outstanding 1,163,100 1,163,100
Preferred Units, Quarterly Distributions Per Unit $ 0.515625  
v3.25.1
Preferred Stock and Units - Quarterly Distributions In Arrears Paid by Operating Partnership (Detail) - Sotherly Hotels LP [Member] - $ / shares
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
8% Series B Cumulative Redeemable Perpetual Preferred Units [Member] | March 31, 2020 [Member]    
Class Of Stock [Line Items]    
Preferred Stock, Quarterly Distributions Paid Per Share   $ 0.500000
8% Series B Cumulative Redeemable Perpetual Preferred Units [Member] | June 30, 2020 [Member]    
Class Of Stock [Line Items]    
Preferred Stock, Quarterly Distributions Paid Per Share   0.500000
8% Series B Cumulative Redeemable Perpetual Preferred Units [Member] | September 30, 2020 [Member]    
Class Of Stock [Line Items]    
Preferred Stock, Quarterly Distributions Paid Per Share   0.500000
8% Series B Cumulative Redeemable Perpetual Preferred Units [Member] | December 31, 2020 [Member]    
Class Of Stock [Line Items]    
Preferred Stock, Quarterly Distributions Paid Per Share   0.500000
8% Series B Cumulative Redeemable Perpetual Preferred Units [Member] | March 31, 2021 [Member]    
Class Of Stock [Line Items]    
Preferred Stock, Quarterly Distributions Paid Per Share   0.500000
8% Series B Cumulative Redeemable Perpetual Preferred Units [Member] | June 30, 2021 [Member]    
Class Of Stock [Line Items]    
Preferred Stock, Quarterly Distributions Paid Per Share $ 0.500000  
8% Series B Cumulative Redeemable Perpetual Preferred Units [Member] | September 30, 2021 [Member]    
Class Of Stock [Line Items]    
Preferred Stock, Quarterly Distributions Paid Per Share 0.500000  
8% Series B Cumulative Redeemable Perpetual Preferred Units [Member] | December 31, 2021 [Member]    
Class Of Stock [Line Items]    
Preferred Stock, Quarterly Distributions Paid Per Share 0.500000  
8% Series B Cumulative Redeemable Perpetual Preferred Units [Member] | March 31, 2022 [Member]    
Class Of Stock [Line Items]    
Preferred Stock, Quarterly Distributions Paid Per Share 0.500000  
7.875% Series C Cumulative Redeemable Perpetual Preferred Units [Member] | March 31, 2020 [Member]    
Class Of Stock [Line Items]    
Preferred Stock, Quarterly Distributions Paid Per Share   0.492188
7.875% Series C Cumulative Redeemable Perpetual Preferred Units [Member] | June 30, 2020 [Member]    
Class Of Stock [Line Items]    
Preferred Stock, Quarterly Distributions Paid Per Share   0.492188
7.875% Series C Cumulative Redeemable Perpetual Preferred Units [Member] | September 30, 2020 [Member]    
Class Of Stock [Line Items]    
Preferred Stock, Quarterly Distributions Paid Per Share   0.492188
7.875% Series C Cumulative Redeemable Perpetual Preferred Units [Member] | December 31, 2020 [Member]    
Class Of Stock [Line Items]    
Preferred Stock, Quarterly Distributions Paid Per Share   0.492188
7.875% Series C Cumulative Redeemable Perpetual Preferred Units [Member] | March 31, 2021 [Member]    
Class Of Stock [Line Items]    
Preferred Stock, Quarterly Distributions Paid Per Share   0.492188
7.875% Series C Cumulative Redeemable Perpetual Preferred Units [Member] | June 30, 2021 [Member]    
Class Of Stock [Line Items]    
Preferred Stock, Quarterly Distributions Paid Per Share 0.492188  
7.875% Series C Cumulative Redeemable Perpetual Preferred Units [Member] | September 30, 2021 [Member]    
Class Of Stock [Line Items]    
Preferred Stock, Quarterly Distributions Paid Per Share 0.492188  
7.875% Series C Cumulative Redeemable Perpetual Preferred Units [Member] | December 31, 2021 [Member]    
Class Of Stock [Line Items]    
Preferred Stock, Quarterly Distributions Paid Per Share 0.492188  
7.875% Series C Cumulative Redeemable Perpetual Preferred Units [Member] | March 31, 2022 [Member]    
Class Of Stock [Line Items]    
Preferred Stock, Quarterly Distributions Paid Per Share 0.492188  
8.25% Series D Cumulative Redeemable Perpetual Preferred Units [Member] | March 31, 2020 [Member]    
Class Of Stock [Line Items]    
Preferred Stock, Quarterly Distributions Paid Per Share   0.515625
8.25% Series D Cumulative Redeemable Perpetual Preferred Units [Member] | June 30, 2020 [Member]    
Class Of Stock [Line Items]    
Preferred Stock, Quarterly Distributions Paid Per Share   0.515625
8.25% Series D Cumulative Redeemable Perpetual Preferred Units [Member] | September 30, 2020 [Member]    
Class Of Stock [Line Items]    
Preferred Stock, Quarterly Distributions Paid Per Share   0.515625
8.25% Series D Cumulative Redeemable Perpetual Preferred Units [Member] | December 31, 2020 [Member]    
Class Of Stock [Line Items]    
Preferred Stock, Quarterly Distributions Paid Per Share   0.515625
8.25% Series D Cumulative Redeemable Perpetual Preferred Units [Member] | March 31, 2021 [Member]    
Class Of Stock [Line Items]    
Preferred Stock, Quarterly Distributions Paid Per Share   $ 0.515625
8.25% Series D Cumulative Redeemable Perpetual Preferred Units [Member] | June 30, 2021 [Member]    
Class Of Stock [Line Items]    
Preferred Stock, Quarterly Distributions Paid Per Share 0.515625  
8.25% Series D Cumulative Redeemable Perpetual Preferred Units [Member] | September 30, 2021 [Member]    
Class Of Stock [Line Items]    
Preferred Stock, Quarterly Distributions Paid Per Share 0.515625  
8.25% Series D Cumulative Redeemable Perpetual Preferred Units [Member] | December 31, 2021 [Member]    
Class Of Stock [Line Items]    
Preferred Stock, Quarterly Distributions Paid Per Share 0.515625  
8.25% Series D Cumulative Redeemable Perpetual Preferred Units [Member] | March 31, 2022 [Member]    
Class Of Stock [Line Items]    
Preferred Stock, Quarterly Distributions Paid Per Share $ 0.515625  
v3.25.1
Common Stock and Units - Additional Information (Detail)
 12 Months Ended 14 Months Ended 24 Months Ended
Jan. 18, 2024
shares
Aug. 30, 2023
shares
Aug. 18, 2023
shares
Apr. 28, 2023
shares
Jan. 23, 2023
shares
Jan. 12, 2023
shares
Nov. 01, 2022
shares
Aug. 23, 2022
shares
Aug. 18, 2022
shares
Jul. 01, 2022
shares
May 19, 2022
shares
Apr. 19, 2022
shares
Apr. 11, 2022
shares
Mar. 31, 2022
shares
Mar. 24, 2022
shares
Jan. 21, 2022
shares
Dec. 31, 2024
USD ($)
$ / shares
shares
Dec. 31, 2023
USD ($)
$ / shares
shares
Dec. 31, 2022
shares
Aug. 24, 2022
shares
Dec. 31, 2021
shares
Jul. 21, 2022
shares
May 23, 2022
shares
Feb. 15, 2022
shares
Class of Stock [Line Items]                                                
Common stock, shares authorized                                 69,000,000 69,000,000            
Common stock, par value | $ / shares                                 $ 0.01 $ 0.01            
Voting right                                   Each outstanding share of common stock entitles the holder to one vote on all matters submitted to a vote of stockholders.            
