Summit Hotel Properties, Inc 8-K, filed Apr 30, 2025
Summit Hotel Properties, Inc. (INN)
8-K
2025-04-30
For: 2025-04-29
View Original
Added on
April 09, 2026
About this 8-K
Summit Hotel Properties, Inc filed this 8-K on April 30, 2025, reporting on events of April 29, 2025.
Items reported
- Item 8.01: Other events
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 29, 2025
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||
| of incorporation or organization) | ||||||||
(Address of Principal Executive Offices) (Zip Code)
(512 ) 538-2300
(Registrant’s telephone number, including area code)
Not applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter)
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02. Results of Operations and Financial Condition.
On April 30, 2025, Summit Hotel Properties, Inc. (the “Company”) issued a press release announcing the consolidated operating results of the Company and its subsidiaries for the three months ended March 31, 2025. The press release referred to supplemental financial information for the first quarter 2025 that is available on the Company’s website at www.shpreit.com. A copy of the press release and the supplemental financial information are furnished as Exhibit 99.1 and Exhibit 99.2, respectively, to this Report.
The information in this Item, including the exhibits, is provided under Item 2.02 of Form 8-K and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section. Furthermore, the information in this Item, including the exhibits, shall not be deemed to be incorporated by reference into the filings of the registrant under the Securities Act of 1933 regardless of any general incorporation language in such filings.
Item 8.01. Other Events.
On April 29, 2025, the Board of Directors of the Company authorized a share repurchase program under which the Company may repurchase up to $50 million of the Company’s common stock, par value $0.01 per share (the “2025 Repurchase Program”). Repurchases may be made from time to time at management’s discretion, at prices management considers to be attractive, through open market purchases, subject to availability. Open market purchases will be conducted in accordance with the limitations set forth in Rule 10b-18 of the Exchange Act and other applicable legal requirements. We have no obligation to repurchase any shares under the program, and the timing, actual number and value of the shares that are repurchased, if any, are at the discretion of management. The 2025 Repurchase Program does not have an expiration date.
Item 9.01. Financial Statements and Exhibits.
| (d) | Exhibits | |||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| SUMMIT HOTEL PROPERTIES, INC. | |||||||||||
| Date: April 30, 2025 | By: | /s/ Christopher R. Eng | |||||||||
| Christopher R. Eng Executive Vice President, General Counsel, Chief Risk Officer and Secretary | |||||||||||
 | ||||||||
| 13215 Bee Cave Pkwy, Suite B-300, Austin, TX 78738 | ||||||||
| Telephone: 512-538-2300 Fax: 512-538-2333 | ||||||||
| www.shpreit.com | ||||||||
NEWS RELEASE
SUMMIT HOTEL PROPERTIES REPORTS FIRST QUARTER 2025 RESULTS
Same Store RevPAR Increased 1.5%
Completed $275 Million Delayed Draw Term Loan Financing; Proceeds to Fund February 2026 Convertible Notes Maturity
$50 Million Share Repurchase Program Authorized
Austin, Texas, April 30, 2025 - - - Summit Hotel Properties, Inc. (NYSE: INN) (the “Company”), today announced results for the three months ended March 31, 2025.
“Our same-store portfolio RevPAR increased 1.5% during the first quarter and hotel EBITDA margin contracted less than 50 basis points compared to the prior year, reflecting our ability to effectively manage expenses in a low revenue growth environment. During the quarter, we also closed on a favorable $275 million term loan facility that will be used to refinance the majority of our convertible notes maturing in February 2026. The term loan allows for a delayed draw for up to 12 months, which eliminates all of our debt maturity risk until 2027 and allows us to continue to benefit from the convertible notes attractive 1.5% coupon through maturity,” said Jonathan P. Stanner, President and Chief Executive Officer.
“While lodging demand softened in early March, largely due to weaker government and inbound international travel, we remain confident in the long-term fundamentals of our business. Broader macroeconomic volatility has increased the uncertainty in the near-term outlook, but our high-quality portfolio, strong balance sheet, and ample liquidity provide us with significant flexibility to navigate any near-term softness in fundamentals. Reflecting that confidence, our Board of Directors authorized a $50 million share repurchase program, enabling us to opportunistically return capital to shareholders. With limited new hotel supply on the horizon, we believe the lodging industry is well-positioned for a multi-year growth cycle with a reacceleration in demand,” continued Mr. Stanner.
First Quarter 2025 Summary
•Net Loss: Net loss attributable to common stockholders was $4.7 million, or $0.04 per diluted share, compared to a net loss of $2.1 million, or $0.02 per diluted share, for the first quarter of 2024.
•Pro forma RevPAR: Pro forma RevPAR increased 0.9 percent to $124.99 compared to the first quarter of 2024. Pro forma ADR increased 0.8 percent to $173.06 compared to the same period in 2024, and pro forma occupancy increased 0.1 percent to 72.2 percent.
•Same Store RevPAR: Same store RevPAR increased 1.5 percent to $126.26 compared to the first quarter of 2024. Same store ADR increased 0.7 percent to $174.03, and same store occupancy increased 0.8 percent to 72.5 percent.
•Pro Forma Hotel EBITDA(1): Pro forma hotel EBITDA decreased 1.3 percent to $65.6 million from $66.5 million in the same period in 2024. Pro forma hotel EBITDA margin contracted approximately 48 basis points to 35.6 percent.
•Same Store Hotel EBITDA(1): Same store hotel EBITDA decreased 0.8 percent to $65.2 million from $65.7 million in the same period in 2024. Same store hotel EBITDA margin contracted approximately 49 basis points to 35.9 percent.
•Adjusted EBITDAre(1): Adjusted EBITDAre decreased to $45.0 million from $48.8 million in the first quarter of 2024.
•Adjusted FFO(1): Adjusted FFO decreased to $27.4 million, or $0.22 per diluted share, compared to $30.0 million, or $0.24 per diluted share, in the first quarter of 2024.
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The Company’s results for the three months ended March 31, 2025 and 2024 are as follows (in thousands, except per share amounts and metrics):
| For the Three Months Ended March 31, | |||||||||||||||||||||||
| 2025 | 2024 | ||||||||||||||||||||||
| Net loss attributable to common stockholders | $ | (4,684) | $ | (2,116) | |||||||||||||||||||
| Net loss per diluted share | $ | (0.04) | $ | (0.02) | |||||||||||||||||||
| Total revenues | $ | 184,478 | $ | 188,142 | |||||||||||||||||||
EBITDAre (1) | $ | 58,449 | $ | 61,199 | |||||||||||||||||||
Adjusted EBITDAre (1) | $ | 45,007 | $ | 48,801 | |||||||||||||||||||
FFO (1) | $ | 23,196 | $ | 25,488 | |||||||||||||||||||
Adjusted FFO (1) | $ | 27,359 | $ | 29,996 | |||||||||||||||||||
FFO per diluted share and unit (1) | $ | 0.19 | $ | 0.21 | |||||||||||||||||||
Adjusted FFO per diluted share and unit (1) | $ | 0.22 | $ | 0.24 | |||||||||||||||||||
Pro Forma (2) | |||||||||||||||||||||||
| RevPAR | $ | 124.99 | $ | 123.83 | |||||||||||||||||||
| RevPAR Growth | 0.9% | ||||||||||||||||||||||
| Hotel EBITDA | $ | 65,605 | $ | 66,500 | |||||||||||||||||||
| Hotel EBITDA Margin | 35.6% | 36.0% | |||||||||||||||||||||
| Hotel EBITDA Margin Change | (48) bps | ||||||||||||||||||||||
Same Store (3) | |||||||||||||||||||||||
| RevPAR | $ | 126.26 | $ | 124.41 | |||||||||||||||||||
| RevPAR Growth | 1.5% | ||||||||||||||||||||||
| Hotel EBITDA | $ | 65,176 | $ | 65,734 | |||||||||||||||||||
| Hotel EBITDA Margin | 35.9% | 36.4% | |||||||||||||||||||||
| Hotel EBITDA Margin Change | (49) bps | ||||||||||||||||||||||
(1) See tables later in this press release for a discussion and reconciliation of net income (loss) to non-GAAP financial measures, including earnings before interest, taxes, depreciation, and amortization (“EBITDA”), EBITDAre, adjusted EBITDAre, funds from operations (“FFO”), FFO per diluted share and unit, adjusted FFO (“AFFO”), and AFFO per diluted share and unit, as well as a reconciliation of operating income to hotel EBITDA. See “Non-GAAP Financial Measures” at the end of this release.
(2) Unless stated otherwise in this release, all pro forma information includes operating and financial results for 97 hotels owned as of March 31, 2025, as if each hotel had been owned by the Company since January 1, 2024 and remained open for the entirety of the reporting period. As a result, all pro forma information includes operating and financial results for hotels acquired since January 1, 2024, which may include periods prior to the Company’s ownership. Pro forma and non-GAAP financial measures are unaudited.
(3) All same store information includes operating and financial results for 95 hotels owned as of January 1, 2024 and at all times during the three months ended March 31, 2025, and 2024.
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Courtyard Oceanside Fort Lauderdale Beach Unveils Transformative Renovation
The Courtyard Fort Lauderdale Beach recently completed a transformative renovation and will debut as the modern Courtyard Oceanside Fort Lauderdale Beach. The completely redesigned resort will offer an unparalleled coastal experience, vast ocean views, and expanded amenities. Highlights of the project include:
Modern Coastal Guestrooms: Each of the 261 guestrooms have been redesigned to reflect the local market and its South Florida location. Floor-to-ceiling windows offer views of either Fort Lauderdale Beach or the Intracoastal Waterway, paired with upgraded amenities designed to appeal to leisure and business travelers alike.
Panoramic Poolside Bar & New Sundeck: The newly branded and renovated Seabreeze Poolside Bar, features an upgraded pool deck, fire pits, and cabana service, all set against panoramic views of Fort Lauderdale Beach and the Atlantic Ocean.
“The Mast” Restaurant: The hotel’s re-concepted restaurant, the “The Mast,” offers breakfast, lunch and dinner, overlooking both the hotel’s pool and the Atlantic Ocean.
Redesigned Public Spaces: The redesigned lobby now boasts stylish, modern decor, and inviting spaces ideal for socializing or relaxing with a welcoming atmosphere. The new and spacious fitness center offers a variety of cardio and strength training options, and a retail shop has been incorporated into the redesign that will provide guests with many conveniences during their stay.
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Share Repurchase Authorization
On April 29, 2025, the Company’s Board of Directors authorized the repurchase of up to $50 million of the Company’s common stock. These repurchases may be made from time to time in the open market at prices that the Company deems appropriate and subject to market conditions, applicable law and other factors deemed relevant in the Company’s sole discretion. The share repurchase authorization does not obligate the Company to repurchase any dollar amount or number of shares of common stock, and may be suspended or discontinued at any time.
Capital Markets and Balance Sheet
On March 27, 2025, the Company closed on a new $275.0 million senior unsecured term loan (the "Term Loan") that we intend to utilize to retire the majority of our outstanding $287.5 million 1.50 percent Convertible Senior Notes that mature in February 2026. The Term Loan includes a delayed draw feature available to the Company through March 1, 2026, that will enable us to preserve the attractive 1.50 percent interest rate on the Convertible Senior Notes through the scheduled maturity date.
The Term Loan provides for a maturity date of March 2030, including two, one-year extension options. The pricing grid of the Term Loan ranges from 135 to 235 basis points over the applicable adjusted Term SOFR rate, with expected initial pricing of SOFR plus 190 basis points. The Term Loan includes an accordion feature that allows the Company to increase commitments by up to $50 million, subject to certain conditions. Other terms of the agreement are similar to the Company’s existing credit facility agreements.
