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March 25, 2023

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Red Lion awards ‘early bonus payment’ to five

Executive pay consultant calls 20% advance 'absolutely unacceptable'


Red Lion Hotels may have just invented a new executive-pay sweetener.

The Spokane-based hotel company’s revenues per room are on the rise, but it lost nearly $2 million for the second quarter and its six-month revenues declined more than 10 percent.

Nonetheless, the board’s compensation committee this past week awarded its top five executives an “early bonus payment” — a 20 percent advance on their targeted year-end bonus.

President and CEO Gregory Mount got $58,388, and the others collectively received $118,880, according to a Securities and Exchange Commission (SEC) filing by the company.

The company’s reasoning was that “results thus far in 2015 reflect substantial achievement of the executive officers’ individual, department and company goals” for the calendar year.

The deal is unusual: The phrase “early bonus payment” doesn’t occur in any similar SEC filing going back 15 years.

“This is unheard of and absolutely unacceptable from a corporate-governance point of view,” executive pay consultant Fred Whittlesey of Seattle-based Compensation Venture Group said when shown Red Lion’s filing.

“As if annual incentive plans are not already problematic in promoting short-term thinking and gaming of financial results, this company had to give partial credit for the year?” Whittlesey said. “What if they have a disastrous fourth quarter?”

Asked about the early bonus, Alex Washburn, a Red Lion board member and co-founder of its second-largest shareholder, Seattle-based Columbia Pacific Advisors, said in an email that “the board is pleased with the job that RLHC management is doing and pleased with the momentum of the business. This partial payout of the 2015 cash incentive compensation plan is an effort to recognize, reward and continue to motivate the executive management team.”

The decades-old Western lodging chain, which has raised its profile and restructured its operations in the past couple years, has a rigorous-sounding bonus plan.

Among other requirements, it directs that “no bonus will be payable . unless our actual EBITDA for 2015 exceeds 90 percent of the budgeted amount.”

On the surface, growth in EBIDTA (its earnings before interest, taxes depreciation and amortization) for the first six months of 2015 was eye-popping.

The figure, essentially operational cash flow, rose 72 percent from 2014’s first half, to $17.7?million.

The jump, however, included $16.6 million from selling its Bellevue and Wenatchee hotel properties (while keeping their management contracts).

Factoring out such special items, the company said in its August quarterly report, the adjusted EBITDA for 2015’s first half was $4.5?million, barely ahead of last year.

Red Lion hasn’t yet reported third-quarter results.

It did have some notable milestones this year. An April deal to acquire GuestHouse International brought two new hotel brands under its management umbrella and more than doubled its portfolio from 57 hotels to 130, spread across 30 states.

Chinese hotel and transportation company HNA Group, which operates Hainan Airlines, acquired a 15 percent stake in Red Lion from Columbia Pacific.

And in January it sold 12 hotels into a joint venture intended to lighten its debt load and focus on expanding via franchises. Such deals helped lift its stock price 50 percent in the past 12 months, while the shares of many hotel chains stagnated.

A spokesman for Columbia Pacific also pointed to an August analyst’s report that said Red Lion’s recent growth in revenue per room “substantially exceeded our expectations.”

Pay expert Whittlesey said it would be better for stockholders if Red Lion’s executive compensation was structured to encourage long-term results. Currently, he says, its execs get most pay from salary and bonus, with “an extremely low emphasis on long term incentives . making this early bonus payment even more of a problem.”