Number of issued unit in Operating Partnership 152,360       205,000 15,000                                    
Common stock, shares outstanding                                 19,849,165 19,696,805            
Common stock exchange ratio                                 1              
Redemption of units in operating partnership                                         0      
Conversion of units in operating partnership to shares of common stock, number of units   133,099 252,903 75,000     217,845     40,687 50,000                          
Operating Partnership common units outstanding                                 20,213,351 20,060,991            
Operating Partnership common units not owned                                 364,186 364,186            
Unpaid common dividends and distributions amount to holders | $                                 $ 2,088,160              
Sotherly Hotels LP [Member]                                                
Class of Stock [Line Items]                                                
Fair market value | $                                 $ 300,000 $ 500,000            
Series C Preferred Stock [Member]                                                
Class of Stock [Line Items]                                                
Issuance of common stock, shares                                       208,500        
Series B Preferred Stock [Member]                                                
Class of Stock [Line Items]                                                
Issuance of common stock, shares                                       145,900        
Series D Preferred Stock [Member]                                                
Class of Stock [Line Items]                                                
Issuance of common stock, shares                                       36,900        
Privately Negotiated Share Exchange Agreement [Member] | Series C Preferred Stock [Member]                                                
Class of Stock [Line Items]                                                
Issuance of common stock, shares               3,200 7,100     10,600 8,000 6,600 3,000                  
Privately Negotiated Share Exchange Agreement [Member] | Series B Preferred Stock [Member]                                                
Class of Stock [Line Items]                                                
Issuance of common stock, shares               13,000 11,000     5,000 4,000 5,900 7,000                  
Privately Negotiated Share Exchange Agreement [Member] | Series D Preferred Stock [Member]                                                
Class of Stock [Line Items]                                                
Issuance of common stock, shares                 1,900                              
Common Stock [Member]                                                
Class of Stock [Line Items]                                                
Conversion of units in Operating Partnership to shares of common stock, shares                                   461,002 308,532          
Issuance of common stock, shares                                 152,360 284,278 395,086 30,393,995        
Unrestricted shares issued                               175,268           167,390 37,428 175,268
Common Stock [Member] | Directors, Officers, and Employees [Member]                                                
Class of Stock [Line Items]                                                
Restricted shares issued         205,000                                      
Issuance of unrestricted common stock awards, shares 139,610         64,278                                    
Common Stock [Member] | Independent Directors [Member]                                                
Class of Stock [Line Items]                                                
Conversion of units in Operating Partnership to shares of common stock, shares   133,099                                            
Restricted shares issued 12,750         15,000                                    
Common Stock [Member] | Sotherly Hotels LP [Member]                                                
Class of Stock [Line Items]                                                
Number of issued unit in Operating Partnership                               15,000                
Common Stock [Member] | Privately Negotiated Share Exchange Agreement [Member]                                                
Class of Stock [Line Items]                                                
Issuance of common stock, shares               140,130 178,800     153,504 116,640 120,875 96,900                  
v3.25.1
Related Party Transactions - Additional Information (Detail)
 1 Months Ended 3 Months Ended 12 Months Ended
Aug. 30, 2023
shares
Aug. 18, 2023
shares
Apr. 28, 2023
shares
Jul. 01, 2022
shares
May 19, 2022
shares
Dec. 13, 2019
ft²
Hotel
Resort
Dec. 31, 2023
USD ($)
Dec. 31, 2024
USD ($)
Sep. 30, 2024
USD ($)
Jun. 30, 2024
USD ($)
Mar. 31, 2024
USD ($)
Dec. 31, 2023
USD ($)
Sep. 30, 2023
USD ($)
Jun. 30, 2023
USD ($)
Mar. 31, 2023
USD ($)
Dec. 31, 2024
USD ($)
Dec. 31, 2023
USD ($)
shares
Dec. 31, 2022
USD ($)
shares
Dec. 31, 2019
Related Party Transaction [Line Items]                                      
Accounts receivable - affiliate             $ 5,945,724 $ 7,525,356       $ 5,945,724       $ 7,525,356 $ 5,945,724    
Operating Income (Loss)               $ 3,919,033 $ 1,754,934 $ 9,299,783 $ 5,674,112 3,947,654 $ 1,167,854 $ 8,289,801 $ 5,520,122 $ 20,647,862 $ 18,925,431 $ 20,554,813  
Common Stock [Member]                                      
Related Party Transaction [Line Items]                                      
Conversion of units in Operating Partnership to shares of common stock, shares | shares                                 461,002 308,532  
Common Stock [Member] | Director [Member]                                      
Related Party Transaction [Line Items]                                      
Conversion of units in Operating Partnership to shares of common stock, shares | shares 133,099                                    