As a result of this refinancing, the Company’s average length to maturity will increase to nearly four years on a pro forma basis, including extension options, and the Company will have no significant debt maturities until 2027.
On a pro rata basis as of March 31, 2025, the Company had the following outstanding indebtedness and liquidity available:
•Outstanding debt of $1.1 billion with a weighted average interest rate of 4.63 percent. After giving effect to interest rate derivative agreements, $774.8 million, or 71 percent, of our outstanding debt had a fixed interest rate, and $322.5 million, or 29 percent, had a variable interest rate.
•Unrestricted cash and cash equivalents of $36.3 million.
•Total liquidity of approximately $310 million, including unrestricted cash and cash equivalents and revolving credit facility availability.
Common and Preferred Dividend Declaration
On April 24, 2025, the Company declared a quarterly cash dividend of $0.08 per share on its common stock and per common unit of limited partnership interest in Summit Hotel OP, LP. The quarterly dividend of $0.08 per share represents an annualized dividend yield of 7.9 percent, based on the closing price of shares of the common stock on April 29, 2025.
In addition, the Board of Directors declared a quarterly cash dividend of:
• $0.390625 per share on its 6.25% Series E Cumulative Redeemable Preferred Stock
• $0.3671875 per share on its 5.875% Series F Cumulative Redeemable Preferred Stock
• $0.328125 per unit on its 5.25% Series Z Cumulative Perpetual Preferred Units
The dividends are payable on May 30, 2025 to holders of record as of May 16, 2025.
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2025 Outlook
While we remain confident in the long-term fundamentals of our portfolio, near-term results are being negatively affected by softening demand trends and broader macroeconomic volatility. This has created a more uncertain operating environment with a wider range of potential results than we typically observe. Based on first quarter actual results and recent portfolio trends, our performance is currently tracking toward the lower end of the guidance ranges we provided as part of our year-end 2024 earnings report on February 24, 2025, for full year Adjusted EBITDAre, Adjusted FFO, and Adjusted FFO per share. We are also reducing our capital expenditure expectations for full year 2025 to $60 million to $70 million on a pro rata basis.
First Quarter 2025 Earnings Conference Call
The Company will conduct its quarterly conference call on May 1, 2025 at 9:00 AM ET.
1.To access the conference call, please pre-register using this link. Registrants will receive a confirmation with dial-in details.
2.A live webcast of the conference call can be accessed using this link. A replay of the webcast will be available in the Investors section of the Company's website, www.shpreit.com, until July 31, 2025.
Supplemental Disclosures
In conjunction with this press release, the Company has furnished a financial supplement with additional disclosures on its website. Visit www.shpreit.com for more information. The Company has no obligation to update any of the information provided to conform to actual results or changes in portfolio, capital structure, or future expectations.
About Summit Hotel Properties
Summit Hotel Properties, Inc. is a publicly traded real estate investment trust focused on owning premium-branded lodging facilities with efficient operating models primarily in the upscale segment of the lodging industry. As of April 30, 2025, the Company's portfolio consisted of 97 assets, 53 of which are wholly owned, with a total of 14,555 guestrooms located in 25 states.
For additional information, please visit the Company's website, www.shpreit.com, and follow on X at @SummitHotel_INN.
Contact:
Kevin Milota
SVP - Corporate Finance
Summit Hotel Properties, Inc.
(737) 205-5787
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Forward-Looking Statements
This press release contains statements that are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are generally identifiable by use of forward-looking terminology such as “may,” “will,” “should,” “potential,” “intend,” “expect,” “seek,” “anticipate,” “estimate,” “approximately,” “believe,” “could,” “project,” “predict,” “forecast,” “continue,” “plan,” “likely,” “would” or other similar words or expressions. Forward-looking statements are based on certain assumptions and can include future expectations, future plans and strategies, financial and operating projections, or other forward-looking information. Examples of forward-looking statements include the following: the Company’s ability to realize growth from the deployment of renovation capital; projections of the Company’s revenues and expenses, capital expenditures or other financial items; descriptions of the Company’s plans or objectives for future operations, acquisitions, dispositions, financings, redemptions or services; forecasts of the Company’s future financial performance and potential increases in average daily rate, occupancy, RevPAR, room supply and demand, EBITDAre, Adjusted EBITDAre, FFO and AFFO; the Company’s outlook with respect to pro forma RevPAR, pro forma RevPAR growth, RevPAR, RevPAR growth, AFFO, AFFO per diluted share and unit and renovation capital deployed; and descriptions of assumptions underlying or relating to any of the foregoing expectations regarding the timing of their occurrence. These forward-looking statements are subject to various risks and uncertainties, not all of which are known to the Company and many of which are beyond the Company’s control, which could cause actual results to differ materially from such statements. These risks and uncertainties include, but are not limited to, the state of the U.S. economy, supply and demand in the hotel industry, and other factors as are described in greater detail in the Company’s filings with the Securities and Exchange Commission (“SEC”). Unless legally required, the Company disclaims any obligation to update any forward-looking statements, whether as a result of new information, future events, or otherwise.
For information about the Company’s business and financial results, please refer to the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors” sections of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, filed with the SEC, and its quarterly and other periodic filings with the SEC. The Company undertakes no duty to update the statements in this release to conform the statements to actual results or changes in the Company’s expectations.
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Summit Hotel Properties, Inc. Consolidated Balance Sheets (In thousands) | ||||||||||||||
| March 31, 2025 | December 31, 2024 | |||||||||||||
| (Unaudited) | ||||||||||||||
| ASSETS | ||||||||||||||
| Investments in lodging property, net | $ | 2,727,510 | $ | 2,746,765 | ||||||||||
| Investment in lodging property under development | 10,578 | 7,617 | ||||||||||||
| Assets held for sale, net | — | 1,225 | ||||||||||||
| Cash and cash equivalents | 48,194 | 40,637 | ||||||||||||
| Restricted cash | 8,138 | 7,721 | ||||||||||||
| Right-of-use assets, net | 32,887 | 33,309 | ||||||||||||
| Trade receivables, net | 23,568 | 18,625 | ||||||||||||
| Prepaid expenses and other | 15,677 | 9,580 | ||||||||||||
| Deferred charges, net | 10,632 | 6,460 | ||||||||||||
| Other assets | 20,275 | 24,291 | ||||||||||||
| Total assets | $ | 2,897,459 | $ | 2,896,230 | ||||||||||
| LIABILITIES, REDEEMABLE NON-CONTROLLING INTERESTS AND EQUITY | ||||||||||||||
| Liabilities: | ||||||||||||||
| Debt, net of debt issuance costs | $ | 1,417,690 | $ | 1,396,710 | ||||||||||
| Lease liabilities, net | 24,584 | 24,871 | ||||||||||||
| Accounts payable | 8,760 | 7,450 | ||||||||||||
| Accrued expenses and other | 78,588 | 82,153 | ||||||||||||
| Total liabilities | 1,529,622 | 1,511,184 | ||||||||||||
| Redeemable non-controlling interests | 50,219 | 50,219 | ||||||||||||
| Total stockholders’ equity | 920,439 | 909,545 | ||||||||||||
| Non-controlling interests | 397,179 | 425,282 | ||||||||||||
| Total equity | 1,317,618 | 1,334,827 | ||||||||||||
| Total liabilities, redeemable non-controlling interests and equity | $ | 2,897,459 | $ | 2,896,230 | ||||||||||
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Summit Hotel Properties, Inc. Consolidated Statements of Operations (In thousands, except per share amounts) | ||||||||||||||||||||||||||
| For the Three Months Ended March 31, | ||||||||||||||||||||||||||
| 2025 | 2024 | |||||||||||||||||||||||||
| (Unaudited) | ||||||||||||||||||||||||||
| Revenues: | ||||||||||||||||||||||||||
| Room | $ | 163,731 | $ | 167,431 | ||||||||||||||||||||||
| Food and beverage | 10,990 | 10,833 | ||||||||||||||||||||||||
| Other | 9,757 | 9,878 | ||||||||||||||||||||||||
| Total revenues | 184,478 | 188,142 | ||||||||||||||||||||||||
| Expenses: | ||||||||||||||||||||||||||
| Room | 36,132 | 35,973 | ||||||||||||||||||||||||
| Food and beverage | 7,991 | 8,202 | ||||||||||||||||||||||||
| Other lodging property operating expenses | 56,922 | 56,261 | ||||||||||||||||||||||||
| Property taxes, insurance and other | 13,311 | 14,285 | ||||||||||||||||||||||||
| Management fees | 4,495 | 4,897 | ||||||||||||||||||||||||
| Depreciation and amortization | 37,230 | 36,799 | ||||||||||||||||||||||||
| Corporate general and administrative | 8,571 | 8,311 | ||||||||||||||||||||||||
| Total expenses | 164,652 | 164,728 | ||||||||||||||||||||||||
| Gain on disposal of assets, net | 1 | 75 | ||||||||||||||||||||||||
| Operating income | 19,827 | 23,489 | ||||||||||||||||||||||||
| Other income (expense): | ||||||||||||||||||||||||||
| Interest expense | (19,956) | (21,582) | ||||||||||||||||||||||||
| Interest income | 276 | 458 | ||||||||||||||||||||||||
| Other income, net | 1,230 | 685 | ||||||||||||||||||||||||
| Total other expense, net | (18,450) | (20,439) | ||||||||||||||||||||||||
| Income from continuing operations before income taxes | 1,377 | 3,050 | ||||||||||||||||||||||||
| Income tax expense | (754) | (217) | ||||||||||||||||||||||||
| Net income | 623 | 2,833 | ||||||||||||||||||||||||
| Less - Income attributable to non-controlling interests | 680 | 322 | ||||||||||||||||||||||||
| Net (loss) income attributable to Summit Hotel Properties, Inc. before preferred dividends | (57) | 2,511 | ||||||||||||||||||||||||
| Less - Distributions to and accretion of redeemable non-controlling interests | (657) | (657) | ||||||||||||||||||||||||
| Less - Preferred dividends | (3,970) | (3,970) | ||||||||||||||||||||||||
| Net loss attributable to common stockholders | $ | (4,684) | $ | (2,116) | ||||||||||||||||||||||
| Loss per common share: | ||||||||||||||||||||||||||
| Basic and diluted | $ | (0.04) | $ | (0.02) | ||||||||||||||||||||||
| Weighted-average common shares outstanding: | ||||||||||||||||||||||||||
| Basic and diluted | 108,008 | 105,720 | ||||||||||||||||||||||||
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| Summit Hotel Properties, Inc. Reconciliation of Net Income to Non-GAAP Measures - Funds From Operations | ||||||||||||||||||||||||||
| (Unaudited) | ||||||||||||||||||||||||||
| (In thousands, except per share and unit amounts) | ||||||||||||||||||||||||||
| For the Three Months Ended March 31, | ||||||||||||||||||||||||||
| 2025 | 2024 | |||||||||||||||||||||||||
| Net income | $ | 623 | $ | 2,833 | ||||||||||||||||||||||
| Preferred dividends | (3,970) | (3,970) | ||||||||||||||||||||||||
| Distributions to and accretion of redeemable non-controlling interests | (657) | (657) | ||||||||||||||||||||||||
| Income related to non-controlling interests in consolidated joint ventures | (1,283) | (638) | ||||||||||||||||||||||||
| Net loss applicable to common shares and Common Units | (5,287) | (2,432) | ||||||||||||||||||||||||
| Real estate-related depreciation | 36,663 | 35,603 | ||||||||||||||||||||||||
| Gain on disposal of assets and other dispositions, net | (1) | (75) | ||||||||||||||||||||||||
| FFO adjustments related to non-controlling interests in consolidated joint ventures | (8,179) | (7,608) | ||||||||||||||||||||||||
| FFO applicable to common shares and Common Units | 23,196 | 25,488 | ||||||||||||||||||||||||
| Amortization of deferred financing costs | 1,673 | 1,619 | ||||||||||||||||||||||||
| Amortization of franchise fees | 175 | 164 | ||||||||||||||||||||||||
| Amortization of intangible assets, net | 262 | 911 | ||||||||||||||||||||||||
| Equity-based compensation | 1,916 | 1,848 | ||||||||||||||||||||||||
| Debt transaction costs | — | 564 | ||||||||||||||||||||||||
Non-cash interest income (1) | — | (133) | ||||||||||||||||||||||||
| Non-cash lease expense, net | 133 | 73 | ||||||||||||||||||||||||
| Casualty losses (gains), net | 294 | (274) | ||||||||||||||||||||||||
| Deferred tax expense (benefit) | 325 | (3) | ||||||||||||||||||||||||
| Non-cash state taxes and other, net | — | 312 | ||||||||||||||||||||||||
| AFFO adjustments related to non-controlling interests in consolidated joint ventures | (615) | (573) | ||||||||||||||||||||||||
| AFFO applicable to common shares and Common Units | $ | 27,359 | $ | 29,996 | ||||||||||||||||||||||
| FFO per share of common share/Common Unit | $ | 0.19 | $ | 0.21 | ||||||||||||||||||||||
| AFFO per common share/Common Unit | $ | 0.22 | $ | 0.24 | ||||||||||||||||||||||
| Weighted-average diluted common shares/Common Units | 124,636 | 122,599 | ||||||||||||||||||||||||
(1) Non-cash interest income relates to the amortization of the discount on a note receivable. The discount on the note receivable was recorded at inception of the related loan based on the estimated value of the embedded purchase option in the note receivable.
