Market Overview

Hospitality Properties Trust Announces Second Quarter 2018 Results

Share:

Second Quarter Net Income Available for Common Shareholders of
$0.59 Per Share

Second Quarter Normalized FFO Available for Common Shareholders of
$1.07 Per Share

Hospitality Properties Trust (NASDAQ:HPT) today announced its financial
results for the quarter and six months ended June 30, 2018:

       
Three Months Ended June 30, Six Months Ended June 30,
2018   2017 2018   2017
($ in thousands, except per share and RevPAR data)
 
Net income available for common shareholders $ 97,289 $ 60,699 $ 177,495 $ 86,542
Net income available for common shareholders per share $ 0.59 $ 0.37 $ 1.08 $ 0.53
Adjusted EBITDA (1) $ 226,898 $ 220,297 $ 429,854 $ 414,873
Normalized FFO available for common shareholders (1) $ 176,193 $ 173,604 $ 331,061 $ 322,411
Normalized FFO available for common shareholders per share (1) $ 1.07 $ 1.06 $ 2.02 $ 1.96
 

Portfolio Performance

Comparable hotel RevPAR $ 105.91 $ 103.85 $ 98.12 $ 96.31
Change in comparable hotel RevPAR 2.0 % 1.9 %
RevPAR (all hotels) $ 103.57 $ 103.72 $ 96.85 $ 96.57
Change in RevPAR (all hotels) (0.1 %) 0.3 %
Coverage of HPT's minimum returns and rents for hotels 1.22x 1.26x 1.02x 1.07x
Coverage of HPT's minimum rents for travel centers 1.69x 1.60x 1.62x 1.40x
 
(1)   Reconciliations of net income determined in accordance with U.S.
generally accepted accounting principles, or GAAP, to earnings
before interest, taxes, depreciation and amortization, or EBITDA,
and EBITDA as adjusted, or Adjusted EBITDA, and net income available
for common shareholders determined in accordance with GAAP to funds
from operations, or FFO, available for common shareholders, and
Normalized FFO available for common shareholders, for the three and
six months ended June 30, 2018 and 2017 appear later in this press
release.
 

John Murray, President and Chief Executive Officer of HPT, made the
following statement:

"HPT's second quarter 2018 comparable hotel RevPAR grew 2.0% compared to
the prior year period despite competition from new room supply growth
and disruption from hotel renovations. Eleven comparable hotels were
under renovation for all or part of the second quarter. Coverage of
hotel minimum rents and returns for the second quarter 2018 was 1.22
times.

Our TA properties generated improved performance for the second quarter
of 2018. Total gross margin was up $9.7 million, or 3.1%, versus the
same period last year and our travel centers' rent coverage improved to
1.69 times."

Results for the Three and Six Months Ended June 30, 2018 and
Recent Activities:

  • Net Income Available for Common Shareholders: Net income
    available for common shareholders for the quarter ended June 30, 2018
    was $97.3 million, or $0.59 per diluted share, compared to net income
    available for common shareholders of $60.7 million, or $0.37 per
    diluted share, for the quarter ended June 30, 2017. Net income
    available for common shareholders for the quarter ended June 30, 2018
    includes $20.9 million, or $0.13 per diluted share, of net unrealized
    gains and losses on equity securities. Net income available for common
    shareholders for the quarter ended June 30, 2017 includes $17.8
    million, or $0.11 per diluted share, of estimated business management
    incentive fee expense. The weighted average number of diluted common
    shares outstanding was 164.2 million for each of the quarters ended
    June 30, 2018 and 2017.

    Net income available for
    common shareholders for the six months ended June 30, 2018 was $177.5
    million, or $1.08 per diluted share, compared to net income available
    for common shareholders of $86.5 million, or $0.53 per diluted share,
    for the six months ended June 30, 2017. Net income available for
    common shareholders for the six months ended June 30, 2018 includes
    $45.9 million, or $0.28 per diluted share, of net unrealized gains and
    losses on equity securities. Net income available for common
    shareholders for the six months ended June 30, 2017 includes $37.4
    million, or $0.23 per diluted share, of estimated business management
    incentive fee expense and was reduced by $9.9 million, or $0.06 per
    diluted share, for the amount by which the liquidation preference for
    HPT's 7.125% Series D cumulative redeemable preferred shares that were
    redeemed during the period exceeded the carrying value of those
    preferred shares as of the date of the redemption. The weighted
    average number of diluted common shares outstanding was 164.2 million
    for each of the six months ended June 30, 2018 and 2017.
  • Adjusted EBITDA: Adjusted EBITDA for the quarter ended June 30,
    2018 compared to the same period in 2017 increased 3.0% to $226.9
    million.

    Adjusted EBITDA for the six months ended June 30,
    2018 compared to the same period in 2017 increased 3.6% to $429.9
    million.
  • Normalized FFO Available for Common Shareholders: Normalized
    FFO available for common shareholders for the quarter ended June 30,
    2018 were $176.2 million, or $1.07 per diluted share, compared to
    Normalized FFO available for common shareholders of $173.6 million, or
    $1.06 per diluted share, for the quarter ended June 30, 2017.

    Normalized
    FFO available for common shareholders for the six months ended
    June 30, 2018 were $331.1 million, or $2.02 per diluted share,
    compared to Normalized FFO available for common shareholders of $322.4
    million, or $1.96 per diluted share, for the six months ended June 30,
    2017.
  • Hotel RevPAR (comparable hotels): For the quarter ended
    June 30, 2018 compared to the same period in 2017 for HPT's 305 hotels
    that were owned continuously since April 1, 2017: average daily rate,
    or ADR, increased 2.5% to $132.89; occupancy decreased 0.4 percentage
    points to 79.7%; and revenue per available room, or RevPAR, increased
    2.0% to $105.91.

