Debt | 150.0% Yes Incurrence Covenants Consolidated Indebtedness less than Adjusted Total Assets < .65x Yes Consolidated Secured Indebtedness less than Adjusted Total Assets < .45x Yes Interest Coverage Ratio > 1.5x Yes As of March 31, 2022 and December 31, 2021, the Company was in compliance with all covenants associated with the Senior Notes. Revolver and Term Loans The Company has the following credit agreements in place: • $600.0 million revolving credit facility with a scheduled maturity date of May 18, 2024 and a one year extension option if certain conditions are satisfied (the "Revolver"); • $400.0 million term loan with a scheduled maturity date of January 25, 2023 (the "$400 Million Term Loan Maturing 2023"); • $225.0 million term loan with a scheduled maturity date of January 25, 2023 (the "$225 Million Term Loan Maturing 2023"); and • $150.0 million term loan with a scheduled maturity date of June 10, 2023 (the "$150 Million Term Loan Maturing 2023"); and • $400.0 million term loan with a scheduled maturity date of May 18, 2025 (the "$400 Million Term Loan Maturing 2025"). The $400 Million Term Loan Maturing 2023, the $225 Million Term Loan Maturing 2023, $150 Million Term Loan Maturing 2023, and the $400 Million Term Loan Maturing 2025 are collectively the "Term Loans." The Company's credit agreements consisted of the following (dollars in thousands): Carrying Value at Interest Rate at March 31, 2022 (1) Maturity Date March 31, 2022 December 31, 2021 Revolver (2) 2.95% May 2024 $ — $ 200,000 $400 Million Term Loan Maturing 2023 4.69% January 2023 (4) 203,944 203,944 $225 Million Term Loan Maturing 2023 4.27% January 2023 (5) 114,718 114,718 $150 Million Term Loan Maturing 2023 4.18% June 2023 (6) 100,000 100,000 $400 Million Term Loan Maturing 2025 4.00% May 2025 400,000 400,000 818,662 1,018,662 Deferred financing costs, net (3) (3,223) (3,658) Total Revolver and Term Loans, net $ 815,439 $ 1,015,004 (1) Interest rate at March 31, 2022 gives effect to interest rate hedges. (2) At March 31, 2022 and December 31, 2021, there was $600.0 million and $400.0 million of remaining capacity on the Revolver, respectively. The Company also has the ability to extend the maturity date for an additional one year period ending May 2025 if certain conditions are satisfied. (3) Excludes $2.6 million and $2.9 million as of March 31, 2022 and December 31, 2021, respectively, related to deferred financing costs on the Revolver, which are included in prepaid expense and other assets in the accompanying consolidated balance sheets. (4) This term loan includes a one-year extension option for approximately $151.7 million of the principal balance. The exercise of the one-year extension option will be at the Company's discretion, subject to certain conditions. (5) This term loan includes a one-year extension option for approximately $73.0 million of the principal balance. The exercise of the one-year extension option will be at the Company's discretion, subject to certain conditions. (6) The Company has the option to extend the maturity one additional year to June 2024. The Revolver and Term Loans are subject to various financial covenants. A summary of the most restrictive covenants is as follows: Covenant Compliance Leverage ratio (1) <= 7.00x N/A (3) Fixed charge coverage ratio (2) >= 1.50x N/A (3) Secured indebtedness ratio <= 45.0% N/A (3) Unencumbered indebtedness ratio <= 60.0% N/A (3) Unencumbered debt service coverage ratio >= 2.00x N/A (3) Maintain minimum liquidity level >= $150.0 million Yes (1) Leverage ratio is net indebtedness, as defined in the Revolver and Term Loan agreements, to corporate earnings before interest, taxes, depreciation, and amortization ("EBITDA"), as defined in the Revolver and Term Loan agreements. (2) Fixed charge coverage ratio is Adjusted EBITDA, generally defined in the Revolver and Term Loan agreements as EBITDA less furniture, fixtures and equipment ("FF&E") reserves, to fixed charges, which is generally defined in the Revolver and Term Loan agreements as interest expense, all