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Summit Hotel Properties, Inc. Reconciliation of Weighted Average Diluted Common Shares (Unaudited) (In thousands) | ||||||||||||||||||||||||||
| For the Three Months Ended March 31, | ||||||||||||||||||||||||||
| 2025 | 2024 | |||||||||||||||||||||||||
| Weighted average common shares outstanding - diluted | 108,008 | 105,720 | ||||||||||||||||||||||||
| Adjusted for: | ||||||||||||||||||||||||||
Non-GAAP adjustment for restricted stock awards (1) | 2,573 | 928 | ||||||||||||||||||||||||
Non-GAAP adjustment for dilutive effects of Common Units (2) | 14,055 | 15,951 | ||||||||||||||||||||||||
Non-GAAP weighted diluted share of common stock and Common Units (3) | 124,636 | 122,599 | ||||||||||||||||||||||||
(1) The weighted-average diluted shares of Common Stock and Common Units used to calculate FFO and AFFO per share of Common Stock and Common Units for the three months ended March 31, 2025 and 2024 includes the dilutive effect of our outstanding restricted stock awards. These shares were excluded from our weighted-average shares outstanding used to calculate net loss per share because they would have been antidilutive.
(2) The Company includes the outstanding OP units issued by Summit Hotel OP, LP, the Company’s operating partnership, held by limited partners other than the Company because the OP units are redeemable for cash or, at the Company’s option, shares of the Company’s common stock on a one-for-one basis.
(3) The weighted-average shares of Common Stock and Common Units used to calculate FFO and AFFO per share of Common Stock and Common Unit for the three months ended March 31, 2025 and 2024 exclude the potential dilution related to our Convertible Notes as we intend to settle the principal value of the Convertible Notes in cash.
| Summit Hotel Properties, Inc. Reconciliation of Net Income to Non-GAAP Measures - EBITDAre | ||||||||||||||||||||||||||
| (Unaudited) | ||||||||||||||||||||||||||
| (In thousands) | ||||||||||||||||||||||||||
| For the Three Months Ended March 31, | ||||||||||||||||||||||||||
| 2025 | 2024 | |||||||||||||||||||||||||
| Net income | $ | 623 | $ | 2,833 | ||||||||||||||||||||||
| Depreciation and amortization | 37,230 | 36,799 | ||||||||||||||||||||||||
| Interest expense | 19,956 | 21,582 | ||||||||||||||||||||||||
| Interest income on cash deposits | (113) | (157) | ||||||||||||||||||||||||
| Income tax expense | 754 | 217 | ||||||||||||||||||||||||
| EBITDA | 58,450 | 61,274 | ||||||||||||||||||||||||
| Gain on disposal of assets and other dispositions, net | (1) | (75) | ||||||||||||||||||||||||
EBITDAre | 58,449 | 61,199 | ||||||||||||||||||||||||
| Amortization of key money liabilities | (129) | (121) | ||||||||||||||||||||||||
| Equity-based compensation | 1,916 | 1,848 | ||||||||||||||||||||||||
| Debt transaction costs | — | 564 | ||||||||||||||||||||||||
Non-cash interest income (1) | — | (133) | ||||||||||||||||||||||||
| Non-cash lease expense, net | 133 | 73 | ||||||||||||||||||||||||
| Casualty losses (gains), net | 294 | (274) | ||||||||||||||||||||||||
| Non-cash state taxes and other, net | — | 312 | ||||||||||||||||||||||||
| Income related to non-controlling interests in consolidated joint ventures | (1,283) | (638) | ||||||||||||||||||||||||
| Adjustments related to non-controlling interests in consolidated joint ventures | (14,373) | (14,029) | ||||||||||||||||||||||||
Adjusted EBITDAre | $ | 45,007 | $ | 48,801 | ||||||||||||||||||||||
(1) Non-cash interest income relates to the amortization of the discount on a note receivable. The discount on the note receivable was recorded at inception of the related loan based on the estimated fair value of the embedded purchase option in the note receivable.
| 10 | P a g e | |||||||
Summit Hotel Properties, Inc. Pro Forma Hotel Operating Data (Unaudited) (Dollars in thousands) | ||||||||||||||||||||||||||
| For the Three Months Ended March 31, | ||||||||||||||||||||||||||
Pro Forma Operating Data: (1) | 2025 | 2024 | ||||||||||||||||||||||||
| Pro forma room revenue | $ | 163,731 | $ | 164,004 | ||||||||||||||||||||||
| Pro forma other hotel operations revenue | 20,746 | 20,488 | ||||||||||||||||||||||||
| Pro forma total revenues | 184,477 | 184,492 | ||||||||||||||||||||||||
| Pro forma total hotel operating expenses | 118,872 | 117,992 | ||||||||||||||||||||||||
| Pro forma hotel EBITDA | $ | 65,605 | $ | 66,500 | ||||||||||||||||||||||
| Pro forma hotel EBITDA Margin | 35.6 | % | 36.0 | % | ||||||||||||||||||||||
| Reconciliations of Non-GAAP financial measures to comparable GAAP financial measures | ||||||||||||||||||||||||||
| Revenue: | ||||||||||||||||||||||||||
| Total revenues | $ | 184,478 | $ | 188,142 | ||||||||||||||||||||||
| Total revenues - acquisitions | — | 4,075 | ||||||||||||||||||||||||
| Total revenues - dispositions | (1) | (7,725) | ||||||||||||||||||||||||
Pro forma total revenues (1) | 184,477 | 184,492 | ||||||||||||||||||||||||
| Hotel Operating Expenses: | ||||||||||||||||||||||||||
| Hotel operating expenses | $ | 118,851 | $ | 119,618 | ||||||||||||||||||||||
| Hotel operating expenses - acquisitions | — | 3,309 | ||||||||||||||||||||||||
| Hotel operating expenses - dispositions | 21 | (4,935) | ||||||||||||||||||||||||
Pro forma hotel operating expense (1) | 118,872 | 117,992 | ||||||||||||||||||||||||
| Hotel EBITDA: | ||||||||||||||||||||||||||
| Operating income | 19,827 | 23,489 | ||||||||||||||||||||||||
| Gain on disposal of assets and other dispositions, net | (1) | (75) | ||||||||||||||||||||||||
| Corporate general and administrative | 8,571 | 8,311 | ||||||||||||||||||||||||
| Depreciation and amortization | 37,230 | 36,799 | ||||||||||||||||||||||||
| Hotel EBITDA | 65,627 | 68,524 | ||||||||||||||||||||||||
Hotel EBITDA - acquisitions (2) | (429) | — | ||||||||||||||||||||||||
Hotel EBITDA - dispositions (3) | (22) | (2,790) | ||||||||||||||||||||||||
| Same Store hotel EBITDA | 65,176 | 65,734 | ||||||||||||||||||||||||
| Hotel EBITDA - acquisitions | 429 | 766 | ||||||||||||||||||||||||
Pro forma hotel EBITDA (1) | $ | 65,605 | $ | 66,500 | ||||||||||||||||||||||
(1) Unaudited pro forma information includes operating results for 97 hotels owned as of March 31, 2025, as if all such hotels had been owned by the Company since January 1, 2024. For hotels acquired by the Company after January 1, 2024 (the “Acquired Hotels”), the Company has included in the pro forma information the financial results of each of the Acquired Hotels for the period from January 1, 2024, to March 31, 2025. The financial results for the Acquired Hotels include information provided by the third-party owner of such Acquired Hotel prior to purchase by the Company and have not been audited or reviewed by our auditors or adjusted by us. For any hotels sold by the Company after January 1, 2024 (the “Disposed Hotels”), the Company excludes the financial results of each of the Disposed Hotels from January 1, 2024 to the date the Disposed Hotels were sold by the Company in determining pro forma total revenues and pro forma hotel operating expenses. The pro forma information is included to enable comparison of results for the current reporting period to results for the comparable period of the prior year and are not indicative of future results.
(2) For any hotels acquired by the Company after January 1, 2024, the Company has excluded the financial results of each of the Acquired Hotels for the period the Acquired Hotels were purchased by the Company to March 31, 2025 (the “Acquisition Period”) in determining same-store hotel EBITDA.