    For the six months ended June 30, 2018
    compared to the same period in 2017 for HPT's 303 hotels that were
    owned continuously since January 1, 2017: ADR increased 2.1% to
    $129.79; occupancy decreased 0.2 percentage points to 75.6%; and
    RevPAR increased 1.9% to $98.12.
  • Hotel RevPAR (all hotels): For the quarter ended June 30, 2018
    compared to the same period in 2017 for HPT's 325 hotels that were
    owned as of June 30, 2018: ADR increased 2.4% to $132.78; occupancy
    decreased 2.0 percentage points to 78.0%; and RevPAR decreased 0.1% to
    $103.57.

    For the six months ended June 30, 2018 compared to
    the same period in 2017 for HPT's 325 hotels that were owned as of
    June 30, 2018: ADR increased 2.2% to $130.52; occupancy decreased 1.4
    percentage points to 74.2%; and RevPAR increased 0.3% to $96.85.
  • Coverage of Minimum Returns and Rents: For the quarter ended
    June 30, 2018, the aggregate coverage ratio of (x) total hotel
    revenues minus all hotel expenses and FF&E reserve escrows which are
    not subordinated to minimum returns or rents due to HPT to (y) HPT's
    minimum returns or rents due from hotels decreased to 1.22x from 1.26x
    for the quarter ended June 30, 2017.

    For the six
    months ended June 30, 2018, the aggregate coverage ratio of (x) total
    hotel revenues minus all hotel expenses and FF&E reserve escrows which
    are not subordinated to minimum returns or rents due to HPT to (y)
    HPT's minimum returns or rents due from hotels decreased to 1.02x from
    1.07x for the six months ended June 30, 2017.

    For the
    quarter ended June 30, 2018, the aggregate coverage ratio of (x) total
    travel center revenues less travel center expenses to (y) HPT's
    minimum rent due from leased travel centers increased to 1.69x from
    1.60x for the quarter ended June 30, 2017.

    For the six
    months ended June 30, 2018, the aggregate coverage ratio of (x) total
    travel center revenues less travel center expenses to (y) HPT's
    minimum rent due from leased travel centers increased to 1.62x from
    1.40x for the six months ended June 30, 2017.

    As of
    June 30, 2018, approximately 74% of HPT's aggregate annual minimum
    returns and rents were secured by guarantees or security deposits from
    HPT's managers and tenants pursuant to the terms of HPT's operating
    agreements.
  • Recent Property Acquisition Activities: In June 2018, HPT
    acquired the 360 room Radisson Blu® hotel located in
    Minneapolis, MN for a purchase price of $75.0 million, excluding
    acquisition related costs. HPT added this hotel to its management
    agreement with Radisson Hospitality, Inc., or Radisson.

    Also
    in June 2018, HPT acquired the 117 suite Staybridge Suites®
    hotel located at Louisiana State University in Baton Rouge, LA for a
    purchase price of $15.8 million, excluding acquisition related costs.
    HPT added this hotel to its management agreement with InterContinental
    Hotels Group, plc ((LON: IHG, NYSE:IHG)), or InterContinental.
  • Financing Activities: In May 2018, HPT amended and restated the
    agreement governing its $1.0 billion unsecured revolving credit
    facility and $400.0 million unsecured term loan. As a result of the
    amendment, the interest rate payable on borrowings under HPT's
    revolving credit facility was reduced from a rate of LIBOR plus a
    premium of 110 basis points per annum to a rate of LIBOR plus a
    premium of 100 basis points per annum and the facility fee remained
    unchanged at 20 basis points per annum on the total amount of lending
    commitments under this facility. Both the interest rate premium and
    facility fee are subject to change based upon changes to our credit
    ratings. Also as a result of the amendment, the interest rate payable
    on borrowings under HPT's term loan was reduced from a rate of LIBOR
    plus a premium of 120 basis points per annum to a rate of LIBOR plus a
    premium of 110 basis points per annum, subject to adjustment based on
    changes to our credit ratings. In addition, as a result of the
    amendment, the stated maturity date of HPT's revolving credit facility
    was extended from July 15, 2018 to July 15, 2022 and the stated
    maturity date of HPT's term loan was extended from April 15, 2019 to
    July 15, 2023. Subject to the payment of an extension fee and meeting
    certain other conditions, HPT also has an option to further extend the
    stated maturity date of its revolving credit facility by two
    additional six month periods.

Tenants and Managers: As of June 30, 2018, HPT had eight
operating agreements with six hotel operating companies for 325 hotels
with 50,379 rooms, which represented 67% of HPT's total annual minimum
returns and rents, and five lease agreements with one travel center
operating company for 199 travel centers, which represented 33% of HPT's
total annual minimum returns and rents.