regularly scheduled principal payments, preferred dividends paid, and cash taxes paid. (3) The Company is not currently required to comply with these covenants, see details below. The Company's financial maintenance covenants under the Revolver and the Term Loan agreements are waived through the fiscal quarter ending March 31, 2022 (the “Covenant Relief Period”). In addition, for periods following the Covenant Relief Period, certain covenant thresholds have been modified. If the Company assesses that it is unlikely to meet the financial covenant thresholds for periods following the Covenant Relief Period, then the Company will seek an extension of the Covenant Relief Period. In April 2022, the Company also amended the Revolver and Term Loans to allow for repurchases of the Company's shares up to $50.0 million with either cash on hand, cash from operations, or disposition proceeds. Mortgage Loans The Company's mortgage loans consisted of the following (dollars in thousands): Carrying Value at Number of Assets Encumbered Interest Rate at March 31, 2022 Maturity Date March 31, 2022 December 31, 2021 Mortgage loan (1) 7 3.30% (3) April 2022 (4) $ 200,000 $ 200,000 Mortgage loan (1) 3 2.53% (3) April 2024 (5) 96,000 96,000 Mortgage loan (1) 4 3.43% (3) April 2024 (5) 85,000 85,000 Mortgage loan (2) 1 5.06% January 2029 27,463 27,554 15 408,463 408,554 Deferred financing costs, net (711) (1,062) Total mortgage loans, net $ 407,752 $ 407,492 (1) The hotels encumbered by the mortgage loan are cross-collateralized. Requires payments of interest only through maturity. (2) Includes $2.5 million and $2.6 million at March 31, 2022 and December 31, 2021, respectively, related to a fair value adjustment on this mortgage loan. (3) Interest rate at March 31, 2022 gives effect to interest rate hedges. (4) The mortgage loan provides two one year extension options. In April 2022, the Company exercised the first option to extend the maturity to April 2023. (5) The mortgage loan provides two one year extension options. Certain mortgage agreements are subject to various maintenance covenants requiring the Company to maintain a minimum debt yield or debt service coverage ratio ("DSCR"). Failure to meet the debt yield or DSCR thresholds is not an event of default, but instead triggers a cash trap event. During the cash trap event, the lender or servicer of the mortgage loan controls cash outflows until the loan is covenant compliant. In addition certain mortgage loans have other requirements including continued operation and maintenance of the hotel property. At March 31, 2022 and December 31, 2021, one and two mortgage loans, respectively, were in cash trap events. In addition, the DSCR covenant for one mortgage loan has been waived through December 31, 2022. At March 31, 2022 and December 31, 2021, there was approximately $15.7 million and $22.4 million, respectively, of restricted cash held by lenders due to cash trap events. Interest Expense The components of the Company's interest expense consisted of the following (in thousands): For the three months ended March 31, 2022 2021 Senior Notes $ 9,743 $ 5,942 Revolver and Term Loans 9,968 17,178 Mortgage loans 3,210 3,454 Amortization of deferred financing costs 1,684 1,321 Non-cash interest expense related to interest rate hedges (44) — Total interest expense $ 24,561 $ 27,895 " id="sjs-B4" xml:space="preserve">Debt The Company's debt consisted of the following (in thousands): March 31, 2022 December 31, 2021 Senior Notes, net $ 987,534 $ 986,942 Revolver — 200,000 Term Loans, net 815,439 815,004 Mortgage loans, net 407,752 407,492 Debt, net $ 2,210,725 $ 2,409,438 Senior Notes As of March 31, 2022 and December 31, 2021, respectively, the Company's Senior Notes (collectively, the "Senior Notes") consisted of the following (dollars in thousands): Carrying Value at Interest Rate Maturity Date March 31, 2022 December 31, 2021 Senior Notes due 2029 4.00% September 2029 $ 500,000 $ 500,000 Senior Notes due 2026 3.75% July 2026 500,000 500,000 1,000,000 1,000,000 Deferred financing