(3) For hotels sold by the Company between January 1, 2024, and March 31, 2025, the Company has excluded the financial results of each of the Disposed Hotels for the period beginning on January 1, 2024, and ending on the date the Disposed Hotels were sold by the Company (the “Disposition Period”) in determining same-store hotel EBITDA.
| 11 | P a g e | |||||||
Summit Hotel Properties, Inc. Pro Forma Hotel Operating Data (Unaudited) (In thousands, except operating statistics) | ||||||||||||||||||||||||||||||||
| 2024 | 2025 | Trailing Twelve Months Ended | ||||||||||||||||||||||||||||||
Pro Forma Operating Data: (1) | Q2 | Q3 | Q4 | Q1 | March 31, 2025 | |||||||||||||||||||||||||||
| Pro forma room revenue | $ | 177,392 | $ | 162,848 | $ | 156,955 | $ | 163,731 | $ | 660,926 | ||||||||||||||||||||||
| Pro forma other hotel operations revenue | 21,047 | 19,689 | 20,299 | 20,746 | 81,781 | |||||||||||||||||||||||||||
| Pro forma total revenues | 198,439 | 182,537 | 177,254 | 184,477 | 742,707 | |||||||||||||||||||||||||||
| Pro forma total hotel operating expenses | 122,775 | 120,357 | 116,886 | 118,872 | 478,890 | |||||||||||||||||||||||||||
| Pro forma hotel EBITDA | $ | 75,664 | $ | 62,180 | $ | 60,368 | $ | 65,605 | $ | 263,817 | ||||||||||||||||||||||
| Pro forma hotel EBITDA Margin | 38.1 | % | 34.1 | % | 34.1 | % | 35.6 | % | 35.5 | % | ||||||||||||||||||||||
Pro Forma Statistics: (1) | ||||||||||||||||||||||||||||||||
| Rooms sold | 1,035,292 | 991,580 | 957,027 | 946,105 | 3,930,004 | |||||||||||||||||||||||||||
| Rooms available | 1,324,414 | 1,338,979 | 1,339,060 | 1,309,950 | 5,312,403 | |||||||||||||||||||||||||||
| Occupancy | 78.2 | % | 74.1 | % | 71.5 | % | 72.2 | % | 74.0 | % | ||||||||||||||||||||||
| ADR | $ | 171.34 | $ | 164.23 | $ | 164.00 | $ | 173.06 | $ | 168.17 | ||||||||||||||||||||||
| RevPAR | $ | 133.94 | $ | 121.62 | $ | 117.21 | $ | 124.99 | $ | 124.41 | ||||||||||||||||||||||
| Actual Statistics: | ||||||||||||||||||||||||||||||||
| Rooms sold | 1,014,864 | 966,019 | 935,012 | 946,105 | 3,862,000 | |||||||||||||||||||||||||||
| Rooms available | 1,306,712 | 1,311,563 | 1,312,953 | 1,309,950 | 5,241,178 | |||||||||||||||||||||||||||
| Occupancy | 77.7 | % | 73.7 | % | 71.2 | % | 72.2 | % | 73.7 | % | ||||||||||||||||||||||
| ADR | $ | 170.49 | $ | 162.95 | $ | 163.47 | $ | 173.06 | $ | 167.53 | ||||||||||||||||||||||
| RevPAR | $ | 132.41 | $ | 120.02 | $ | 116.42 | $ | 124.99 | $ | 123.45 | ||||||||||||||||||||||
| Reconciliations of Non-GAAP financial measures to comparable GAAP financial measures | ||||||||||||||||||||||||||||||||
| Revenue: | ||||||||||||||||||||||||||||||||
| Total revenues | $ | 193,903 | $ | 176,807 | $ | 172,931 | $ | 184,478 | $ | 728,119 | ||||||||||||||||||||||
| Total revenues - acquisitions | 6,556 | 6,626 | 4,586 | — | 17,768 | |||||||||||||||||||||||||||
| Total revenues - dispositions | (2,020) | (896) | (263) | (1) | (3,180) | |||||||||||||||||||||||||||
Pro forma total revenues (1) | 198,439 | 182,537 | 177,254 | 184,477 | 742,707 | |||||||||||||||||||||||||||
| Hotel Operating Expenses: | ||||||||||||||||||||||||||||||||
| Hotel operating expenses | 120,874 | 116,883 | 114,770 | 118,851 | 471,378 | |||||||||||||||||||||||||||
| Hotel operating expenses - acquisitions | 3,979 | 4,061 | 2,261 | — | 10,301 | |||||||||||||||||||||||||||
| Hotel operating expenses - dispositions | (2,078) | (587) | (145) | 21 | (2,789) | |||||||||||||||||||||||||||
Pro forma hotel operating expenses (1) | 122,775 | 120,357 | 116,886 | 118,872 | 478,890 | |||||||||||||||||||||||||||
| Hotel EBITDA: | ||||||||||||||||||||||||||||||||
| Operating income | 56,209 | 15,755 | 8,037 | 19,827 | 99,828 | |||||||||||||||||||||||||||
| Gain on disposal of assets, net | (28,342) | (22) | (473) | (1) | (28,838) | |||||||||||||||||||||||||||
| Loss on impairment and write-down of assets | — | — | 6,723 | — | 6,723 | |||||||||||||||||||||||||||
| Hotel acquisition and transition costs | — | 10 | — | — | 10 | |||||||||||||||||||||||||||
| Corporate general and administrative | 8,704 | 7,473 | 7,403 | 8,571 | 32,151 | |||||||||||||||||||||||||||
| Depreciation and amortization | 36,458 | 36,708 | 36,471 | 37,230 | 146,867 | |||||||||||||||||||||||||||
| Hotel EBITDA | 73,029 | 59,924 | 58,161 | 65,627 | 256,741 | |||||||||||||||||||||||||||
Hotel EBITDA - acquisitions (2) | — | — | (89) | (429) | (518) | |||||||||||||||||||||||||||
Hotel EBITDA - dispositions (3) | 58 | (309) | (118) | (22) | (391) | |||||||||||||||||||||||||||
| Same store hotel EBITDA | 73,087 | 59,615 | 57,954 | 65,176 | 255,832 | |||||||||||||||||||||||||||
| Hotel EBITDA - acquisitions | 2,577 | 2,565 | 2,414 | 429 | 7,985 | |||||||||||||||||||||||||||
Pro forma hotel EBITDA (1) | $ | 75,664 | $ | 62,180 | $ | 60,368 | $ | 65,605 | $ | 263,817 | ||||||||||||||||||||||
(1) Unaudited pro forma information includes operating results for 97 hotels owned as of March 31, 2025 as if all such hotels had been owned by the Company since April 1, 2024. For hotels acquired by the Company after April 1, 2024 (the “Acquired Hotels”), the Company has included in the pro forma information the financial results of each of the hotels acquired for the period from April 1, 2024, to March 31, 2025. The financial results for the hotels acquired include information provided by the third-party owner of such hotel prior to purchase by the Company and have not been audited or reviewed by our auditors or adjusted by us. For any hotels sold by the Company after April 1, 2024, the Company excludes the financial results of each of those hotels from April 1, 2024 to the date the hotels were sold by the Company in determining pro forma total revenues and pro forma hotel operating expenses. The pro forma information is included to enable comparison of results for the current reporting period to results for the comparable period of the prior year and are not indicative of future results.
(2) For any hotels acquired by the Company after April 1, 2024, the Company has excluded the financial results of each of the Acquired Hotels for the period the Acquired Hotels were purchased by the Company to March 31, 2025 (the “Acquisition Period”) in determining same-store hotel EBITDA.
(3) For hotels sold by the Company between April 1, 2024, and March 31, 2025, the Company has excluded the financial results of each of the hotels for the period beginning on April 1, 2024, and ending on the date the hotels were sold by the Company in determining same-store hotel EBITDA.
| 12 | P a g e | |||||||
Summit Hotel Properties, Inc. Pro Forma and Same Store Data (Unaudited) | ||||||||||||||||||||||||||
| For the Three Months Ended March 31, | ||||||||||||||||||||||||||
| 2025 | 2024 | |||||||||||||||||||||||||
Pro Forma (1) | ||||||||||||||||||||||||||
| Rooms sold | 946,105 | 955,533 | ||||||||||||||||||||||||
| Rooms available | 1,309,950 | 1,324,414 | ||||||||||||||||||||||||
| Occupancy | 72.2 | % | 72.1 | % | ||||||||||||||||||||||
| ADR | $ | 173.06 | $ | 171.64 | ||||||||||||||||||||||
| RevPAR | $ | 124.99 | $ | 123.83 | ||||||||||||||||||||||
| Occupancy change | 0.1 | % | ||||||||||||||||||||||||
| ADR change | 0.8 | % | ||||||||||||||||||||||||
| RevPAR change | 0.9 | % | ||||||||||||||||||||||||
| For the Three Months Ended March 31, | ||||||||||||||||||||||||||
| 2025 | 2024 | |||||||||||||||||||||||||
Same-Store (2) | ||||||||||||||||||||||||||
| Rooms sold | 924,292 | 927,509 | ||||||||||||||||||||||||
| Rooms available | 1,274,040 | 1,288,105 | ||||||||||||||||||||||||
| Occupancy | 72.5 | % | 72.0 | % | ||||||||||||||||||||||
| ADR | $ | 174.03 | $ | 172.77 | ||||||||||||||||||||||
| RevPAR | $ | 126.26 | $ | 124.41 | ||||||||||||||||||||||
| Occupancy change | 0.8 | % | ||||||||||||||||||||||||
| ADR change | 0.7 | % | ||||||||||||||||||||||||
| RevPAR change | 1.5 | % | ||||||||||||||||||||||||
(1) Unaudited pro forma information includes operating results for 97 hotels owned as of March 31, 2025, as if each hotel had been owned by the Company since January 1, 2024. As a result, these pro forma operating and financial measures include operating results for certain hotels for periods prior to the Company’s ownership.
(2) Same-store information includes operating results for 95 hotels owned by the Company as of January 1, 2024, and at all times during the three months ended March 31, 2025, and 2024.
| 13 | P a g e | |||||||
Non-GAAP Financial Measures
We disclose certain “non-GAAP financial measures,” which are measures of our historical financial performance. Non-GAAP financial measures are financial measures not prescribed by Generally Accepted Accounting Principles ("GAAP"). These measures are as follows: (i) Funds From Operations (“FFO”) and Adjusted Funds from Operations ("AFFO"), (ii) Earnings before Interest, Taxes, Depreciation and Amortization ("EBITDA"), Earnings before Interest, Taxes, Depreciation and Amortization for Real Estate ("EBITDAre"), Adjusted EBITDAre, and hotel EBITDA (as described below). We caution investors that amounts presented in accordance with our definitions of non-GAAP financial measures may not be comparable to similar measures disclosed by other companies, since not all companies calculate these non-GAAP financial measures in the same manner. Our non-GAAP financial measures should be considered along with, but not as alternatives to, net income (loss) as a measure of our operating performance. Our non-GAAP financial measures may include funds that may not be available for our discretionary use due to functional requirements to conserve funds for capital expenditures, property acquisitions, debt service obligations and other commitments and uncertainties. Although we believe that our non-GAAP financial measures can enhance the understanding of our financial condition and results of operations, these non-GAAP financial measures are not necessarily better indicators of any trend as compared to a comparable measure prescribed by GAAP such as net income (loss).