  • Marriott Agreements: As of June 30, 2018, 122 of HPT's hotels
    were operated by subsidiaries of Marriott International, Inc. (Nasdaq: MAR), or Marriott, under three agreements. HPT's Marriott No. 1
    agreement includes 53 hotels, and provides for annual minimum return
    payments to HPT of $69.3 million as of June 30, 2018 (approximately
    $17.3 million per quarter). During the three months ended June 30,
    2018, HPT realized returns under its Marriott No. 1 agreement of $21.1
    million, of which $2.5 million represents HPT's share of hotel cash
    flows in excess of the minimum returns due to HPT for the period.
    Because there is no guarantee or security deposit for this agreement,
    the minimum returns HPT receives under this agreement are limited to
    available hotel cash flows after payment of operating expenses and
    funding of a FF&E reserve. HPT's Marriott No. 234 agreement includes
    68 hotels and requires annual minimum returns to HPT of $106.9 million
    as of June 30, 2018 (approximately $26.7 million per quarter). During
    the three months ended June 30, 2018, HPT realized returns under its
    Marriott No. 234 agreement of $26.7 million. HPT's Marriott No. 234
    agreement is partially secured by a security deposit and a limited
    guarantee from Marriott; during the three months ended June 30, 2018,
    the available security deposit was replenished by $5.8 million from a
    share of hotel cash flows in excess of the minimum returns due to HPT
    during the period. At June 30, 2018, the available security deposit
    from Marriott for the Marriott No. 234 agreement was $31.0 million and
    there was $30.7 million available under Marriott's guaranty for up to
    90% of the minimum returns due to HPT to cover future payment
    shortfalls if and after the available security deposit is depleted.
    HPT's Marriott No. 5 agreement includes one resort hotel in Kauai, HI
    which is leased to Marriott on a full recourse basis. The contractual
    rent due to HPT for this hotel for the three months ended June 30,
    2018 of $2.6 million was paid to HPT.
  • InterContinental Agreement: As of June 30, 2018, 100 of HPT's
    hotels were operated by subsidiaries of InterContinental under one
    agreement requiring annual minimum returns and rents to HPT of $190.5
    million as of June 30, 2018 (approximately $47.6 million per quarter).
    During the three months ended June 30, 2018, HPT realized returns and
    rents under its InterContinental agreement of $49.1 million, of which
    $1.7 million represents HPT's share of hotel cash flows in excess of
    the minimum returns due to HPT for the period. HPT's InterContinental
    agreement is partially secured by a security deposit. During the three
    months ended June 30, 2018, the available security deposit was
    replenished by $5.9 million from a share of hotel cash flows in excess
    of the minimum returns due to HPT for the period. At June 30, 2018,
    the available InterContinental security deposit which HPT held to pay
    future payment shortfalls was at the contractually capped amount of
    $100.0 million.
  • Sonesta Agreement: As of June 30, 2018, 50 of HPT's hotels were
    operated under a management agreement with Sonesta International
    Hotels Corporation, or Sonesta, requiring annual minimum returns of
    $121.5 million as of June 30, 2018 (approximately $30.4 million per
    quarter). During the three months ended June 30, 2018, HPT realized
    returns under its Sonesta agreement of $27.9 million. Because there is
    no guarantee or security deposit for this agreement, the minimum
    returns HPT receives under this agreement are limited to available
    hotel cash flows after payment of operating expenses including
    management and related fees.
  • Morgans Agreement: On May 8, 2018, pursuant to a settlement
    agreement with Morgans Hotel Group Co., or Morgans, HPT's lease with
    Morgans for one hotel was terminated and Morgans surrendered
    possession of that hotel to HPT. The contractual rent due to HPT under
    the Morgans lease through May 8, 2018 was paid to HPT. HPT rebranded
    this hotel to the Royal Sonesta® brand and added it to its
    management agreement with Sonesta.
  • Wyndham Agreement: As of June 30, 2018, 22 of HPT's hotels were
    operated under a management agreement with a subsidiary of Wyndham
    Hotels & Resorts, Inc. (NYSE:WH), or Wyndham, requiring annual
    minimum returns of $27.6 million as of June 30, 2018 (approximately
    $6.9 million per quarter). HPT also leases 48 vacation units in one of
    the hotels to a subsidiary of Wyndham Destinations, Inc. (NYSE:WYND),
    or Destinations, which requires annual minimum rent of $1.4 million
    (approximately $0.4 million per quarter). The guarantee provided by
    Destinations with respect to the lease is unlimited. The guarantee
    provided by Wyndham with respect to the management agreement was
    limited to $35.7 million and was depleted during 2017. HPT's agreement
    with the Wyndham subsidiary provides that if the hotels' cash flows
    available after payment of hotel operating expenses are less than the
    minimum returns due to HPT and if the guaranty is depleted, to avoid
    default Wyndham is required to pay HPT the greater of the available
    hotel cash flows after payment of hotel operating expenses and 85% of
    the contractual minimum amount due. During the three months ended
    June 30, 2018, HPT realized returns under its Wyndham agreement of
    $5.9 million, which represents 85% of the minimum returns due for the
    period. The contractual rent due to HPT under the lease for
    Destinations' 48 vacation units during the three months ended June 30,
    2018 was paid to HPT.
  • Hyatt Agreement: As of June 30, 2018, 22 of HPT's hotels were
    operated under a management agreement with a subsidiary of Hyatt
    Hotels Corporation (NYSE:H), or Hyatt, requiring annual minimum
    returns of $22.0 million as of June 30, 2018 (approximately $5.5
    million per quarter). During the three months ended June 30, 2018, HPT
    realized returns under its Hyatt agreement of $5.5 million. HPT's
    Hyatt agreement is partially secured by a limited guaranty from Hyatt.
    During the three months ended June 30, 2018, the available guaranty
    was replenished by $2.4 million from a share of hotel cash flows in
    excess of the minimum returns due to HPT during the period. At
    June 30, 2018, there was $23.8 million available under Hyatt's
    guaranty.
  • Radisson Agreement: As of June 30, 2018, nine of HPT's hotels
    were operated under a management agreement with a subsidiary of
    Radisson requiring annual minimum returns of $18.9 million as of
    June 30, 2018 (approximately $4.7 million per quarter). During the
    three months ended June 30, 2018, HPT realized returns under its
    Radisson agreement of $3.5 million. The $3.5 million of returns
    realized by HPT during the three months ended June 30, 2018 equals the
    total amount due from Radisson during the period. The required annual
    minimum returns increased by $6.0 million as of June 30, 2018 as a
    result of HPT's acquisition of the Radisson Blu Hotel in Minneapolis,
    MN in June 2018. HPT's Radisson agreement is partially secured by a
    limited guaranty from Radisson. During the three months ended June 30,
    2018, the available guaranty was replenished by $1.7 million from a
    share of hotel cash flows in excess of the minimum returns due to HPT
    during the period. In connection with HPT's acquisition of the
    Radisson Blu hotel described above, the available balance of the
    guaranty under HPT's Radisson agreement was increased by $6.0 million
    and the guaranty cap was increased to $46.0 million. At June 30, 2018,
    there was $42.0 million available under Radisson's guaranty.
  • Travel Center Agreements: As of June 30, 2018, HPT's 199 travel
    centers located along the U.S. Interstate Highway system were leased
    to TravelCenters of America LLC (NASDAQ:TA), or TA, under five lease
    agreements, which require aggregate annual minimum rents of $286.9
    million (approximately $71.7 million per quarter). As of June 30,
    2018, all payments due to HPT from TA under these leases were current.