Common Stock [Member] | Trust in which Chairman has Beneficial Interest [Member]                                      
Related Party Transaction [Line Items]                                      
Conversion of units in Operating Partnership to shares of common stock, shares | shares   252,903 75,000 40,687 50,000                            
OTH Master Agreement [Member]                                      
Related Party Transaction [Line Items]                                      
Percentage of management fee due               2.50%               2.50%      
Management fee of gross revenues for first full fiscal year               2.00%               2.00%      
Management fee of gross revenues for second full fiscal year               2.25%               2.25%      
Management fee of gross revenues for every year thereafter               2.50%               2.50%      
Our Town Hospitality [Member]                                      
Related Party Transaction [Line Items]                                      
Accounts receivable - affiliate             10,000.00 $ 20,000.00       10,000.00       $ 20,000.00 $ 10,000.00    
Accounts payable - affiliate             300,000 $ 900,000       $ 300,000       $ 900,000 300,000    
Our Town Hospitality [Member] | Master Agreement [Member]                                      
Related Party Transaction [Line Items]                                      
Number of rental programs | Resort           2                          
Andrew M. Sims [Member] | Our Town Hospitality [Member]                                      
Related Party Transaction [Line Items]                                      
Percentage of total outstanding ownership interests               64.57%               64.57%      
David R. Folsom [Member] | Our Town Hospitality [Member]                                      
Related Party Transaction [Line Items]                                      
Percentage of total outstanding ownership interests               6.41%               6.41%      
Andrew M. Sims Jr [Member] | Our Town Hospitality [Member]                                      
Related Party Transaction [Line Items]                                      
Percentage of total outstanding ownership interests               15.00%               15.00%      
Our Town Hospitality [Member]                                      
Related Party Transaction [Line Items]                                      
Rent income                               $ 135,511 24,755 $ 159,734  
Area of office space subleased | ft²           2,245                          
Sublease term           5 years                          
Additional renewal of agreement           5 years                          
Lessee, operating lease, existence of option to extend [true false]                               true      
Employee medical benefits paid                               $ 3,900,000 2,700,000 3,200,000  
Incentive management fees expense by related party                               100,000 200,000 300,000  
Lease concession amount             $ 143,774                        
Our Town Hospitality [Member] | Master Agreement [Member]                                      
Related Party Transaction [Line Items]                                      
Base management fees earned by related party                               4,700,000 4,500,000 4,100,000  
Our Town Hospitality [Member] | OTH Master Agreement [Member]                                      
Related Party Transaction [Line Items]                                      
Number of wholly owned hotels | Hotel           10                          
Incentive management fee equal to increase in gross operating profit percentage                                     10.00%
Maximum incentive management fee of gross revenues                                     0.25%
Termination fees due                                   300,000  
Immediate Family Members of Chairman [Member]                                      
Related Party Transaction [Line Items]                                      
Total compensation for related parties                               $ 804,223 $ 549,088 $ 605,163  
v3.25.1
Retirement Plans - Additional Information (Detail) - USD ($)
 2 Months Ended 12 Months Ended
May 15, 2020
Feb. 28, 2017
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Dec. 29, 2016
Defined Benefit Plan Disclosure [Line Items]              
Deferral equal to 3.0% of eligible employee compensation 100.00%            
Deferral equal to the next 2.0% of eligible employee compensation 50.00%            
Percentage of deferral equal to eligible employee compensation 3.00%            
Percentage of next specified deferral equal to eligible employee compensation 2.00%            
Percentage of discretionary contribution eligible employee compensation           3.00%  
Contribution for retirement plan     $ 88,139 $ 84,573 $ 75,631    
Maximum amount allocated to purchase common stock under ESOP             $ 5,000,000
Total number of ESOP shares     538,511 412,169      
Fair value of ESOP released from suspense account and recognized compensation cost     $ 501,569 $ 614,131      
Compensation cost recognized     $ 125,497 $ 171,896 $ 126,958    
Number of non committed, unearned ESOP shares     120,701 247,043 364,177    
Fair value of unallocated ESOP shares     $ 112,421 $ 368,094      
Number of ESOP shares allocated     538,511 412,169      
Number of ESOP shares committed to be released     0        
Employee Stock Option              
Defined Benefit Plan Disclosure [Line Items]              
Number of common stock, shares purchased   682,500          
Purchased common stock, value   $ 4,900,000          
v3.25.1
Retirement Plans - Summary of Shares Allocations are Accounted For Fair Value on The Date of Allocations (Detail) - USD ($)
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Retirement Benefits [Abstract]      
Number of ESOP shares allocated 538,511 412,169  
Number of ESOP shares committed to be released 0    