Funds From Operations (“FFO”) and Adjusted FFO (“AFFO”)
As defined by Nareit, FFO represents net income or loss (computed in accordance with GAAP), excluding preferred dividends, gains (or losses) from sales of real property, impairment losses on real estate assets, items classified by GAAP as extraordinary, the cumulative effect of changes in accounting principles, plus depreciation and amortization related to real estate assets, and adjustments for unconsolidated partnerships, and joint ventures. AFFO represents FFO excluding amortization of deferred financing costs, franchise fees, equity-based compensation expense, debt transaction costs, premiums on redemption of preferred shares, losses from net casualties, non-cash lease expense, non-cash interest income and non-cash income tax related adjustments to our deferred tax assets. Unless otherwise indicated, we present FFO and AFFO applicable to our common shares and common units. We present FFO and AFFO because we consider FFO and AFFO an important supplemental measure of our operational performance and believe it is frequently used by securities analysts, investors, and other interested parties in the evaluation of REITs, many of which present FFO and AFFO when reporting their results. FFO and AFFO are intended to exclude GAAP historical cost depreciation and amortization, which assumes that the value of real estate assets diminishes ratably over time. Historically, however, real estate values have risen or fallen with market conditions. Because FFO and AFFO exclude depreciation and amortization related to real estate assets, gains and losses from real property dispositions and impairment losses on real estate assets, FFO and AFFO provide performance measures that, when compared year over year, reflect the effect to operations from trends in occupancy, guestroom rates, operating costs, development activities and interest costs, providing perspective not immediately apparent from net income. Our computation of FFO differs slightly from the computation of Nareit-defined FFO related to the reporting of corporate depreciation and amortization expense. Our computation of FFO may also differ from the methodology for calculating FFO used by other equity REITs and, accordingly, may not be comparable to such other REITs. FFO and AFFO should not be considered as an alternative to net income (loss) (computed in accordance with GAAP) as an indicator of our liquidity, nor is it indicative of funds available to fund our cash needs, including our ability to pay dividends or make distributions. Where indicated in this release, FFO is based on our computation of FFO and not the computation of Nareit-defined FFO unless otherwise noted.
| 14 | P a g e | |||||||
EBITDA, EBITDAre, Adjusted EBITDAre, and Hotel EBITDA
In September 2017, Nareit proposed a standardized performance measure, called EBITDAre, which is based on EBITDA and is expected to provide additional relevant information about REITs as real estate companies in support of growing interest among generalist investors. The conclusion was reached that, while dedicated REIT investors have long been accustomed to utilizing the industry’s supplemental measures such as FFO and net operating income (“NOI”) to evaluate the investment quality of REITs as real estate companies, it would be helpful to generalist investors for REITs as real estate companies to also present EBITDAre as a more widely known and understood supplemental measure of performance. EBITDAre is intended to be a supplemental non-GAAP performance measure that is independent of a company’s capital structure and will provide a uniform basis for one measurement of the enterprise value of a company compared to other REITs.
EBITDAre, as defined by Nareit, is calculated as EBITDA, excluding: (i) loss and gains on disposition of property and (ii) asset impairments, if any. We believe EBITDAre is useful to an investor in evaluating our operating performance because it provides investors with an indication of our ability to incur and service debt, to satisfy general operating expenses, to make capital expenditures and to fund other cash needs or reinvest cash into our business. We also believe it helps investors meaningfully evaluate and compare the results of our operations from period to period by removing the effect of our asset base (primarily depreciation and amortization) from our operating results.
We make additional adjustments to EBITDAre when evaluating our performance because we believe that the exclusion of certain additional non-recurring or unusual items described below provides useful supplemental information to investors regarding our on-going operating performance. We believe that the presentation of Adjusted EBITDAre, when combined with the primary GAAP presentation of net income, is useful to an investor in evaluating our operating performance because it provides investors with an indication of our ability to incur and service debt, to satisfy general operating expenses, to make capital expenditures and to fund other cash needs or reinvest cash into our business. We also believe it helps investors meaningfully evaluate and compare the results of our operations from period to period by removing the effect of our asset base (primarily depreciation and amortization) from our operating results.
With respect to hotel EBITDA, we believe that excluding the effect of corporate-level expenses and non-cash items provides a more complete understanding of the operating results over which individual hotels and operators have direct control. We believe the property-level results provide investors with supplemental information on the on-going operational performance of our hotels and effectiveness of the third-party management companies operating our business on a property-level basis.
We caution investors that amounts presented in accordance with our definitions of EBITDA, EBITDAre, adjusted EBITDAre, and hotel EBITDA may not be comparable to similar measures disclosed by other companies, since not all companies calculate these non-GAAP measures in the same manner. EBITDA, EBITDAre, adjusted EBITDAre, and hotel EBITDA should not be considered as an alternative measure of our net income (loss) or operating performance. EBITDA, EBITDAre, adjusted EBITDAre, and hotel EBITDA may include funds that may not be available for our discretionary use due to functional requirements to conserve funds for capital expenditures and property acquisitions and other commitments and uncertainties. Although we believe that EBITDA, EBITDAre, adjusted EBITDAre, and hotel EBITDA can enhance your understanding of our financial condition and results of operations, these non-GAAP financial measures are not necessarily a better indicator of any trend as compared to a comparable GAAP measure such as net income (loss). Above, we include a quantitative reconciliation of EBITDA, EBITDAre, adjusted EBITDAre and hotel EBITDA to the most directly comparable GAAP financial performance measure, which is net income (loss) and operating income (loss).
| 15 | P a g e | |||||||
1 Earnings Release Supplement First Quarter 2025 (UNAUDITED) April 30, 2025
2 Table of Contents Section I Section II Section III Section IV Section V Forward-Looking Statements and Non-GAAP Financial Measure Disclosures Corporate Financial Schedules Operating & Property-Level Schedules Capitalization and Debt Schedules Asset Listing
3 Forward-Looking Statements We make forward-looking statements in this presentation that are subject to risks and uncertainties. These forward-looking statements include information about possible or assumed future results of our business, financial condition, liquidity, results of operations, plans, and objectives. When we use the words “believe,” “expect,” “anticipate,” “estimate,” “plan,” “continue,” “intend,” “should,” “may,” or similar expressions, we intend to identify forward-looking statements. Statements regarding the following subjects, among others, may be forward-looking by their nature: • our ability to increase our dividend per share of common stock; • the state of the U.S. economy generally or in specific geographic regions in which we operate, and the effect of general economic conditions on the lodging industry and our business in particular; • market trends in our industry, interest rates, real estate values and the capital markets; • our business and investment strategy and, particularly, our ability to identify and complete hotel acquisitions and dispositions; • our projected operating results; • actions and initiatives of the U.S. government and changes to U.S. government policies and the execution and impact of such actions, initiatives and policies; • our ability to manage our relationships with our management companies and franchisors; • our ability to maintain our existing and future financing arrangements; • changes in the value of our properties; • the impact of and changes in governmental regulations, tax law and rates, accounting guidance and similar matters; • our ability to satisfy the requirements for qualification as a REIT under the U.S. Tax Code; • our ability to repay or refinance our indebtedness as it matures or becomes callable by lenders; • the availability of qualified personnel; • our ability to make distributions to our stockholders in the future; • the general volatility of the market price of our securities; and • the degree and nature of our competition. Forward-looking statements are based on our beliefs, assumptions and expectations of our future performance, taking into account information currently available to us. You should not place undue reliance on these forward-looking statements. These beliefs, assumptions and expectations can change as a result of many possible events or factors, not all of which are known to us. These factors are discussed under “Item 1A. Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2024, and in other documents we have filed with the Securities and Exchange Commission. If a change occurs, our business, financial condition, liquidity and results of operations may vary materially from those expressed in our forward-looking statements. Any forward-looking statement is effective only as of the date on which it is made. New risks and uncertainties arise over time, and it is not possible for us to predict those events or how they may affect us. Except as required by law we are not obligated to, and do not intend to, publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Additionally, this presentation contains certain unaudited historical and pro forma information and metrics which are based or calculated from historical data that is maintained or produced by Summit Hotel Properties, Inc. or third parties. This presentation contain statistics and other data that may have been obtained from, or compiled from, information made available by third-parties.
4 Non-GAAP Financial Measures We disclose certain “non-GAAP financial measures,” which are measures of our historical financial performance. Non-GAAP financial measures are financial measures not prescribed by Generally Accepted Accounting Principles ("GAAP"). These measures are as follows: (i) Funds From Operations (“FFO”) and Adjusted Funds from Operations ("AFFO"), (ii) Earnings before Interest, Taxes, Depreciation and Amortization ("EBITDA"), Earnings before Interest, Taxes, Depreciation and Amortization for Real Estate ("EBITDAre") and Adjusted EBITDAre (as described below). We caution investors that amounts presented in accordance with our definitions of non-GAAP financial measures may not be comparable to similar measures disclosed by other companies, since not all companies calculate these non-GAAP financial measures in the same manner. Our non-GAAP financial measures should be considered along with, but not as alternatives to, net income (loss) as a measure of our operating performance. Our non-GAAP financial measures may include funds that may not be available for our discretionary use due to functional requirements to conserve funds for capital expenditures, property acquisitions, debt service obligations and other commitments and uncertainties. Although we believe that our non- GAAP financial measures can enhance the understanding of our financial condition and results of operations, these non-GAAP financial measures are not necessarily better indicators of any trend as compared to a comparable measure prescribed by GAAP such as net income (loss). FFO and AFFO As defined by Nareit, FFO represents net income or loss (computed in accordance with GAAP), excluding preferred dividends, gains (or losses) from sales of real property, impairment losses on real estate assets, items classified by GAAP as extraordinary, the cumulative effect of changes in accounting principles, plus depreciation and amortization related to real estate assets, and adjustments for unconsolidated partnerships, and joint ventures. AFFO represents FFO excluding amortization of deferred financing costs, franchise fees, equity-based compensation expense, transaction costs, debt transaction costs, premiums on redemption of preferred shares, losses from net casualties, non-cash interest income and non-cash income tax related adjustments to our deferred tax asset. Unless otherwise indicated, we present FFO and AFFO applicable to our common shares and common units. We present FFO and AFFO because we consider FFO and AFFO an important supplemental measure of our operational performance and believe it is frequently used by securities analysts, investors, and other interested parties in the evaluation of REITs, many of which present FFO and AFFO when reporting their results. FFO and AFFO are intended to exclude GAAP historical cost depreciation and amortization, which assumes that the value of real estate assets diminishes ratably over time. Historically, however, real estate values have risen or fallen with market conditions. Because FFO and AFFO exclude depreciation and amortization related to real estate assets, gains and losses from real property dispositions and impairment losses on real estate assets, and certain transaction costs related to lodging property acquisition activities and debt, FFO and AFFO provide performance measures that, when compared year over year, reflect the effect to operations from trends in occupancy, guestroom rates, operating costs, development activities and interest costs, providing perspective not immediately apparent from net income. Our computation of FFO differs slightly from the computation of Nareit-defined FFO related to the reporting of depreciation and amortization expense on assets at our corporate offices, which is de minimis. Our computation of FFO may also differ from the methodology for calculating FFO used by other equity REITs and, accordingly, may not be comparable to such other REITs. FFO and AFFO should not be considered as an alternative to net income (loss) (computed in accordance with GAAP) as an indicator of our liquidity, nor is it indicative of funds available to fund our cash needs, including our ability to pay dividends or make distributions. Where indicated in this Earnings Release Supplement, FFO is based on our computation of FFO and not the computation of Nareit- defined FFO unless otherwise noted.
5 Non-GAAP Financial Measures (cont.) EBITDAre and Adjusted EBITDAre In September 2017, Nareit proposed a standardized performance measure, called EBITDAre, which is based on EBITDA and is expected to provide additional relevant information about REITs as real estate companies in support of growing interest among generalist investors. The conclusion was reached that, while dedicated REIT investors have long been accustomed to utilizing the industry’s supplemental measures such as FFO and net operating income (“NOI”) to evaluate the investment quality of REITs as real estate companies, it would be helpful to generalist investors for REITs as real estate companies to also present EBITDAre as a more widely known and understood supplemental measure of performance. EBITDAre is intended to be a supplemental non-GAAP performance measure that is independent of a company’s capital structure and will provide a uniform basis for one measurement of the enterprise value of a company compared to other REITs. EBITDAre, as defined by Nareit, is calculated as EBITDA, excluding: (i) loss and gains on disposition of property and (ii) asset impairments, if any. We believe EBITDAre is useful to an investor in evaluating our operating performance because it provides investors with an indication of our ability to incur and service debt, to satisfy general operating expenses, to make capital expenditures and to fund other cash needs or reinvest cash into our business. We also believe it helps investors meaningfully evaluate and compare the results of our operations from period to period by removing the effect of our asset base (primarily depreciation and amortization) from our operating results. We make additional adjustments to EBITDAre when evaluating our performance because we believe that the exclusion of certain additional non-recurring or unusual items described below provides useful supplemental information to investors regarding our on-going operating performance. We believe that the presentation of Adjusted EBITDAre, when combined with the primary GAAP presentation of net income, is useful to an investor in evaluating our operating performance because it provides investors with an indication of our ability to incur and service debt, to meet general operating expenses, to make capital expenditures and to fund other cash needs, or reinvest cash into our business. We also believe it helps investors meaningfully evaluate and compare the results of our operations from period to period by removing the effect of our asset base (primarily depreciation and amortization) from our operating results.