Conference Call:

At 1:00 p.m. Eastern Time this afternoon, President and Chief Executive
Officer, John Murray, and Chief Financial Officer and Treasurer, Mark
Kleifges, will host a conference call to discuss HPT's second quarter
2018 financial results. The conference call telephone number is (877)
329-3720. Participants calling from outside the United States and Canada
should dial (412) 317-5434. No pass code is necessary to access the call
from either number. Participants should dial in about 15 minutes prior
to the scheduled start of the call. A replay of the conference call will
be available through Thursday, August 16, 2018. To access the replay,
dial (412) 317-0088. The replay pass code is 10121847.

A live audio webcast of the conference call will also be available in a
listen-only mode on HPT's website, which is located at www.hptreit.com.
Participants wanting to access the webcast should visit HPT's website
about five minutes before the call. The archived webcast will be
available for replay on HPT's website for about one week after the call. The
transcription, recording and retransmission in any way of HPT's second
quarter conference call is strictly prohibited without the prior written
consent of HPT.

Supplemental Data:

A copy of HPT's Second Quarter 2018 Supplemental Operating and Financial
Data is available for download at HPT's website, which is located at www.hptreit.com.
HPT's website is not incorporated as part of this press release.

Hospitality Properties Trust is a real estate investment trust, or REIT,
which owns a diverse portfolio of hotels and travel centers located in
45 states, Puerto Rico and Canada. HPT's properties are operated under
long term management or lease agreements. HPT is managed by the
operating subsidiary of The RMR Group Inc. (NASDAQ:RMR), an alternative
asset management company that is headquartered in Newton, Massachusetts.

Please see the pages attached hereto for a more detailed statement of
HPT's operating results and financial condition and for an explanation
of HPT's calculation of FFO available for common shareholders and
Normalized FFO available for common shareholders, EBITDA and Adjusted
EBITDA and a reconciliation of those amounts to amounts determined in
accordance with GAAP.

WARNING CONCERNING FORWARD LOOKING STATEMENTS

THIS PRESS RELEASE CONTAINS STATEMENTS THAT CONSTITUTE FORWARD LOOKING
STATEMENTS WITHIN THE MEANING OF THE PRIVATE SECURITIES LITIGATION
REFORM ACT OF 1995 AND OTHER SECURITIES LAWS. ALSO, WHENEVER HPT USES
WORDS SUCH AS "BELIEVE", "EXPECT", "ANTICIPATE", "INTEND", "PLAN",
"ESTIMATE", "WILL", "MAY" AND NEGATIVES OR DERIVATIVES OF THESE OR
SIMILAR EXPRESSIONS, HPT IS MAKING FORWARD LOOKING STATEMENTS. THESE
FORWARD LOOKING STATEMENTS ARE BASED UPON HPT'S PRESENT INTENT, BELIEFS
OR EXPECTATIONS, BUT FORWARD LOOKING STATEMENTS ARE NOT GUARANTEED TO
OCCUR AND MAY NOT OCCUR. ACTUAL RESULTS MAY DIFFER MATERIALLY FROM THOSE
CONTAINED IN OR IMPLIED BY HPT'S FORWARD LOOKING STATEMENTS AS A RESULT
OF VARIOUS FACTORS. FOR EXAMPLE:

  • MR. MURRAY STATES IN THIS PRESS RELEASE THAT HPT'S COMPARABLE HOTEL
    REVPAR GREW DURING THE SECOND QUARTER OF 2018 COMPARED WITH THE PRIOR
    YEAR PERIOD, THAT TA'S PROPERTY RESULTS WERE IMPROVED DURING THE
    SECOND QUARTER AND THAT COVERAGE OF HPT'S MINIMUM RENTS WAS 1.69X.
    THESE STATEMENTS MAY IMPLY HOTEL REVPAR MAY CONTINUE TO GROW, TA'S
    PROPERTY RESULTS WILL CONTINUE TO IMPROVE OR COVERAGE OF MINIMUM
    RETURNS AND RENTS WILL REMAIN ABOVE 1.0X FOR HPT'S TRAVEL CENTERS. IN
    FACT, HOTEL REVPAR MAY NOT CONTINUE TO GROW AND MAY DECLINE. IN
    ADDITION, TA'S IMPROVED PROPERTY RESULTS MAY NOT CONTINUE AND ITS
    OPERATING RESULTS MAY DECLINE. IN ADDITION, COVERAGE OF HPT'S MINIMUM
    RETURNS AND RENTS MAY DECLINE IN FUTURE PERIODS.
  • AS OF JUNE 30, 2018, APPROXIMATELY 74% OF HPT'S AGGREGATE ANNUAL
    MINIMUM RETURNS AND RENTS WERE SECURED BY GUARANTEES OR SECURITY
    DEPOSITS FROM HPT'S MANAGERS AND TENANTS. THIS MAY IMPLY THAT THESE
    MINIMUM RETURNS AND RENTS WILL BE PAID. IN FACT, CERTAIN OF THESE
    GUARANTEES AND SECURITY DEPOSITS ARE LIMITED IN AMOUNT AND DURATION
    AND ALL THE GUARANTEES ARE SUBJECT TO THE GUARANTORS' ABILITIES AND
    WILLINGNESS TO PAY. HPT CANNOT BE SURE OF THE FUTURE FINANCIAL
    PERFORMANCE OF HPT'S PROPERTIES AND WHETHER SUCH PERFORMANCE WILL
    COVER HPT'S MINIMUM RETURNS AND RENTS, WHETHER THE GUARANTEES OR
    SECURITY DEPOSITS WILL BE ADEQUATE TO COVER FUTURE SHORTFALLS IN THE
    MINIMUM RETURNS OR RENTS DUE TO HPT WHICH THEY GUARANTY OR SECURE, OR
    REGARDING HPT'S MANAGERS', TENANTS' OR GUARANTORS' FUTURE ACTIONS IF
    AND WHEN THE GUARANTEES AND SECURITY DEPOSITS EXPIRE OR ARE DEPLETED
    OR THEIR ABILITIES OR WILLINGNESS TO PAY MINIMUM RETURNS AND RENTS
    OWED TO HPT. MOREOVER, THE SECURITY DEPOSITS HPT HOLDS ARE NOT
    SEGREGATED FROM HPT'S OTHER ASSETS AND THE APPLICATION OF SECURITY
    DEPOSITS TO COVER PAYMENT SHORTFALLS WILL RESULT IN HPT RECORDING
    INCOME, BUT WILL NOT RESULT IN HPT RECEIVING ADDITIONAL CASH. THE
    BALANCE OF HPT'S ANNUAL MINIMUM RETURNS AND RENTS AS OF JUNE 30, 2018
    WAS NOT SECURED BY GUARANTEES OR SECURITY DEPOSITS.
  • WYNDHAM'S $35.7 MILLION LIMITED GUARANTY WAS DEPLETED DURING THE YEAR
    ENDED DECEMBER 31, 2017. HPT DOES NOT HOLD A SECURITY DEPOSIT WITH
    RESPECT TO AMOUNTS DUE UNDER THE WYNDHAM AGREEMENT. WYNDHAM HAS PAID
    85% OF THE MINIMUM RETURNS DUE TO HPT FOR EACH OF THE THREE AND SIX
    MONTHS ENDED JUNE 30, 2018. HPT CAN PROVIDE NO ASSURANCE AS TO WHETHER
    WYNDHAM WILL CONTINUE TO PAY AT LEAST THE GREATER OF AVAILABLE HOTEL
    CASH FLOWS AFTER PAYMENT OF HOTEL OPERATING EXPENSES AND 85% OF THE
    MINIMUM RETURNS DUE TO HPT OR IF WYNDHAM WILL DEFAULT ON ITS PAYMENTS.
  • HPT HAS NO GUARANTEES OR SECURITY DEPOSITS FOR THE MINIMUM RETURNS DUE
    TO HPT FROM HPT'S MARRIOTT NO. 1 OR HPT'S SONESTA HOTEL AGREEMENTS.
    ACCORDINGLY, HPT MAY RECEIVE AMOUNTS THAT ARE LESS THAN THE
    CONTRACTUAL MINIMUM RETURNS STATED IN THESE AGREEMENTS.

THE INFORMATION CONTAINED IN HPT'S FILINGS WITH THE SECURITIES AND
EXCHANGE COMMISSION, OR THE SEC, INCLUDING UNDER THE CAPTION "RISK
FACTORS" IN HPT'S PERIODIC REPORTS, OR INCORPORATED THEREIN, IDENTIFIES
OTHER IMPORTANT FACTORS THAT COULD CAUSE DIFFERENCES FROM HPT'S FORWARD
LOOKING STATEMENTS. HPT'S FILINGS WITH THE SEC ARE AVAILABLE ON THE
SEC'S WEBSITE AT WWW.SEC.GOV.

YOU SHOULD NOT PLACE UNDUE RELIANCE UPON FORWARD LOOKING STATEMENTS.

EXCEPT AS REQUIRED BY LAW, HPT DOES NOT INTEND TO UPDATE OR CHANGE ANY
FORWARD LOOKING STATEMENTS AS A RESULT OF NEW INFORMATION, FUTURE EVENTS
OR OTHERWISE.