Total number of ESOP allocated and committed-to-be-released 538,511 412,169  
Number of non committed, unearned ESOP shares 120,701 247,043 364,177
Total number of ESOP Shares 659,212 659,212  
Fair value of ESOP allocated shares $ 501,569 $ 614,131  
Total fair value of ESOP allocated and committed-to-be-released 501,569 614,131  
Fair value of ESOP unallocated shares 112,421 368,094  
Total fair value of ESOP shares $ 613,990 $ 982,225  
v3.25.1
Indirect Hotel Operating Expenses - Summary of Indirect Hotel Operating Expenses (Detail) - USD ($)
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Component Of Operating Cost And Expense [Line Items]      
Total indirect hotel operating expenses $ 72,847,022 $ 69,629,724 $ 64,811,567
Sales and Marketing [Member]      
Component Of Operating Cost And Expense [Line Items]      
Total indirect hotel operating expenses 16,079,144 16,095,696 15,062,397
General and Administrative [Member]      
Component Of Operating Cost And Expense [Line Items]      
Total indirect hotel operating expenses 15,113,649 14,105,674 13,436,054
Repairs and Maintenance [Member]      
Component Of Operating Cost And Expense [Line Items]      
Total indirect hotel operating expenses 9,070,165 8,634,637 8,723,144
Utilities [Member]      
Component Of Operating Cost And Expense [Line Items]      
Total indirect hotel operating expenses 6,149,994 5,873,095 5,649,716
Property Taxes [Member]      
Component Of Operating Cost And Expense [Line Items]      
Total indirect hotel operating expenses 5,751,544 5,241,790 5,254,075
Management Fees, Including Incentive [Member]      
Component Of Operating Cost And Expense [Line Items]      
Total indirect hotel operating expenses 4,767,469 4,659,261 4,377,814
Franchise Fees [Member]      
Component Of Operating Cost And Expense [Line Items]      
Total indirect hotel operating expenses 4,286,432 4,271,435 4,059,709
Insurance [Member]      
Component Of Operating Cost And Expense [Line Items]      
Total indirect hotel operating expenses 6,347,150 5,842,930 4,082,551
Information and Telecommunications [Member]      
Component Of Operating Cost And Expense [Line Items]      
Total indirect hotel operating expenses 4,010,693 3,779,019 3,378,716
Other [Member]      
Component Of Operating Cost And Expense [Line Items]      
Total indirect hotel operating expenses $ 1,270,782 $ 1,126,187 $ 787,391
v3.25.1
Income Taxes - Components of Income Tax Provision (Detail) - USD ($)
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Current:      
State $ 132,491 $ (304,947) $ 522,355
Total 132,491 (304,947) 522,355
Deferred:      
Federal (1,109,938) (1,559,177) 3,025,518
State (210,919) (254,558) 695,708
Subtotals (1,320,857) (1,813,735) 3,721,226
Change in deferred tax valuation allowance 1,320,857 1,813,735 (3,721,226)
Income tax provision (benefit) $ 132,491 $ (304,947) $ 522,355
v3.25.1
Income Taxes - Reconciliation of Statutory Federal Income Tax Provision (Benefit) (Detail) - USD ($)
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Effective Income Tax Rate Reconciliation, Amount [Abstract]      
Statutory federal income tax provision $ 275,593 $ 736,001 $ 7,241,263
Federal tax impact of REIT election (1,357,871) (2,231,835) (3,255,236)
Federal impact of PPP loan forgiveness   (56,470) (966,584)
State income tax benefit, net of federal provision (benefit) (106,088) (566,378) 1,224,138
Change in valuation allowance 1,320,857 1,813,735 (3,721,226)
Income tax provision (benefit) 132,491 (304,947) 522,355
TRS [Member]      
Effective Income Tax Rate Reconciliation, Amount [Abstract]      
Statutory federal income tax provision $ (1,082,278) $ (1,495,834) $ 3,986,027
v3.25.1
Income Taxes - Schedule of Significant Components of Deferred Tax Asset (Detail) - USD ($)
Dec. 31, 2024
Dec. 31, 2023
Deferred tax asset:    
Net operating loss carryforwards $ 13,247,852 $ 12,437,085
Accrued compensation 549,538 362,898
Accrued expenses and other 516,991 192,266
Intangible assets   1,275
Less: Valuation allowance (14,314,381) (12,993,524)
Total $ 0 $ 0
v3.25.1
Earnings (Loss) per Share and per Unit - Additional Information (Detail) - shares
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Schedule Of Computation Of Basic And Diluted Earnings Per Common Share [Line Items]      
Number of non-committed, unearned ESOP shares 120,701 247,043 364,177
Unvested Restricted Units [Member]      
Schedule Of Computation Of Basic And Diluted Earnings Per Common Share [Line Items]      
Anti-dilutive due to net losses, not included in a dilutive calculation 26,940 25,936  
Unvested Restricted Units [Member] | Sotherly Hotels LP [Member]      
Schedule Of Computation Of Basic And Diluted Earnings Per Common Share [Line Items]      
Anti-dilutive due to net losses, not included in a dilutive calculation 26,940 25,936  
v3.25.1
Earnings (Loss) per Share and per Unit - Computation of Basic Net Earnings (Loss) Per Share (Detail) - USD ($)
 3 Months Ended 12 Months Ended
Dec. 31, 2024
Sep. 30, 2024
Jun. 30, 2024
Mar. 31, 2024
Dec. 31, 2023
Sep. 30, 2023
Jun. 30, 2023
Mar. 31, 2023
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Numerator                      
Net income $ (1,117,578) $ (3,689,621) $ 4,664,232 $ 1,322,821 $ (769,647) $ (2,065,826) $ 5,257,670 $ 1,387,514 $ 1,179,854 $ 3,809,711 $ 33,959,848
Less: Net income allocated to participating share awards                 (13,194) (49,118) (113,405)
Net income attributable to non-controlling interest                 122,515 131,710 (1,423,327)
Undeclared distributions to preferred stockholders                 (7,977,250) (7,977,250) (7,634,219)
Gain on extinguishment of preferred stock                     64,518
Net (loss) income attributable to common stockholders for EPS computation                 $ (6,688,075) $ (4,084,947) $ 24,853,415
Denominator                      
Weighted average number common shares outstanding for basic EPS computation                 19,417,448 18,843,032 17,802,772
Weighted average number common and common equivalent shares outstanding for diluted EPS computation                 19,417,448 18,843,032 17,802,772
