NEW YORK CITY-A non-traded REIT that will focus on acquisitions in the hospitality sector has launched a capital raise of up to $1 billion. Known as Carey Watermark Investors Inc., it’s a partnership of locally based W.P. Carey and Lake Forest, IL-based Watermark Capital Partners, with Watermark chairman Michael Medzigian serving as CEO and W.P. Carey CEO Trevor Bond serving as chairman.

The offering calls for CWI, headquartered here, to issue up to 100 million shares of common stock at $10 per share and up to 25 million additional shares through its distribution reinvestment plan at $9.50 per share. In the REIT’s prospectus, CWI’s principals say they believe “current dynamics in the lodging industry will create attractive opportunities for us to acquire quality properties at prices below replacement cost.”

Coincidentally, the IPO announcement comes just a few days after Wyomissing, PA-based Penn National Gaming made just such an acquisition, picking up the $230.5-million bank debt on the M Resort in Las Vegas for about one third the project’s construction cost.

The prospectus acknowledges that CWI is making a blind pool offering, because the REIT has made no acquisitions since being formed in 2008 and has not yet identified any properties to acquire with proceeds from the IPO. CWI plans to conduct its investment activities and own all of its assets through operating partnership CWI OP LP. Carey Watermark Holdings, owned indirectly by W. P. Carey and Watermark, will hold a special general partner interest in the operating partnership.

Despite CWI having no track record as yet, W.P. Carey and Watermark have partnered on two hotel acquisitions outside the context of the REIT. In 2005, they repositioned and rebranded the 226-unit Holiday Inn Livonia West in Livonia, MI as a Radisson Hotel & Conference Center, and in 2007 they bought the 280-key Doubletree Hotel Memphis Downtown for $39.3 million, or $140,000 per room. Moreover, Medzigian can call on nearly 30 years’ experience in the sector, having managed some $2 billion worth of lodging properties.

The prospectus spells out the risk factors that frequently go hand in hand with lodging investments at this point in the cycle. Failure of the US economy to improve due to continuing adverse economic conditions, such as a declining GDP, “may adversely affect our ability to execute our investment strategy, generate revenues, attain profitability and make distributions to our stockholders,” the prospectus states. It notes a close correlation between GDP and RevPAR.

Further, although CWI’s principals expect lodging fundamentals to improve in accordance with forecasts by industry analysts, such as PKF Hospitality Research and Smith Travel Research, “there can be no assurance as to whether, or when, lodging industry fundamentals will in fact improve, or to what extent they will improve.” Additionally, the prospectus cautions that “quarterly fluctuations” in operating results may occur as a result of the seasonality of certain lodging properties.

CWI’s investment targets run the gamut of the hospitality sector. They include full-service branded hotels in urban settings, resort properties, high-end independent urban and boutique hotels, select-service hotels and mixed-use projects with non-lodging components. The REIT may also look at opportunities outside the sector.

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Paul Bubny

Paul Bubny is managing editor of Real Estate Forum and GlobeSt.com. He has been reporting on business since 1988 and on commercial real estate since 2007. He is based at ALM Real Estate Media Group's offices in New York City.