6 Table of Contents Section I Section II Section III Section IV Section V Forward-Looking Statements and Non-GAAP Financial Measure Disclosures Corporate Financial Schedules Operating & Property-Level Schedules Capitalization and Debt Schedules Asset Listing
7 Summary Financial Results (Unaudited) (Amounts in thousands, except per share metrics and statistics) For the Three Months Ended March 31, 2025 2024 Net loss attributable to common stockholders $ (4,684) $ (2,116) Net loss per diluted share $ (0.04) $ (0.02) Total revenues $ 184,478 $ 188,142 EBITDAre (1) $ 58,449 $ 61,199 Adjusted EBITDAre (1) $ 45,007 $ 48,801 FFO (1) $ 23,196 $ 25,488 Adjusted FFO (1) $ 27,359 $ 29,996 FFO per diluted share and unit (1) $ 0.19 $ 0.21 Adjusted FFO per diluted share and unit (1) $ 0.22 $ 0.24 Pro Forma (2) RevPAR $ 124.99 $ 123.83 RevPAR Growth 0.9 % Hotel EBITDA $ 65,605 $ 66,500 Hotel EBITDA Margin 35.6 % 36.0 % Hotel EBITDA Margin Change (48) bps Same Store (3) RevPAR $ 126.26 $ 124.41 RevPAR Growth 1.5 % Hotel EBITDA $ 65,176 $ 65,734 Hotel EBITDA Margin 35.9 % 36.4 % Hotel EBITDA Margin Change (49) bps 1. See tables later in this presentation for a discussion and reconciliation of Net income to non-GAAP financial measures, including earnings before interest, taxes, depreciation, and amortization (“EBITDA”), EBITDAre, adjusted EBITDAre, funds from operations (“FFO”), FFO per diluted share and unit, adjusted FFO (“AFFO”), and AFFO per diluted share and unit, as well as a reconciliation of Operating income to hotel EBITDA. See “Non-GAAP Financial Measures” at the end of this presentation. 2. Unless stated otherwise in this presentation, all pro forma information includes operating and financial results for 97 lodging properties owned as of March 31, 2025, as if each hotel had been owned by the Company since January 1, 2024 and remained open for the entirety of the measurement period. As a result, all pro forma information includes operating and financial results for hotels acquired since January 1, 2024, which may include periods prior to the Company’s ownership. Pro forma and non- GAAP financial measures are unaudited. 3. All same store information includes operating and financial results for 95 hotels owned as of January 1, 2024, and at all times during the three months ended March 31, 2025 and 2024.
8 Summary Pro Forma Operating Results (Unaudited) (Amounts in thousands, except operating statistics) 1. Unaudited pro forma information includes operating results for 97 hotels owned as of March 31, 2025, as if all such hotels had been owned by the Company since April 1, 2024. For hotels acquired by the Company after April 1, 2024, the Company has included in the pro forma information the financial results of each of the hotels for the period from April 1, 2024, to March 31, 2025. The financial results for the hotels include information provided by the third-party owner of such hotel prior to purchase by the Company and have not been audited or reviewed by our auditors or adjusted by us. For any hotels sold by the Company after April 1, 2024, the Company excludes the financial results of each of those hotels from April 1, 2024 to the date the hotels were sold by the Company in determining pro forma total revenues and pro forma hotel operating expenses. The pro forma information is included to enable comparison of results for the current reporting period to results for the comparable period of the prior year and are not indicative of future results. 2024 2025 Trailing Twelve Months Ended Pro Forma Operating Data: (1) Q2 Q3 Q4 Q1 March 31, 2025 Pro forma room revenue $ 177,392 $ 162,848 $ 156,955 $ 163,731 $ 660,926 Pro forma other hotel operations revenue 21,047 19,689 20,299 20,746 81,781 Pro forma total revenues 198,439 182,537 177,254 184,477 742,707 Pro forma total hotel operating expenses 122,775 120,357 116,886 118,872 478,890 Pro forma hotel EBITDA $ 75,664 $ 62,180 $ 60,368 $ 65,605 $ 263,817 Pro forma hotel EBITDA Margin 38.1 % 34.1 % 34.1 % 35.6 % 35.5 % Pro Forma Statistics: (1) Rooms sold 1,035,292 991,580 957,027 946,105 3,930,004 Rooms available 1,324,414 1,338,979 1,339,060 1,309,950 5,312,403 Occupancy 78.2 % 74.1 % 71.5 % 72.2 % 74.0 % ADR $ 171.34 $ 164.23 $ 164.00 $ 173.06 $ 168.17 RevPAR $ 133.94 $ 121.62 $ 117.21 $ 124.99 $ 124.41 Actual Statistics: Rooms sold 1,014,864 966,019 935,012 946,105 3,862,000 Rooms available 1,306,712 1,311,563 1,312,953 1,309,950 5,241,178 Occupancy 77.7 % 73.7 % 71.2 % 72.2 % 73.7 % ADR $ 170.49 $ 162.95 $ 163.47 $ 173.06 $ 167.53 RevPAR $ 132.41 $ 120.02 $ 116.42 $ 124.99 $ 123.45
9 Adjusted EBITDAre Reconciliation (Unaudited) (Amounts in thousands) For the Three Months Ended March 31, 2025 2024 Net income $ 623 $ 2,833 Depreciation and amortization 37,230 36,799 Interest expense 19,956 21,582 Interest income on cash deposits (113) (157) Income tax expense 754 217 EBITDA 58,450 61,274 Gain on disposal of assets and other dispositions, net (1) (75) EBITDAre 58,449 61,199 Amortization of key money liabilities (129) (121) Equity-based compensation 1,916 1,848 Debt transaction costs — 564 Non-cash interest income — (133) Non-cash lease expense, net 133 73 Casualty losses (gains), net 294 (274) Non-cash state taxes and other, net — 312 Income related to non-controlling interests in consolidated joint ventures (1,283) (638) Adjustments related to non-controlling interests in consolidated joint ventures (14,373) (14,029) Adjusted EBITDAre $ 45,007 $ 48,801
10 Adjusted FFO Reconciliation (Unaudited) (Amounts in thousands, except per share metrics) For the Three Months Ended March 31, 2025 2024 Net income $ 623 $ 2,833 Preferred dividends (3,970) (3,970) Distributions to and accretion of redeemable non-controlling interests (657) (657) Income related to non-controlling interests in consolidated joint ventures (1,283) (638) Net loss applicable to common shares and Common Units (5,287) (2,432) Real estate-related depreciation 36,663 35,603 Gain on disposal of assets and other dispositions, net (1) (75) FFO adjustments related to non-controlling interests in consolidated joint ventures (8,179) (7,608) FFO applicable to common shares and Common Units 23,196 25,488 Amortization of deferred financing costs 1,673 1,619 Amortization of franchise fees 175 164 Amortization of intangible assets, net 262 911 Equity-based compensation 1,916 1,848 Debt transaction costs — 564 Non-cash interest income — (133) Non-cash lease expense, net 133 73 Casualty losses (gains), net 294 (274) Deferred tax expense (benefit) 325 (3) Non-cash state taxes and other, net — 312 AFFO adjustments related to non-controlling interests in consolidated joint ventures (615) (573) AFFO applicable to common shares and Common Units $ 27,359 $ 29,996 FFO per share of common share/Common Unit $ 0.19 $ 0.21 AFFO per common share/Common Unit $ 0.22 $ 0.24 Weighted-average diluted common shares/Common Units 124,636 122,599
11 Reconciliation to Adjusted EBITDAre - By Ownership Interest (Unaudited) (Amounts in thousands, except statistics) 1. Non-cash interest income relates to the amortization of the discount on certain notes receivable. The discount on these notes receivable was recorded at inception of the related loans based on the estimated value of the embedded purchase options in the notes receivable. 2. GIC Joint Venture is 51% owned by Summit while Other Joint Ventures are 90% owned by Summit. Summit GIC Other GIC JV Other JVs Wholly-Owned Joint Venture (2) Joint Ventures (2) Combined Pro Rata Adj Pro Rata Adj Pro Rata For The Three Months Ended March 31, 2025 2024 2025 2024 2025 2024 2025 2024 2025 2024 2025 2024 2025 2024 Number Rooms Sold 539,639 566,988 383,987 380,958 22,479 21,533 946,105 969,479 Number of Rooms Available 769,050 824,096 516,060 502,029 24,840 25,025 1,309,950 1,351,150 Occupancy 70.2 % 68.8 % 74.4 % 75.9 % 90.5 % 86.0 % 72.2 % 71.8 % Average Daily Rate $ 164.48 $ 169.64 $ 178.46 $ 171.32 $ 286.66 $ 277.76 $ 173.06 $ 172.70 Room Revenue PAR $ 115.42 $ 116.72 $ 132.79 $ 130.00 $ 259.41 $ 239.00 $ 124.99 $ 123.92 Room Revenue $ 88,761 $ 96,186 $ 68,526 $ 65,264 $ 6,444 $ 5,981 $ 163,731 $ 167,431 Other revenue 9,669 9,867 7,992 7,843 3,086 3,001 20,747 20,711 Total Revenue $ 98,430 $ 106,053 $ 76,518 $ 73,107 $ 9,530 $ 8,982 $ 184,478 $ 188,142 Hotel EBITDA $ 29,376 $ 34,295 $ 32,060 $ 30,662 $ 4,191 $ 3,567 $ 65,627 $ 68,524 % margin 29.8 % 32.3 % 41.9 % 41.9 % 44.0 % 39.7 % 35.6 % 36.4 % Net (loss) income $ (3,821) $ 13 $ 2,201 $ 913 $ 2,243 $ 1,907 $ 623 $ 2,833 $ (1,059) $ (447) $ (224) $ (191) $ (660) $ 2,195 Depreciation and amortization 19,280 19,290 16,859 16,426 1,091 1,083 37,230 36,799 (8,261) (8,049) (109) (108) 28,860 28,642 Interest expense 7,655 8,587 11,446 11,991 855 1,004 19,956 21,582 (5,609) (5,876) (86) (100) 14,261 15,606 Interest income (102) (149) (11) (8) — — (113) (157) 5 4 — — (108) (153) Income tax expense 119 25 635 192 — — 754 217 (311) (94) — — 443 123 EBITDA 23,131 27,766 31,130 29,514 4,189 3,994 58,450 61,274 (15,235) (14,462) (419) (399) 42,796 46,413 (Gain) loss on disposal of assets and other dispositions, net (23) — 22 (75) — — (1) (75) (11) 37 — — (12) (38) EBITDAre 23,108 27,766 31,152 29,439 4,189 3,994 58,449 61,199 (15,246) (14,425) (419) (399) 42,784 46,375 Amortization of key money liabilities (60) (52) (51) (51) (18) (18) (129) (121) 25 25 2 2 (102) (94) Equity-based compensation 1,916 1,848 — — — — 1,916 1,848 — — — — 1,916 1,848 Debt transaction costs — 550 — 14 — — — 564 — (7) — — — 557 Non-cash interest income (1) — (133) — — — — — (133) — — — — — (133) Non-cash lease expense, net 127 103 6 (30) — — 133 73 (3) 15 — — 130 88 Casualty losses (gains), net 257 310 29 (163) 8 (421) 294 (274) (14) 80 (1) 42 279 (152) Non-cash state taxes and other, net — 312 — — — — — 312 — — — — — 312 Adjusted EBITDAre $ 25,348 $ 30,704 $ 31,136 $ 29,209 $ 4,179 $ 3,555 $ 60,663 $ 63,468 $ (15,238) $ (14,312) $ (418) $ (355) $ 45,007 $ 48,801