Basic net (loss) income per common share:                      
Undistributed (loss) income                 $ (0.34) $ (0.22) $ 1.4
Total basic $ (0.15) $ (0.29) $ 0.13 $ (0.03) $ (0.15) $ (0.2) $ 0.16 $ (0.03) (0.34) (0.22) 1.4
Diluted net (loss) income per common share:                      
Undistributed (loss) income                 (0.34) (0.22) 1.4
Total diluted $ (0.15) $ (0.29) $ 0.13 $ (0.03) $ (0.15) $ (0.2) $ 0.16 $ (0.03) $ (0.34) $ (0.22) $ 1.4
v3.25.1
Earnings (Loss) per Share and per Unit - Computation of Basic Earnings (Loss) Per Unit (Detail) - USD ($)
 3 Months Ended 12 Months Ended
Dec. 31, 2024
Sep. 30, 2024
Jun. 30, 2024
Mar. 31, 2024
Dec. 31, 2023
Sep. 30, 2023
Jun. 30, 2023
Mar. 31, 2023
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Numerator                      
Net income $ (1,117,578) $ (3,689,621) $ 4,664,232 $ 1,322,821 $ (769,647) $ (2,065,826) $ 5,257,670 $ 1,387,514 $ 1,179,854 $ 3,809,711 $ 33,959,848
Undeclared distributions to preferred stockholders                 $ (7,977,250) $ (7,977,250) (7,634,219)
Gain on extinguishment of preferred units                     $ 64,518
Basic net (loss) income per unit:                      
Undistributed (loss) income                 $ (0.34) $ (0.22) $ 1.4
Total basic $ (0.16) $ (0.28) $ 0.13 $ (0.03) $ (0.14) $ (0.2) $ 0.16 $ (0.03)      
Diluted net (loss) income per unit:                      
Undistributed (loss) income                 $ (0.34) $ (0.22) $ 1.4
Total diluted $ (0.16) $ (0.28) $ 0.13 $ (0.03) $ (0.14) $ (0.2) $ 0.16 $ (0.03)      
Sotherly Hotels LP [Member]                      
Numerator                      
Net income                 $ 1,179,854 $ 3,809,711 $ 33,959,848
Less: Net income allocated to participating unit awards                 (13,194) (49,118) (113,405)
Undeclared distributions to preferred stockholders                 (7,977,250) (7,977,250) (7,634,219)
Gain on extinguishment of preferred units                 0   64,518
Net (loss) income attributable to unitholders for EPU computation                 $ (6,810,590) $ (4,216,657) $ 26,276,742
Denominator                      
Weighted average number of units outstanding for basic EPU computation                 19,997,274 19,808,602 19,266,320
Basic net (loss) income per unit:                      
Undistributed (loss) income                 $ (0.34) $ (0.21) $ 1.36
Total basic                 (0.34) (0.21) 1.36
Diluted net (loss) income per unit:                      
Undistributed (loss) income                 (0.34) (0.21) 1.36
Total diluted                 $ (0.34) $ (0.21) $ 1.36
v3.25.1
Quarterly Operating Results - Unaudited - Quarterly Operating Results (Detail) - USD ($)
 3 Months Ended 12 Months Ended
Dec. 31, 2024
Sep. 30, 2024
Jun. 30, 2024
Mar. 31, 2024
Dec. 31, 2023
Sep. 30, 2023
Jun. 30, 2023
Mar. 31, 2023
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Quarterly Financial Information Disclosure [Abstract]                      
Total revenue $ 43,951,507 $ 40,699,981 $ 50,694,367 $ 46,548,432 $ 42,148,085 $ 39,181,363 $ 49,017,332 $ 43,491,277      
Total operating expenses 40,032,474 38,945,047 41,394,584 40,874,320 38,200,430 38,013,510 40,727,531 37,971,155      
Net operating income (loss) 3,919,033 1,754,934 9,299,783 5,674,112 3,947,654 1,167,854 8,289,801 5,520,122 $ 20,647,862 $ 18,925,431 $ 20,554,813
Net income (loss) (1,117,578) (3,689,621) 4,664,232 1,322,821 (769,647) (2,065,826) 5,257,670 1,387,514 1,179,854 3,809,711 33,959,848
Net income (loss) attributable to common shareholders $ (3,033,515) $ (5,603,761) $ 2,621,768 $ (659,373) $ (2,682,969) $ (3,903,581) $ 3,132,559 $ (581,838) $ (6,674,881) $ (4,035,829) $ 24,966,820
Income (loss) per share attributable to common shareholders - basic $ (0.15) $ (0.29) $ 0.13 $ (0.03) $ (0.15) $ (0.2) $ 0.16 $ (0.03) $ (0.34) $ (0.22) $ 1.4
Income (loss) per share attributable to common shareholders - diluted $ (0.15) $ (0.29) $ 0.13 $ (0.03) $ (0.15) $ (0.2) $ 0.16 $ (0.03) $ (0.34) $ (0.22) $ 1.4
Net income (loss) available to operating partnership unitholders $ (3,111,890) $ (5,683,934) $ 2,669,919 $ (671,491) $ (2,763,959) $ (4,060,139) $ 3,263,357 $ (606,798)      
Income (loss) per unit attributable to operating partnership unitholders- basic $ (0.16) $ (0.28) $ 0.13 $ (0.03) $ (0.14) $ (0.2) $ 0.16 $ (0.03)      
Income (loss) per unit attributable to operating partnership unitholders- diluted $ (0.16) $ (0.28) $ 0.13 $ (0.03) $ (0.14) $ (0.2) $ 0.16 $ (0.03)      
v3.25.1
Segment Information - Additional Information (Details)
 12 Months Ended
Dec. 31, 2024
Segment
Segment Reporting [Abstract]  
Segment Reporting, CODM, Individual Title and Position or Group Name [Extensible Enumeration] srt:ChiefExecutiveOfficerMember, srt:PresidentMember
Segment Reporting, Factors Used to Identify Entity's Reportable Segments The CODM separately evaluates the performance of each of the Company’s hotel properties and each hotel property is an operating segment. However,because each of the hotels has similar economic characteristics, facilities, and services, the hotel properties have been aggregated into a single reportable segment.
Number of reportable segment 1
Segment Reporting, CODM, Profit (Loss) Measure, How Used, Description The CODM assesses performance for the hotel segment and decides how to allocate resources based on Hotel EBITDA, which is a non-GAAP financial measure. We define Hotel EBITDA as net income or loss excluding: (1) interest expense, (2) interest income, (3) income tax provision or benefit, (4) depreciation and amortization, (5) impairment of long-lived assets or investments, (6) gains and losses on disposal and/or sale of assets, (7) gains and losses on involuntary conversions of assets, (8) realized and unrealized gains and losses on derivative instruments not included in other comprehensive income, (9) other income at the properties, (10) loss on early debt extinguishment, (11) Paycheck Protection Program (PPP) debt forgiveness, (12) gain on exercise of development right, (13) corporate general and administrative expense, and (14) other income.