costs, net (12,466) (13,058) Total senior notes, net $ 987,534 $ 986,942 The indentures governing the Senior Notes contain customary covenants that will limit the Operating Partnership’s ability and, in certain instances, the ability of its subsidiaries, to incur additional debt, create liens on assets, make distributions and pay dividends, make certain types of investments, issue guarantees of indebtedness, and make certain restricted payments. These limitations are subject to a number of exceptions and qualifications set forth in the indentures. A summary of the various restrictive covenants for the Senior Notes are as follows: Covenant Compliance Maintenance Covenant Unencumbered Asset to Unencumbered Debt Ratio > 150.0% Yes Incurrence Covenants Consolidated Indebtedness less than Adjusted Total Assets < .65x Yes Consolidated Secured Indebtedness less than Adjusted Total Assets < .45x Yes Interest Coverage Ratio > 1.5x Yes As of March 31, 2022 and December 31, 2021, the Company was in compliance with all covenants associated with the Senior Notes. Revolver and Term Loans The Company has the following credit agreements in place: • $600.0 million revolving credit facility with a scheduled maturity date of May 18, 2024 and a one year extension option if certain conditions are satisfied (the "Revolver"); • $400.0 million term loan with a scheduled maturity date of January 25, 2023 (the "$400 Million Term Loan Maturing 2023"); • $225.0 million term loan with a scheduled maturity date of January 25, 2023 (the "$225 Million Term Loan Maturing 2023"); and • $150.0 million term loan with a scheduled maturity date of June 10, 2023 (the "$150 Million Term Loan Maturing 2023"); and • $400.0 million term loan with a scheduled maturity date of May 18, 2025 (the "$400 Million Term Loan Maturing 2025"). The $400 Million Term Loan Maturing 2023, the $225 Million Term Loan Maturing 2023, $150 Million Term Loan Maturing 2023, and the $400 Million Term Loan Maturing 2025 are collectively the "Term Loans." The Company's credit agreements consisted of the following (dollars in thousands): Carrying Value at Interest Rate at March 31, 2022 (1) Maturity Date March 31, 2022 December 31, 2021 Revolver (2) 2.95% May 2024 $ — $ 200,000 $400 Million Term Loan Maturing 2023 4.69% January 2023 (4) 203,944 203,944 $225 Million Term Loan Maturing 2023 4.27% January 2023 (5) 114,718 114,718 $150 Million Term Loan Maturing 2023 4.18% June 2023 (6) 100,000 100,000 $400 Million Term Loan Maturing 2025 4.00% May 2025 400,000 400,000 818,662 1,018,662 Deferred financing costs, net (3) (3,223) (3,658) Total Revolver and Term Loans, net $ 815,439 $ 1,015,004 (1) Interest rate at March 31, 2022 gives effect to interest rate hedges. (2) At March 31, 2022 and December 31, 2021, there was $600.0 million and $400.0 million of remaining capacity on the Revolver, respectively. The Company also has the ability to extend the maturity date for an additional one year period ending May 2025 if certain conditions are satisfied. (3) Excludes $2.6 million and $2.9 million as of March 31, 2022 and December 31, 2021, respectively, related to deferred financing costs on the Revolver, which are included in prepaid expense and other assets in the accompanying consolidated balance sheets. (4) This term loan includes a one-year extension option for approximately $151.7 million of the principal balance. The exercise of the one-year extension option will be at the Company's discretion, subject to certain conditions. (5) This term loan includes a one-year extension option for approximately $73.0 million of the principal balance. The exercise of the one-year extension option will be at the Company's discretion, subject to certain conditions. (6) The Company has the option to extend the maturity one additional year to June 2024. The Revolver and Term Loans are subject to various financial covenants. A summary of the most restrictive covenants is as follows: Covenant Compliance Leverage ratio (1) <= 7.00x N/A (3) Fixed charge coverage ratio (2) >= 1.50x N/A (3) Secured indebtedness