 

HOSPITALITY PROPERTIES TRUST
CONDENSED CONSOLIDATED
STATEMENTS OF INCOME

(amounts in thousands, except share
data)
(Unaudited)

           
Three Months Ended June 30, Six Months Ended June 30,
2018 2017 2018 2017
Revenues:
Hotel operating revenues (1) $ 529,599 $ 489,209 $ 974,875 $ 897,445
Rental income (2) 81,018 80,239 163,011 159,378
FF&E reserve income (3) 1,334   1,155   2,698   2,382  
Total revenues 611,951   570,603   1,140,584   1,059,205  
 
Expenses:
Hotel operating expenses (1) 374,081 339,549 689,063 622,272
Depreciation and amortization 99,684 95,155 199,301 188,606
General and administrative (4) 13,121   30,347   24,855   62,693  
Total expenses 486,886   465,051   913,219   873,571  
 
Operating income 125,065 105,552 227,365 185,634
 
Dividend income 626 626 1,252 1,252
Unrealized gains and losses on equity securities, net (5) 20,940 45,895
Interest income 323 122 615 379
Interest expense (including amortization of debt issuance costs and
debt discounts and premiums of $2,559, $2,194, $5,037 and $4,346,
respectively)
(48,741 ) (45,189 ) (96,281 ) (88,755 )
Loss on early extinguishment of debt (6) (160 )   (160 )  
Income before income taxes and equity in earnings of an investee 98,053 61,111 178,686 98,510
Income tax expense (771 ) (786 ) (1,242 ) (1,142 )
Equity in earnings of an investee 7   374   51   502  
Net income 97,289 60,699 177,495 97,870
Preferred distributions (1,435 )
Excess of liquidation preference over carrying value of preferred
shares redeemed (7)
      (9,893 )
Net income available for common shareholders $ 97,289   $ 60,699   $ 177,495   $ 86,542  
 
Weighted average common shares outstanding (basic) 164,205   164,123   164,202   164,121  
Weighted average common shares outstanding (diluted) 164,243   164,165   164,226   164,157  
 
Net income available for common shareholders per common share (basic
and diluted)
$ 0.59   $ 0.37   $ 1.08   $ 0.53  
 
     

HOSPITALITY PROPERTIES TRUST
RECONCILIATIONS OF
FUNDS FROM OPERATIONS,

NORMALIZED FUNDS FROM
OPERATIONS, EBITDA AND ADJUSTED EBITDA

(amounts in
thousands, except share data)
(Unaudited)

       
Three Months Ended June 30, Six Months Ended June 30,
2018   2017 2018   2017

Calculation of Funds from Operations (FFO) and Normalized FFO
available for common shareholders: (8)

Net income available for common shareholders

$ 97,289 $ 60,699 $ 177,495 $ 86,542

Add:

Depreciation and amortization

99,684   95,155   199,301   188,606

FFO available for common shareholders

196,973 155,854 376,796 275,148

Add (Less):

Estimated business management incentive fees (4)

17,750 37,370
Loss on early extinguishment of debt (6) 160 160
Excess of liquidation preference over carrying value of preferred
shares redeemed (7)
9,893

Unrealized gains and losses on equity securities, net (5)

(20,940 )   (45,895 )

Normalized FFO available for common shareholders

$ 176,193   $ 173,604   $ 331,061   $ 322,411
 

Weighted average common shares outstanding (basic)

164,205   164,123   164,202   164,121

Weighted average common shares outstanding (diluted)

164,243   164,165   164,226   164,157
 

Basic and diluted per common share amounts:

FFO available for common shareholders $ 1.20 $ 0.95 $ 2.29 $ 1.68
Normalized FFO available for common shareholders $ 1.07 $ 1.06 $ 2.02 $ 1.96
Distributions declared per share $ 0.53 $ 0.52 $ 1.05 $ 1.03
 
                 
Three Months Ended June 30, Six Months Ended June 30,
2018 2017 2018 2017

Calculation of EBITDA and Adjusted EBITDA: (9)

Net income

$ 97,289 $ 60,699 $ 177,495 $ 97,870

Add:

Interest expense

48,741 45,189 96,281 88,755

Income tax expense

771 786 1,242 1,142
Depreciation and amortization 99,684   95,155   199,301   188,606

EBITDA

246,485 201,829 474,319 376,373

Add (Less):

General and administrative expense paid in common shares (10)

1,193 718 1,270 1,130
Estimated business management incentive fees (4) 17,750 37,370
Loss on early extinguishment of debt (6) 160 160
Unrealized gains and losses on equity securities, net (5) (20,940 )   (45,895 )