12 Reconciliation to Adjusted FFO - By Ownership Interest (Unaudited) (Amounts in thousands, except per share metrics) 1. GIC Joint Venture is 51% owned by Summit while Other Joint Ventures are 90% owned by Summit. 2. Non-cash interest income relates to the amortization of the discount on certain notes receivable. The discount on these notes receivable was recorded at inception of the related loans based on the estimated value of the embedded purchase options in the notes receivable. 3. The Company includes the outstanding OP units issued by Summit Hotel OP, LP, the Company’s operating partnership, held by limited partners other than the Company because the OP units are redeemable for cash or, at the Company’s option, shares of the Company’s common stock on a one-for-one basis. Summit GIC Other GIC JV Other JVs Wholly-Owned Joint Venture (1) Joint Ventures (1) Combined Pro Rata Adj Pro Rata Adj Pro Rata For The Three Months Ended March 31, 2025 2024 2025 2024 2025 2024 2025 2024 2025 2024 2025 2024 2025 2024 Net (loss) income $ (3,821) $ 13 $ 2,201 $ 913 $ 2,243 $ 1,907 $ 623 $ 2,833 $ (1,059) $ (447) $ (224) $ (191) $ (660) $ 2,195 Preferred dividends (3,970) (3,970) — — — — (3,970) (3,970) — — — — (3,970) (3,970) Distributions to and accretion of redeemable non-controlling interests (657) (657) — — — — (657) (657) — — — — (657) (657) Net (loss) income applicable to common shares and Common Units (8,448) (4,614) 2,201 913 2,243 1,907 (4,004) (1,794) (1,059) (447) (224) (191) (5,287) (2,432) Real estate-related depreciation 19,138 19,153 16,452 15,385 1,073 1,065 36,663 35,603 (8,061) (7,538) (107) (107) 28,495 27,958 (Gain) loss on disposal of assets and other dispositions, net (23) — 22 (75) — — (1) (75) (11) 37 — — (12) (38) FFO applicable to common shares and Common Units 10,667 14,539 18,675 16,223 3,316 2,972 32,658 33,734 (9,131) (7,948) (331) (298) 23,196 25,488 Amortization of deferred financing costs 1,104 1,159 554 445 15 15 1,673 1,619 (271) (218) (2) (2) 1,400 1,399 Amortization of franchise fees 89 85 86 79 — — 175 164 (42) (39) — — 133 125 Amortization of intangible assets (8) — 270 911 — — 262 911 (132) (446) — — 130 465 Equity based compensation 1,916 1,848 — — — — 1,916 1,848 — — — — 1,916 1,848 Debt transaction costs — 550 — 14 — — — 564 — (7) — — — 557 Non-cash interest income (2) — (133) — — — — — (133) — — — — — (133) Non-cash lease expense, net 127 103 6 (30) — — 133 73 (3) 15 — — 130 88 Casualty losses (gains), net 257 310 29 (163) 8 (421) 294 (274) (14) 80 (1) 42 279 (152) Deferred tax expense (benefit) 18 — 307 (3) — — 325 (3) (150) 1 — — 175 (2) Non-cash state taxes and other, net — 312 — — — — — 312 — 1 — — — 313 AFFO applicable to common shares and common units (3) $ 14,170 $ 18,773 $ 19,927 $ 17,476 $ 3,339 $ 2,566 $ 37,436 $ 38,815 $ (9,743) $ (8,561) $ (334) $ (258) $ 27,359 $ 29,996 FFO per common share/Common Unit $ 0.19 $ 0.21 AFFO per common share/Common Unit $ 0.22 $ 0.24 Weighted-average diluted common shares/Common Units (3) 124,636 122,599
13 Table of Contents Section I Section II Section III Section IV Section V Forward-Looking Statements and Non-GAAP Financial Measure Disclosures Corporate Financial Schedules Operating & Property-Level Schedules Capitalization and Debt Schedules Asset Listing
14 Pro Forma Operating Results - By Ownership Interest (Unaudited) (Amounts in thousands, except statistics) 1. Unaudited pro forma information includes operating results for 97 hotels owned as of March 31, 2025, as if all such hotels had been owned by the Company since January 1, 2024. For any hotels acquired by the Company after January 1, 2024 (the “Acquired Hotels”), the Company has included in the pro forma information the financial results of each of the Acquired Hotels for the period from January 1, 2024, to the date the Acquired Hotels were purchased by the Company (the “Pre-acquisition Period”). The financial results for the Pre-acquisition Period were provided by the third-party owner of such Acquired Hotel prior to purchase by the Company and have not been audited or reviewed by our auditors or adjusted by us. For any hotels sold by the Company after January 1, 2024 (the “Disposed Hotels”), the Company excludes the financial results of each of the Disposed Hotels from January 1, 2024 to the date the Disposed Hotels were sold by the Company in determining pro forma total revenues and pro forma hotel operating expenses. The pro forma information is included to enable comparison of results for the current reporting period to results for the comparable period of the prior year and are not indicative of future results. INN Wholly-Owned (53 Hotels) GIC Joint Venture (41 Hotels) Other Joint Ventures (3 Hotels) Pro Forma (97 Hotels) For The Three Months Ended March 31, 2025 2024 2025 2024 2025 2024 2025 2024 Pro Forma Operating Data (1) Occupancy 70.2 % 69.0 % 74.4 % 76.1 % 90.5 % 86.0 % 72.2 % 72.1 % ADR $ 164.48 $ 168.12 $ 178.46 $ 170.63 $ 286.66 $ 277.74 $ 173.06 $ 171.64 RevPAR $ 115.42 $ 116.06 $ 132.79 $ 129.89 $ 259.41 $ 238.99 $ 124.99 $ 123.83 Occupancy change 1.6 % (2.3) % 5.2 % 0.1 % ADR change (2.2) % 4.6 % 3.2 % 0.8 % RevPAR change (0.6) % 2.2 % 8.5 % 0.9 % Pro forma total revenues $ 98,429 $ 99,725 $ 76,518 $ 75,785 $ 9,530 $ 8,982 $ 184,477 $ 184,492 Pro forma hotel EBITDA $ 29,354 $ 31,772 $ 32,060 $ 31,161 $ 4,191 $ 3,567 $ 65,605 $ 66,500 Pro forma hotel EBITDA Margin 29.8 % 31.9 % 41.9 % 41.1 % 44.0 % 39.7 % 35.6 % 36.0 %
15 Table of Contents Section I Section II Section III Section IV Section V Forward-Looking Statements and Non-GAAP Financial Measure Disclosures Corporate Financial Schedules Operating & Property-Level Schedules Capitalization and Debt Schedules Asset Listing
16 Capitalization - Total Enterprise Value (Unaudited) (Amounts in thousands, except common share price & dividends) March 31, 2025 December 31, 2024 September 30, 2024 June 30, 2024 March 31, 2024 Common Share Price & Dividends At quarter ended $ 5.41 $ 6.85 $ 6.86 $ 5.99 $ 6.51 High during quarter ended $ 6.96 $ 7.22 $ 7.08 $ 6.63 $ 6.95 Low during quarter ended $ 5.28 $ 5.94 $ 5.66 $ 5.72 $ 6.15 Common dividends per share $ 0.08 $ 0.08 $ 0.08 $ 0.08 $ 0.06 Common Shares & Units Common shares outstanding 112,222 108,436 108,453 108,276 108,198 Common units outstanding 13,009 15,933 15,943 15,948 15,949 Total common shares and units outstanding 125,231 124,369 124,396 124,224 124,147 Capitalization Market value of common equity at quarter end $ 677,500 $ 851,928 $ 853,357 $ 744,102 $ 808,197 Par value of preferred equity - 6.250% Series E 160,000 160,000 160,000 160,000 160,000 Par value of preferred equity - 5.875% Series F 100,000 100,000 100,000 100,000 100,000 Par value of preferred equity - 5.250% Series Z 50,000 50,000 50,000 50,000 50,000 Consolidated total debt 1,427,359 1,408,007 1,348,544 1,359,186 1,467,349 Less: Consolidated unrestricted cash (48,194) (40,637) (51,698) (45,873) (63,435) Consolidated total enterprise value 2,366,665 2,529,298 2,460,203 2,367,415 2,522,111 Noncontrolling interest in consolidated total debt - GIC JV (325,492) (325,579) (301,112) (301,196) (304,159) Noncontrolling interest in consolidated total debt - Other JVs (4,559) (4,606) (4,653) (4,700) (4,700) Noncontrolling interest in consolidated total cash - GIC JV 11,720 7,956 10,044 7,860 13,334 Noncontrolling interest in consolidated total cash - Other JVs 215 218 283 340 485 Pro rata total enterprise value $ 2,048,549 $ 2,207,287 $ 2,164,765 $ 2,069,719 $ 2,227,071
17 Number of Pro Rata Base Interest Fixed/ Fully-Extended Encumbered Principal Non-controlling Principal As of March 31, 2025 Spread Rate Rate Variable Maturity Date Properties Outstanding Interests Outstanding Senior Credit Facility $400 Million Revolver 1.95% 4.42% 6.37% Variable 06/21/2028 n/a $ 30,000 $ — $ 30,000 $200 Million Term Loan 1.90% 4.42% 6.32% Variable 06/21/2028 n/a 200,000 — 200,000 Total Senior Credit and Term Loan Facility 230,000 — 230,000 Convertible Notes n/a n/a 1.50% Fixed 02/15/2026 n/a 287,500 — 287,500 Term Loans $200 Million Unsecured Term Loan 1.90% 4.22% 6.12% Variable 02/26/2029 n/a 200,000 — 200,000 $275 Million 2025 Delayed Draw Term Loan 1.90% 4.42% 6.32% Variable 03/27/2030 n/a — — — 200,000 — 200,000 717,500 — 717,500 Brickell Joint Venture Mortgage Loan City National Bank of Florida 3.00% 4.33% 7.33% Variable 06/09/2025 2 45,590 (4,559) 41,031 GIC Joint Venture Credit Facility and Term Loans $125 Million Revolver 2.15% 4.42% 6.57% Variable 09/15/2028 n/a 125,000 (61,250) 63,750 $125 Million Term Loan 2.10% 4.42% 6.52% Variable 09/15/2028 n/a 125,000 (61,250) 63,750 $410 Million Term Loan 2.75% 4.44% 7.19% Variable 01/13/2027 n/a 396,037 (194,058) 201,979 Wells Fargo CMBS Loan n/a n/a 4.99% Fixed 06/06/2028 1 12,457 (6,104) 6,353 PACE Loan n/a n/a 6.10% Fixed 07/31/2040 n/a 5,775 (2,830) 2,945 Total GIC Joint Venture Credit Facility and Term Loans 1 664,269 (325,492) 338,777 Total Joint Venture Debt 3 709,859 (330,051) 379,808 Total Debt 3 $ 1,427,359 $ (330,051) $ 1,097,308 Debt Schedule - Part I (Unaudited) (Amounts in thousands except for number of properties)