Segment Reporting, No Asset Information [true false] false
v3.25.1
Segment Information - Summary of Information About Profit or Loss for Hotel Segment (Details) - USD ($)
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Segment Reporting Information [Line Items]      
Total revenue $ 181,894,287 $ 173,838,057 $ 166,077,304
Total hotel operating expenses 135,081,459 129,050,356 119,614,736
Rooms Department [Member]      
Segment Reporting Information [Line Items]      
Total revenue 119,079,903 114,748,834 109,553,906
Total hotel operating expenses 27,376,330 26,177,539 25,782,888
Food and Beverage Department [Member]      
Segment Reporting Information [Line Items]      
Total revenue 36,626,906 35,231,959 29,556,213
Total hotel operating expenses 25,429,218 24,211,133 19,724,225
Other Operating Departments [Member]      
Segment Reporting Information [Line Items]      
Total revenue 26,187,478 23,857,264 26,967,185
Total hotel operating expenses 9,428,889 9,031,960 9,296,056
Indirect [Member]      
Segment Reporting Information [Line Items]      
Total hotel operating expenses 72,847,022 69,629,724 64,811,567
Hotel Segment [Member]      
Segment Reporting Information [Line Items]      
Total revenue 181,894,287 173,838,057 166,077,304
Total hotel operating expenses 135,081,459 129,050,356 119,614,736
Earnings Before Interest Tax Depreciation and Amortization, Total 46,812,828 44,787,701 46,462,568
Hotel Segment [Member] | Rooms Department [Member]      
Segment Reporting Information [Line Items]      
Total revenue 119,079,903 114,748,834 109,553,906
Total hotel operating expenses 27,376,330 26,177,539 25,782,888
Hotel Segment [Member] | Food and Beverage Department [Member]      
Segment Reporting Information [Line Items]      
Total revenue 36,626,906 35,231,959 29,556,213
Total hotel operating expenses 25,429,218 24,211,133 19,724,225
Hotel Segment [Member] | Other Operating Departments [Member]      
Segment Reporting Information [Line Items]      
Total revenue 26,187,478 23,857,264 26,967,185
Total hotel operating expenses 9,428,889 9,031,960 9,296,056
Hotel Segment [Member] | Indirect [Member]      
Segment Reporting Information [Line Items]      
Total hotel operating expenses $ 72,847,022 $ 69,629,724 $ 64,811,567
v3.25.1
Segment Information - Schedule of Reconciliation of Hotel Segment Profit and Loss to Company's Consolidated Totals (Details) - USD ($)
 3 Months Ended 12 Months Ended
Dec. 31, 2024
Sep. 30, 2024
Jun. 30, 2024
Mar. 31, 2024
Dec. 31, 2023
Sep. 30, 2023
Jun. 30, 2023
Mar. 31, 2023
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]                      
Net income $ (1,117,578) $ (3,689,621) $ 4,664,232 $ 1,322,821 $ (769,647) $ (2,065,826) $ 5,257,670 $ 1,387,514 $ 1,179,854 $ 3,809,711 $ 33,959,848
Interest expense                 20,882,681 17,588,091 19,772,802
Interest income                 (692,756) (802,183) (189,291)
Income tax provision                 132,491 (304,947) 522,355
Depreciation and amortization                 19,380,906 18,788,748 18,650,336
Impairment of investment in hotel properties, net                 0 0  
Loss on early extinguishment of debt                 (241,878)   (5,944,881)
Gain on sale of hotel properties                     30,053,977
Loss (gain) on disposal of assets                 4,400 4,700 (636,198)
PPP loan forgiveness                   275,494 4,720,278
Other income                 (489,267) (456,388)  
Gain on involuntary conversion of assets                 502,808 1,371,041 1,763,320
Corporate general and administrative expenses                 6,788,460 7,078,222 6,621,221
Hotel Segment [Member]                      
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]                      
Net income                 1,179,854 3,809,711 33,959,848
Interest expense                 20,882,681 17,588,091 19,772,802
Interest income                 (692,756) (802,183) (189,291)
Income tax provision                 132,491 (304,947) 522,355
Depreciation and amortization                 19,380,906 18,788,748 18,650,336
Realized and unrealized (gain) loss on hedging activities                 (104,211) 737,682 (2,918,207)
Loss on early extinguishment of debt                 241,878   5,944,881
Gain on sale of hotel properties                     (30,053,977)
Loss (gain) on disposal of assets                 (4,400) (4,700) 636,198
PPP loan forgiveness                   (275,494) (4,720,278)
Other income                 (489,267) (456,388)  
Gain on involuntary conversion of assets                 (502,808) (1,371,041) (1,763,320)
Corporate general and administrative expenses                 6,788,460 7,078,222 6,621,221
Earnings Before Interest Tax Depreciation and Amortization, Total                 $ 46,812,828 $ 44,787,701 $ 46,462,568
v3.25.1
Subsequent Events- Additional Information (Detail) - $ / shares
Mar. 14, 2025
Jan. 02, 2025
Jan. 18, 2024
Jan. 23, 2023
Jan. 12, 2023
Subsequent Event [Line Items]          
Number of issued unit in Operating Partnership     152,360 205,000 15,000
Independent Directors [Member] | Common Stock [Member]          
Subsequent Event [Line Items]          
Restricted shares issued     12,750   15,000
Directors, Officers, and Employees [Member] | Common Stock [Member]          
Subsequent Event [Line Items]          
Restricted shares issued       205,000  
Issuance of unrestricted shares     139,610   64,278
Subsequent Events [Member]          
Subsequent Event [Line Items]          
Number of issued unit in Operating Partnership   277,250      
Subsequent Events [Member] | Series B Preferred Stock [Member]          
Subsequent Event [Line Items]          
Dividend paid per share $ 0.5        
Subsequent Events [Member] | Series C Preferred Stock [Member]          
Subsequent Event [Line Items]          
Dividend paid per share 0.492188        
Subsequent Events [Member] | Series D Preferred Stock [Member]          
Subsequent Event [Line Items]          
Dividend paid per share $ 0.515625        
Subsequent Events [Member] | Independent Directors [Member] | Common Stock [Member]          
Subsequent Event [Line Items]          
Restricted shares issued   15,000      
Subsequent Events [Member] | Directors, Officers, and Employees [Member] | Common Stock [Member]          
Subsequent Event [Line Items]          
Issuance of unrestricted shares   262,250      
v3.25.1
Schedule III - Real Estate and Accumulated Depreciation - Real Estate and Accumulated Depreciation (Detail) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Encumbrances $ 318,643      
Initial Costs, Land 56,412      
Initial Costs, Building & Improvements 301,739      
Costs Capitalized Subsequent to Acquisition, Land 4,957      
Costs Capitalized Subsequent to Acquisition, Building & Improvements 126,617      