Adjusted EBITDA

$ 226,898   $ 220,297   $ 429,854   $ 414,873
 
(1)   At June 30, 2018, HPT owned 325 hotels; 323 of these hotels were
managed by hotel operating companies and two hotels were leased to
hotel operating companies. At June 30, 2018, HPT also owned 199
travel centers; all 199 of these travel centers were leased to a
travel center operating company under five lease agreements. HPT's
condensed consolidated statements of income include hotel operating
revenues and expenses of managed hotels and rental income from its
leased hotels and travel centers. Certain of HPT's managed hotels
had net operating results that were, in the aggregate, $1,434 less
than the minimum returns due to HPT for the three months ended June
30, 2018 and $22,113 and $14,299 less than the minimum returns due
to HPT for the six months ended June 30, 2018 and 2017,
respectively. The net operating results of HPT's managed hotel
portfolios exceeded, in the aggregate, the minimum returns due to
HPT for the three months ended June 30, 2017. When managers of these
hotels are required to fund the shortfalls under the terms of HPT's
management agreements or their guarantees, HPT reflects such
fundings (including security deposit applications) in its condensed
consolidated statements of income as a reduction of hotel operating
expenses. There was no reduction to hotel operating expenses for the
three months ended June 30, 2018 or 2017 and there were reductions
of $3,278 and $3,716 for the six months ended June 30, 2018 and
2017, respectively. When HPT reduces the amounts of the security
deposit it holds for any of its operating agreements for payment
deficiencies, it does not result in additional cash flows to HPT of
the deficiency amounts, but reduces the refunds due to the
respective tenants or managers who have provided HPT with these
deposits upon expiration of the respective operating agreement. The
security deposits are non-interest bearing and are not held in
escrow. HPT had shortfalls at certain of its managed hotel
portfolios not funded by the managers of these hotels under the
terms of its management agreements of $2,284 and $18,835 for the
three and six months ended June 30, 2018, respectively, which
represent the unguaranteed portions of HPT's minimum returns from
Sonesta and Wyndham. HPT had shortfalls at certain of its managed
hotel portfolios not funded by the managers of these hotels under
the terms of its management agreements of $10,583 for the six months
ended June 30, 2017, which represents the unguaranteed portion of
HPT's minimum returns from Sonesta. There were no shortfalls for the
three months ended June 30, 2017. Certain of HPT's managed hotel
portfolios had net operating results that were, in the aggregate,
$32,512 and $36,559 more than the minimum returns due to HPT for the
three months ended June 30, 2018 and 2017, respectively, and $26,879
and $36,724 more than the minimum returns due to HPT for the six
months ended June 30, 2018 and 2017, respectively. Certain of HPT's
guarantees and its security deposits may be replenished by a share
of future cash flows from the applicable hotel operations in excess
of the minimum returns due to HPT pursuant to the terms of the
respective agreements. When HPT's guarantees and security deposits
are replenished by cash flows from hotel operations, HPT reflects
such replenishments in its condensed consolidated statements of
income as an increase to hotel operating expenses. HPT had $16,593
and $14,682 of guarantee and security deposit replenishments for the
three months ended June 30, 2018 and 2017, respectively, and $10,295
and $13,240 of guarantee and security deposit replenishments for the
six months ended June 30, 2018 and 2017, respectively.
 
(2) Rental income includes $3,144 and $3,113 in the three months ended
June 30, 2018 and 2017, respectively, and $6,223 and $6,121 in the
six months ended June 30, 2018 and 2017, respectively, of
adjustments necessary to record scheduled rent increases under
certain of HPT's leases, the deferred rent obligations under HPT's
travel center leases and the estimated future payments to HPT under
its travel center leases for the cost of removing underground
storage tanks on a straight line basis.
 
(3) Various percentages of total sales at certain of HPT's hotels are
escrowed as reserves for future renovations or refurbishment, or
FF&E reserve escrows. HPT owns all the FF&E reserve escrows for its
hotels. HPT reports deposits by its tenants into the escrow accounts
under its hotel leases as FF&E reserve income. HPT does not report
the amounts which are escrowed as FF&E reserves for its managed
hotels as FF&E reserve income.
 
(4) Incentive fees under HPT's business management agreement with The
RMR Group LLC are payable after the end of each calendar year, are
calculated based on common share total return, as defined, and are
included in general and administrative expense in HPT's condensed
consolidated statements of income. In calculating net income in
accordance with GAAP, HPT recognizes estimated business management
incentive fee expense, if any, in the first, second and third
quarters. Although HPT recognizes this expense, if any, in the
first, second and third quarters for purposes of calculating net
income, HPT does not include these amounts in the calculation of
Normalized FFO available for common shareholders or Adjusted EBITDA
until the fourth quarter, which is when the business management
incentive fee expense amount for the year, if any, is determined.
General and administrative expense includes $17,750 and $37,370 of
estimated business management incentive fee expense for the three
and six months ended June 30, 2017, respectively. No business
management incentive fee expense was recorded for the three and six
months ended June 30, 2018.
 
(5) Unrealized gains and losses on equity securities, net represent the
adjustment required to adjust the carrying value of HPT's
investments in The RMR Group Inc. and TA common shares to their fair
value as of June 30, 2018 in accordance with new GAAP standards
effective January 1, 2018.
 
(6) HPT recorded a loss of $160 on early extinguishment of debt in the
three months ended June 30, 2018 in connection with the amendment of
its revolving credit facility and term loan.
 
(7) In February 2017, HPT redeemed all 11,600,000 of its outstanding
7.125% Series D cumulative redeemable preferred shares at the stated
liquidation preference of $25.00 per share plus accrued and unpaid
distributions to the date of redemption (an aggregate of $291,435).
The liquidation preference of the redeemed shares exceeded the
carrying amount for the redeemed shares as of the date of redemption
by $9,893, or $0.06 per share, and HPT reduced net income available
to common shareholders in the three months ended March 31, 2017 by
that excess amount.
 