18 Debt Schedule - Part II (Unaudited) (Amounts in thousands) Principal Amount Fixed Debt Variable Debt Effective Interest As of March 31, 2025 Outstanding Outstanding Outstanding Rate Total Debt $ 1,427,359 $ 305,732 $ 1,121,627 5.62 % Non-controlling Interests in Joint Ventures (330,051) (8,934) (321,117) Pro Rata Debt $ 1,097,308 $ 296,798 $ 800,510 5.24 % % of Pro Rata Debt 100 % 27 % 73 % Pro Rata Adjustment for Swaps in Effect — 478,000 (478,000) Pro Rata Debt Including Swaps $ 1,097,308 $ 774,798 $ 322,510 4.63 % % of Pro Rata Debt Including Swaps 100 % 71 % 29 % Notional Effective Maturity Interest Rate Swaps Value Swap Rate Date Date Regions - 2018 - $125mm $ 125,000 2.9170 % December 31, 2018 December 31, 2025 Capital One - 2022 - $100mm 100,000 2.6000 % January 31, 2023 January 31, 2027 Regions - 2022 - $100mm 100,000 2.5625 % January 31, 2023 January 31, 2029 Capital One - 2023 - $100mm 100,000 3.3540 % July 1, 2023 January 13, 2026 Wells Fargo - 2023 - $100mm 100,000 3.3540 % July 1, 2023 January 13, 2026 Wells Fargo - 2024 - $100mm 100,000 3.7650 % October 1, 2024 January 13, 2026 Total Swaps $ 625,000 3.0851 %
19 Debt Schedule - Part III (Unaudited) (1) Amounts are in millions ($) and assumes fully-extended maturities for all loans. Reflects pro rata debt totals. Pro Rata Debt Maturity Ladder at March 31, 2025 $30.0 $287.5 $200.0 $127.5 $41.0 $200.0$202.0 $6.4 $2.9 $400M Senior Revolver Convertible Senior Notes $200M Senior Term Loan $200M GIC JV Credit Facility Brickell JV Mortgage Debt $200M Senior Term Loan $410M GIC JV Term Loan Mortgage Debt 2025 2026 2027 2028 2029 2030 2031 + 0 100 200 300 400 $275 Million Delayed Draw Term Loan in place to refinance Convertible Senior Notes in February 2026 $275.0 _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ | | | | | | | | | | (1)
20 Table of Contents Section I Section II Section III Section IV Section V Forward-Looking Statements and Non-GAAP Financial Measure Disclosures Corporate Financial Schedules Operating & Property-Level Schedules Capitalization and Debt Schedules Asset Listing
21 Asset Listing (Unaudited) Hotels Rooms STR Chain Scale STR Location INN Wholly-Owned (100% Ownership) Hyatt Place - Denver South/Park Meadows 1 127 Upscale Suburban Hyatt Place - Denver Tech Center 1 126 Upscale Suburban Hyatt Place - Scottsdale/Old Town 1 126 Upscale Resort Holiday Inn Express & Suites - San Francisco/Fisherman's Wharf 1 252 Upper Midscale Urban Courtyard - Dallas/Arlington South 1 103 Upscale Suburban Residence Inn - Dallas/Arlington South 1 96 Upscale Suburban Hyatt Place - Orlando/Convention Center 1 151 Upscale Resort Hyatt Place - Orlando/Universal 1 150 Upscale Resort Hyatt Place - Minneapolis/Downtown 1 213 Upscale Urban Springhill Suites - Nashville MetroCenter 1 78 Upscale Urban Courtyard - New Orleans Downtown Near the French Quarter 1 140 Upscale Urban Hyatt Place - Portland Airport/Cascade Station 1 136 Upscale Airport Residence Inn - Portland Airport at Cascade Station 1 124 Upscale Airport Courtyard - New Orleans/Metairie 1 153 Upscale Airport Staybridge Suites - Denver/Cherry Creek 1 121 Upscale Suburban Hyatt House - Denver Tech Center 1 135 Upscale Suburban Courtyard - Atlanta Downtown 1 150 Upscale Urban Hyatt Place - Garden City 1 122 Upscale Suburban Residence Inn - New Orleans/Metairie 1 120 Upscale Airport Hilton Garden Inn - Greenville 1 120 Upscale Suburban Fairfield Inn & Suites - Louisville Downtown 1 140 Upper Midscale Urban
22 Asset Listing (Unaudited) Hotels Rooms STR Chain Scale STR Location INN Wholly-Owned (100% Ownership), (cont.) SpringHill Suites - Louisville Downtown 1 198 Upscale Urban SpringHill Suites - Indianapolis Downtown 1 156 Upscale Urban Courtyard - Indianapolis Downtown 1 297 Upscale Urban Hampton Inn & Suites - San Diego/Poway 1 108 Upper Midscale Suburban Hampton Inn & Suites - Camarillo 1 116 Upper Midscale Suburban Hilton Garden Inn - Houston/Galleria Area 1 182 Upscale Urban Doubletree by Hilton San Francisco Airport North Bayfront 1 210 Upscale Airport Hilton Garden Inn - Houston/Energy Corridor 1 190 Upscale Suburban Hampton Inn & Suites - Austin/Downtown/Convention Center 1 209 Upper Midscale Urban Hampton Inn & Suites - Minneapolis/Downtown 1 211 Upper Midscale Urban Residence Inn - Bridgewater/Branchburg 1 101 Upscale Suburban Hyatt House - Across From Universal Orlando Resort 1 168 Upscale Resort Residence Inn - Baltimore/Hunt Valley 1 141 Upscale Suburban Hotel Indigo - Asheville Downtown 1 116 Upper Upscale Small Metro/Town Courtyard - Atlanta Decatur Downtown/Emory 1 179 Upscale Suburban Courtyard - Nashville Vanderbilt/West End 1 226 Upscale Urban Residence Inn - Atlanta Midtown/Peachtree at 17th 1 160 Upscale Urban Hyatt House - Miami Airport 1 163 Upscale Airport Marriott - Boulder 1 165 Upper Upscale Urban Hyatt Place - Chicago/Downtown-The Loop 1 206 Upscale Urban Hyatt Place - Phoenix/Mesa 1 152 Upscale Suburban Courtyard - Fort Lauderdale Beach 1 261 Upscale Resort
23 Asset Listing (Unaudited) Hotels Rooms STR Chain Scale STR Location INN Wholly-Owned (100% Ownership), (cont.) Courtyard - Charlotte City Center 1 181 Upscale Urban Hampton Inn & Suites - Baltimore Inner Harbor 1 116 Upper Midscale Urban Residence Inn - Baltimore Downtown/Inner Harbor 1 189 Upscale Urban Courtyard - Kansas City Country Club Plaza 1 123 Upscale Suburban Courtyard - Fort Worth Downtown/Blackstone 1 203 Upscale Urban AC Hotel - Atlanta Downtown 1 255 Upscale Urban Hilton Garden Inn - Waltham 1 148 Upscale Suburban Residence Inn - Cleveland Downtown 1 175 Upscale Urban Courtyard - New Haven at Yale 1 207 Upscale Urban Residence Inn - Boston/Watertown 1 150 Upscale Suburban INN Wholly-Owned (100% Ownership) 53 8,545
24 Asset Listing (Unaudited) Hotels Rooms STR Chain Scale STR Location GIC Joint Venture (51% Ownership) Courtyard - Scottsdale North 1 153 Upscale Resort Springhill Suites - Scottsdale North 1 121 Upscale Resort Hampton Inn & Suites - Tampa/Ybor City/Downtown 1 138 Upper Midscale Urban Homewood Suites - Aliso Viejo/Laguna Beach 1 129 Upscale Suburban Courtyard - Pittsburgh Downtown 1 183 Upscale Urban Homewood Suites - Tucson/St. Philip's Plaza University 1 122 Upscale Resort Hampton Inn & Suites - Silverthorne 1 88 Upper Midscale Resort Hilton Garden Inn - San Jose / Milpitas 1 161 Upscale Suburban Residence Inn - Portland Downtown / Riverplace 1 258 Upscale Urban Residence Inn - Portland / Hillsboro 1 122 Upscale Suburban Residence Inn - Steamboat Springs 1 110 Upscale Small Metro/Town Embassy Suites - Tucson / Paloma Village 1 120 Upper Upscale Resort Residence Inn - Scottsdale North 1 120 Upscale Resort AC Hotel - Dallas Downtown 1 128 Upscale Urban Residence Inn - Dallas Downtown 1 121 Upscale Urban Hampton Inn & Suites - Dallas Downtown 1 176 Upper Midscale Urban SpringHill Suites - Dallas Downtown 1 148 Upscale Urban Hilton Garden Inn - Grapevine at Silver Lake Crossing 1 152 Upscale Airport Holiday Inn Express & Suites - DFW / Grapevine 1 95 Upper Midscale Airport Courtyard - Dallas DFW Airport / North Grapevine 1 181 Upscale Airport TownePlace Suites - Dallas / Grapevine 1 120 Upper Midscale Airport Hyatt Place - Dallas / Grapevine 1 125 Upscale Airport
25 Asset Listing (Unaudited) Hotels Rooms STR Chain Scale STR Location GIC Joint Venture (51% Ownership) AC Hotel - Dallas / Frisco 1 150 Upscale Suburban Residence Inn - Dallas / Frisco 1 150 Upscale Suburban Canopy Hotel - Dallas / Frisco Station 1 150 Upper Upscale Suburban Residence Inn - Tyler 1 119 Upscale Small Metro/Town Hilton Garden Inn - Longview 1 122 Upscale Small Metro/Town AC Hotel - Houston Downtown 1 195 Upscale Urban Homewood Suites - Midland 1 118 Upscale Suburban Hyatt Place - Lubbock 1 125 Upscale Urban Courtyard - Amarillo Downtown 1 107 Upscale Suburban Embassy Suites - Amarillo Downtown 1 226 Upper Upscale Suburban AC Hotel - Oklahoma City / Bricktown 1 142 Upscale Urban Hyatt Place - Oklahoma City / Bricktown 1 134 Upscale Urban Holiday Inn Express & Suites - Oklahoma City Downtown / Bricktown 1 124 Upper Midscale Urban SpringHill Suites - New Orleans Downtown / Canal Street 1 74 Upscale Urban TownePlace Suites - New Orleans Downtown / Canal Street 1 105 Upper Midscale Urban Canopy Hotel - New Orleans Downtown 1 176 Upper Upscale Urban The Nordic Lodge - Steamboat Springs 1 47 Independent Small Metro/Town Hampton Inn Boston-Logan Airport 1 250 Upper Midscale Airport Hilton Garden Inn Tysons Corner 1 149 Upscale Urban GIC Joint Venture (51% Ownership) 41 5,734
26 Asset Listing (Unaudited) (1) Asset listing excludes two parking garages located in Dallas, TX and Frisco, TX. Hotels Rooms STR Chain Scale STR Location Other Joint Ventures (90% Ownership) AC Hotels by Marriott - Miami Brickell 1 156 Upscale Urban Element - Miami Brickell 1 108 Upscale Urban Onera - Fredericksburg 1 12 N/A N/A Other Joint Ventures (90% Ownership) 3 276 Pro Forma 97 14,555
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