Gross Amount at End of Year, Land 61,370      
Gross Amount at End of Year, Building & Improvements 428,356      
Gross Amount at End of Year, Total 489,726 $ 479,948 $ 473,653 $ 509,620
Accumulated Depreciation & Impairment $ (156,667)      
The DeSoto - Savannah, Georgia [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Description The DeSoto – Savannah, Georgia      
Encumbrances $ 34,220      
Initial Costs, Land 600      
Initial Costs, Building & Improvements 13,562      
Costs Capitalized Subsequent to Acquisition, Land 948      
Costs Capitalized Subsequent to Acquisition, Building & Improvements 28,273      
Gross Amount at End of Year, Land 1,548      
Gross Amount at End of Year, Building & Improvements 41,835      
Gross Amount at End of Year, Total 43,383      
Accumulated Depreciation & Impairment $ (18,452)      
Date of Construction 1968      
Date Acquired 2004      
The DeSoto - Savannah, Georgia [Member] | Minimum [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Life on Which Depreciation is Computed 3 years      
The DeSoto - Savannah, Georgia [Member] | Maximum [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Life on Which Depreciation is Computed 39 years      
DoubleTree by Hilton Jacksonville Riverfront - Jacksonville, Florida [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Description DoubleTree by Hilton Jacksonville Riverfront – Jacksonville, Florida      
Encumbrances $ 26,057      
Initial Costs, Land 7,090      
Initial Costs, Building & Improvements 14,604      
Costs Capitalized Subsequent to Acquisition, Land 546      
Costs Capitalized Subsequent to Acquisition, Building & Improvements 8,866      
Gross Amount at End of Year, Land 7,636      
Gross Amount at End of Year, Building & Improvements 23,470      
Gross Amount at End of Year, Total 31,106      
Accumulated Depreciation & Impairment $ (12,017)      
Date of Construction 1970      
Date Acquired 2005      
DoubleTree by Hilton Jacksonville Riverfront - Jacksonville, Florida [Member] | Minimum [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Life on Which Depreciation is Computed 3 years      
DoubleTree by Hilton Jacksonville Riverfront - Jacksonville, Florida [Member] | Maximum [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Life on Which Depreciation is Computed 39 years      
DoubleTree by Hilton Laurel - Laurel, Maryland [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Description DoubleTree by Hilton Laurel – Laurel, Maryland      
Encumbrances $ 10,000      
Initial Costs, Land 900      
Initial Costs, Building & Improvements 9,443      
Costs Capitalized Subsequent to Acquisition, Land 77      
Costs Capitalized Subsequent to Acquisition, Building & Improvements 6,213      
Gross Amount at End of Year, Land 977      
Gross Amount at End of Year, Building & Improvements 15,656      
Gross Amount at End of Year, Total 16,633      
Accumulated Depreciation & Impairment $ (8,001)      
Date of Construction 1985      
Date Acquired 2004      
DoubleTree by Hilton Laurel - Laurel, Maryland [Member] | Minimum [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Life on Which Depreciation is Computed 3 years      
DoubleTree by Hilton Laurel - Laurel, Maryland [Member] | Maximum [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Life on Which Depreciation is Computed 39 years      
DoubleTree by Hilton Philadelphia Airport - Philadelphia, Pennsylvania [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Description DoubleTree by Hilton Philadelphia Airport – Philadelphia, Pennsylvania      
Encumbrances $ 35,915      
Initial Costs, Land 2,100      
Initial Costs, Building & Improvements 22,031      
Costs Capitalized Subsequent to Acquisition, Land 454      
Costs Capitalized Subsequent to Acquisition, Building & Improvements 9,181      
Gross Amount at End of Year, Land 2,554      
Gross Amount at End of Year, Building & Improvements 31,212      
Gross Amount at End of Year, Total 33,766      
Accumulated Depreciation & Impairment $ (15,560)      
Date of Construction 1972      
Date Acquired 2004      
DoubleTree by Hilton Philadelphia Airport - Philadelphia, Pennsylvania [Member] | Minimum [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Life on Which Depreciation is Computed 3 years      
DoubleTree by Hilton Philadelphia Airport - Philadelphia, Pennsylvania [Member] | Maximum [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Life on Which Depreciation is Computed 39 years      
DoubleTree Resort by Hilton Hollywood Beach - Hollywood Beach Florida [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Description DoubleTree Resort by Hilton Hollywood Beach - Hollywood Beach, Florida      
Encumbrances $ 50,212      
Initial Costs, Land 22,865      
Initial Costs, Building & Improvements 67,660      
Costs Capitalized Subsequent to Acquisition, Land 829      
Costs Capitalized Subsequent to Acquisition, Building & Improvements 9,825      
Gross Amount at End of Year, Land 23,694      
Gross Amount at End of Year, Building & Improvements 77,485      
Gross Amount at End of Year, Total 101,178      
Accumulated Depreciation & Impairment $ (20,113)      
Date of Construction 1972      
Date Acquired 2015      
DoubleTree Resort by Hilton Hollywood Beach - Hollywood Beach Florida [Member] | Minimum [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Life on Which Depreciation is Computed 3 years      
DoubleTree Resort by Hilton Hollywood Beach - Hollywood Beach Florida [Member] | Maximum [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Life on Which Depreciation is Computed 39 years      
Georgian Terrace - Atlanta, Georgia [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Description Georgian Terrace – Atlanta, Georgia      
Encumbrances $ 38,375      
Initial Costs, Land 10,128      
Initial Costs, Building & Improvements 45,386      
Costs Capitalized Subsequent to Acquisition, Land (1,135)      
Costs Capitalized Subsequent to Acquisition, Building & Improvements 11,086      
Gross Amount at End of Year, Land 8,993      
Gross Amount at End of Year, Building & Improvements 56,472      
Gross Amount at End of Year, Total 65,465      
Accumulated Depreciation & Impairment $ (16,663)      
Date of Construction 1911      
Date Acquired 2014      
Georgian Terrace - Atlanta, Georgia [Member] | Minimum [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Life on Which Depreciation is Computed 3 years      
Georgian Terrace - Atlanta, Georgia [Member] | Maximum [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Life on Which Depreciation is Computed 39 years      
Hotel Alba Tampa, Tapestry Collection by Hilton - Tampa, Florida [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Description Hotel Alba Tampa, Tapestry Collection by Hilton – Tampa, Florida      