(8) HPT calculates FFO available for common shareholders and Normalized
FFO available for common shareholders as shown above. FFO available
for common shareholders is calculated on the basis defined by The
National Association of Real Estate Investment Trusts, or Nareit,
which is net income available for common shareholders calculated in
accordance with GAAP, excluding any gain or loss on sale of
properties and loss on impairment of real estate assets, if any,
plus real estate depreciation and amortization, as well as certain
other adjustments currently not applicable to HPT. HPT's calculation
of Normalized FFO available for common shareholders differs from
Nareit's definition of FFO available for common shareholders because
HPT includes business management incentive fees, if any, only in the
fourth quarter versus the quarter when they are recognized as
expense in accordance with GAAP due to their quarterly volatility
not necessarily being indicative of HPT's core operating performance
and the uncertainty as to whether any such business management
incentive fees will be payable when all contingencies for
determining such fees are known at the end of the calendar year, and
HPT excludes the excess of liquidation preference over carrying
value of preferred shares redeemed, loss on early extinguishment of
debt and unrealized gains and losses on equity securities. HPT
considers FFO available for common shareholders and Normalized FFO
available for common shareholders to be appropriate supplemental
measures of operating performance for a REIT, along with net income,
net income available for common shareholders and operating income.
HPT believes that FFO available for common shareholders and
Normalized FFO available for common shareholders provide useful
information to investors because by excluding the effects of certain
historical amounts, such as depreciation expense, FFO available for
common shareholders and Normalized FFO available for common
shareholders may facilitate a comparison of HPT's operating
performance between periods and with other REITs. FFO available for
common shareholders and Normalized FFO available for common
shareholders are among the factors considered by HPT's Board of
Trustees when determining the amount of distributions to its
shareholders. Other factors include, but are not limited to,
requirements to maintain HPT's qualification for taxation as a REIT,
limitations in its credit agreement and public debt covenants, the
availability to HPT of debt and equity capital, HPT's expectation of
its future capital requirements and operating performance and HPT's
expected needs for and availability of cash to pay its obligations.
FFO available for common shareholders and Normalized FFO available
for common shareholders do not represent cash generated by operating
activities in accordance with GAAP and should not be considered
alternatives to net income, net income available for common
shareholders or operating income as indicators of HPT's operating
performance or as measures of HPT's liquidity. These measures should
be considered in conjunction with net income, net income available
for common shareholders and operating income as presented in HPT's
condensed consolidated statements of income. Other real estate
companies and REITs may calculate FFO available for common
shareholders and Normalized FFO available for common shareholders
differently than HPT does.
 
(9) HPT calculates EBITDA and Adjusted EBITDA as shown above. HPT
considers EBITDA and Adjusted EBITDA to be appropriate supplemental
measures of its operating performance, along with net income, net
income available for common shareholders and operating income. HPT
believes that EBITDA and Adjusted EBITDA provide useful information
to investors because by excluding the effects of certain historical
amounts, such as interest, depreciation and amortization expense,
EBITDA and Adjusted EBITDA may facilitate a comparison of current
operating performance with HPT's past operating performance. In
calculating Adjusted EBITDA, HPT includes business management
incentive fees only in the fourth quarter versus the quarter when
they are recognized as expense in accordance with GAAP due to their
quarterly volatility not necessarily being indicative of HPT's core
operating performance and the uncertainty as to whether any such
business management incentive fees will be payable when all
contingencies for determining such fees are known at the end of the
calendar year. EBITDA and Adjusted EBITDA do not represent cash
generated by operating activities in accordance with GAAP and should
not be considered alternatives to net income, net income available
for common shareholders or operating income as indicators of
operating performance or as measures of HPT's liquidity. These
measures should be considered in conjunction with net income, net
income available for common shareholders and operating income as
presented in HPT's condensed consolidated statements of income.
Other real estate companies and REITs may calculate EBITDA and
Adjusted EBITDA differently than HPT does.
 
(10) Amounts represent the equity compensation for HPT's trustees, its
officers and certain other employees of HPT's manager.
 
 

HOSPITALITY PROPERTIES TRUST
CONDENSED CONSOLIDATED
BALANCE SHEETS

(amounts in thousands, except share data)
(Unaudited)

       
June 30, December 31,
2018 2017
ASSETS
Real estate properties:
Land $ 1,673,113 $ 1,668,797
Buildings, improvements and equipment 7,899,636   7,758,862  
Total real estate properties, gross 9,572,749 9,427,659
Accumulated depreciation (2,909,488 ) (2,784,478 )
Total real estate properties, net 6,663,261 6,643,181
Cash and cash equivalents 16,549 24,139
Restricted cash 73,279 73,357
Due from related persons 84,786 78,513
Other assets, net 387,487   331,195  
Total assets $ 7,225,362   $ 7,150,385  
 
LIABILITIES AND SHAREHOLDERS' EQUITY
Unsecured revolving credit facility $ 122,000 $ 398,000
Unsecured term loan, net 396,994 399,086
Senior unsecured notes, net 3,594,256 3,203,962
Security deposits 131,071 126,078
Accounts payable and other liabilities 207,685 184,788
Due to related persons 12,687   83,049  
Total liabilities 4,464,693   4,394,963  
 
Commitments and contingencies
 
Shareholders' equity:
Common shares of beneficial interest, $.01 par value; 200,000,000
shares authorized; 164,363,747 and 164,349,141 shares issued and
outstanding, respectively
1,644 1,643
Additional paid in capital 4,542,706 4,542,307
Cumulative net income 3,567,068 3,310,017
Cumulative other comprehensive income (loss) (281 ) 79,358
Cumulative preferred distributions (343,412 ) (343,412 )
Cumulative common distributions (5,007,056 ) (4,834,491 )
Total shareholders' equity 2,760,669   2,755,422  
Total liabilities and shareholders' equity $ 7,225,362   $ 7,150,385  
 

A Maryland Real Estate Investment Trust with transferable shares of
beneficial interest listed on the Nasdaq.

No shareholder,
Trustee or officer is personally liable for any act or obligation of the
Trust.

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