ratio <= 45.0% N/A (3) Unencumbered indebtedness ratio <= 60.0% N/A (3) Unencumbered debt service coverage ratio >= 2.00x N/A (3) Maintain minimum liquidity level >= $150.0 million Yes (1) Leverage ratio is net indebtedness, as defined in the Revolver and Term Loan agreements, to corporate earnings before interest, taxes, depreciation, and amortization ("EBITDA"), as defined in the Revolver and Term Loan agreements. (2) Fixed charge coverage ratio is Adjusted EBITDA, generally defined in the Revolver and Term Loan agreements as EBITDA less furniture, fixtures and equipment ("FF&E") reserves, to fixed charges, which is generally defined in the Revolver and Term Loan agreements as interest expense, all regularly scheduled principal payments, preferred dividends paid, and cash taxes paid. (3) The Company is not currently required to comply with these covenants, see details below. The Company's financial maintenance covenants under the Revolver and the Term Loan agreements are waived through the fiscal quarter ending March 31, 2022 (the “Covenant Relief Period”). In addition, for periods following the Covenant Relief Period, certain covenant thresholds have been modified. If the Company assesses that it is unlikely to meet the financial covenant thresholds for periods following the Covenant Relief Period, then the Company will seek an extension of the Covenant Relief Period. In April 2022, the Company also amended the Revolver and Term Loans to allow for repurchases of the Company's shares up to $50.0 million with either cash on hand, cash from operations, or disposition proceeds. Mortgage Loans The Company's mortgage loans consisted of the following (dollars in thousands): Carrying Value at Number of Assets Encumbered Interest Rate at March 31, 2022 Maturity Date March 31, 2022 December 31, 2021 Mortgage loan (1) 7 3.30% (3) April 2022 (4) $ 200,000 $ 200,000 Mortgage loan (1) 3 2.53% (3) April 2024 (5) 96,000 96,000 Mortgage loan (1) 4 3.43% (3) April 2024 (5) 85,000 85,000 Mortgage loan (2) 1 5.06% January 2029 27,463 27,554 15 408,463 408,554 Deferred financing costs, net (711) (1,062) Total mortgage loans, net $ 407,752 $ 407,492 (1) The hotels encumbered by the mortgage loan are cross-collateralized. Requires payments of interest only through maturity. (2) Includes $2.5 million and $2.6 million at March 31, 2022 and December 31, 2021, respectively, related to a fair value adjustment on this mortgage loan. (3) Interest rate at March 31, 2022 gives effect to interest rate hedges. (4) The mortgage loan provides two one year extension options. In April 2022, the Company exercised the first option to extend the maturity to April 2023. (5) The mortgage loan provides two one year extension options. Certain mortgage agreements are subject to various maintenance covenants requiring the Company to maintain a minimum debt yield or debt service coverage ratio ("DSCR"). Failure to meet the debt yield or DSCR thresholds is not an event of default, but instead triggers a cash trap event. During the cash trap event, the lender or servicer of the mortgage loan controls cash outflows until the loan is covenant compliant. In addition certain mortgage loans have other requirements including continued operation and maintenance of the hotel property. At March 31, 2022 and December 31, 2021, one and two mortgage loans, respectively, were in cash trap events. In addition, the DSCR covenant for one mortgage loan has been waived through December 31, 2022. At March 31, 2022 and December 31, 2021, there was approximately $15.7 million and $22.4 million, respectively, of restricted cash held by lenders due to cash trap events. Interest Expense The components of the Company's interest expense consisted of the following (in thousands): For the three months ended March 31, 2022 2021 Senior Notes $ 9,743 $ 5,942 Revolver and Term Loans 9,968 17,178 Mortgage loans 3,210 3,454 Amortization of deferred financing costs 1,684 1,321 Non-cash interest expense related to interest rate hedges (44) — Total interest expense $ 24,561 $ 27,895 |