Encumbrances $ 35,000      
Initial Costs, Land 4,153      
Initial Costs, Building & Improvements 9,670      
Costs Capitalized Subsequent to Acquisition, Land 1,909      
Costs Capitalized Subsequent to Acquisition, Building & Improvements 26,249      
Gross Amount at End of Year, Land 6,062      
Gross Amount at End of Year, Building & Improvements 35,919      
Gross Amount at End of Year, Total 41,982      
Accumulated Depreciation & Impairment $ (15,455)      
Date of Construction 1973      
Date Acquired 2007      
Hotel Alba Tampa, Tapestry Collection by Hilton - Tampa, Florida [Member] | Minimum [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Life on Which Depreciation is Computed 3 years      
Hotel Alba Tampa, Tapestry Collection by Hilton - Tampa, Florida [Member] | Maximum [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Life on Which Depreciation is Computed 39 years      
Hotel Ballast Wilmington, Tapestry Collection by Hilton - Wilmington, North Carolina [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Description Hotel Ballast Wilmington, Tapestry Collection by Hilton – Wilmington, North Carolina      
Encumbrances $ 29,770      
Initial Costs, Land 785      
Initial Costs, Building & Improvements 16,829      
Costs Capitalized Subsequent to Acquisition, Land 1,002      
Costs Capitalized Subsequent to Acquisition, Building & Improvements 16,069      
Gross Amount at End of Year, Land 1,787      
Gross Amount at End of Year, Building & Improvements 32,898      
Gross Amount at End of Year, Total 34,685      
Accumulated Depreciation & Impairment $ (18,795)      
Date of Construction 1970      
Date Acquired 2004      
Hotel Ballast Wilmington, Tapestry Collection by Hilton - Wilmington, North Carolina [Member] | Minimum [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Life on Which Depreciation is Computed 3 years      
Hotel Ballast Wilmington, Tapestry Collection by Hilton - Wilmington, North Carolina [Member] | Maximum [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Life on Which Depreciation is Computed 39 years      
Hyatt Centric Arlington - Arlington, Virginia [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Description Hyatt Centric Arlington - Arlington, Virginia      
Encumbrances $ 45,317      
Initial Costs, Land 191      
Initial Costs, Building & Improvements 70,369      
Costs Capitalized Subsequent to Acquisition, Land 78      
Costs Capitalized Subsequent to Acquisition, Building & Improvements 2,796      
Gross Amount at End of Year, Land 270      
Gross Amount at End of Year, Building & Improvements 73,165      
Gross Amount at End of Year, Total 73,434      
Accumulated Depreciation & Impairment $ (12,846)      
Date Acquired 2018      
Hyatt Centric Arlington - Arlington, Virginia [Member] | Minimum [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Life on Which Depreciation is Computed 3 years      
Hyatt Centric Arlington - Arlington, Virginia [Member] | Maximum [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Life on Which Depreciation is Computed 39 years      
The Whitehall - Houston, Texas [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Description The Whitehall – Houston, Texas      
Encumbrances $ 13,777      
Initial Costs, Land 7,374      
Initial Costs, Building & Improvements 22,185      
Costs Capitalized Subsequent to Acquisition, Land 249      
Costs Capitalized Subsequent to Acquisition, Building & Improvements 8,059      
Gross Amount at End of Year, Land 7,623      
Gross Amount at End of Year, Building & Improvements 30,244      
Gross Amount at End of Year, Total 37,867      
Accumulated Depreciation & Impairment $ (17,117)      
Date of Construction 1963      
Date Acquired 2013      
The Whitehall - Houston, Texas [Member] | Minimum [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Life on Which Depreciation is Computed 3 years      
The Whitehall - Houston, Texas [Member] | Maximum [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Life on Which Depreciation is Computed 39 years      
Hyde Resort & Residences [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Description Hyde Resort & Residences      
Initial Costs, Land $ 226      
Initial Costs, Building & Improvements 4,290      
Gross Amount at End of Year, Land 226      
Gross Amount at End of Year, Building & Improvements 4,290      
Gross Amount at End of Year, Total 4,517      
Accumulated Depreciation & Impairment $ (871)      
Date of Construction 2016      
Date Acquired 2017      
Hyde Resort & Residences [Member] | Minimum [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Life on Which Depreciation is Computed 3 years      
Hyde Resort & Residences [Member] | Maximum [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Life on Which Depreciation is Computed 39 years      
Hyde Beach House Resort & Residences [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Description Hyde Beach House Resort & Residences      
Initial Costs, Building & Improvements $ 5,710      
Gross Amount at End of Year, Building & Improvements 5,710      
Gross Amount at End of Year, Total 5,710      
Accumulated Depreciation & Impairment $ (777)      
Date of Construction 2019      
Date Acquired 2019      
Hyde Beach House Resort & Residences [Member] | Minimum [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Life on Which Depreciation is Computed 3 years      
Hyde Beach House Resort & Residences [Member] | Maximum [Member]        
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items]        
Life on Which Depreciation is Computed 39 years      
v3.25.1
Schedule III - Real Estate and Accumulated Depreciation - Real Estate and Accumulated Depreciation (Parenthetical) (Detail)
$ in Millions
Dec. 31, 2024
USD ($)
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation Disclosure [Abstract]  
Aggregate cost of our real estate assets for federal income tax $ 478.7
v3.25.1
Schedule III - Real Estate and Accumulated Depreciation - Reconciliation of Real Estate and Accumulated Depreciation (Detail) - USD ($)
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Reconciliation of Real Estate      
Beginning Balance $ 479,948,000 $ 473,653,000 $ 509,620,000
Improvements 10,872,000 6,863,000 6,916,000
Disposal of Assets (1,094,000) (568,000) (42,883,000)
Ending Balance 489,726,000 479,948,000 473,653,000
Reconciliation of Accumulated Depreciation      
Beginning Balance 143,457,000 130,311,000 129,895,000
Current Expense 14,306,000 13,586,000 13,462,000
Impairment of Real Estate 0 0  
Disposal of Assets (1,096,000) (440,000) (13,046,000)
Ending Balance $ 156,667,000 $ 143,457,000 $ 130,311,000