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 Revolver and Term Loans The Company has the following unsecured credit agreements in place: • $600.0 million revolving credit facility with a scheduled maturity date of May 10, 2027 and either a one-year extension option or up to two six-month extension options if certain conditions are satisfied (the "Revolver"); • $400.0 million term loan with a scheduled maturity date of May 18, 2025 (the "$400 Million Term Loan Maturing 2025"); • $200.0 million term loan with a scheduled maturity date of January 31, 2026 and two one-year extension options if certain conditions are satisfied (the "$200 Million Term Loan Maturing 2026"); and • $225.0 million term loan with a scheduled maturity date of May 10, 2026 and two one-year extension options if certain conditions are satisfied (the "$225 Million Term Loan Maturing 2026"). The $400 Million Term Loan Maturing 2025, the $200 Million Term Loan Maturing 2026, and the $225 Million Term Loan Maturing 2026 are collectively referred to as the "Term Loans." The Company's unsecured credit agreements consisted of the following (dollars in thousands): Carrying Value at Interest Rate at June 30, 2024 (1) Maturity Date June 30, 2024 December 31, 2023 Revolver (2) 7.09% May 2027 $ 200,000 $ — $400 Million Term Loan Maturing 2025 4.72% May 2025 400,000 400,000 $200 Million Term Loan Maturing 2026 7.04% January 2026 (3) 200,000 200,000 $225 Million Term Loan Maturing 2026 4.07% May 2026 (3) 225,000 225,000 1,025,000 825,000 Deferred financing costs, net (4) (2,618) (3,557) Total Revolver and Term Loans, net $ 1,022,382 $ 821,443 (1) Interest rate at June 30, 2024 gives effect to interest rate hedges. (2) At June 30, 2024 and December 31, 2023, there was $400.0 million and $600.0 million, respectively, of remaining capacity on the Revolver. The Company has the ability to extend the maturity date for an additional one-year period or up to two six-month periods ending May 2028 if certain conditions are satisfied. In April 2024, the Company borrowed $200.0 million under the Revolver and utilized the proceeds to repay a $200.0 million maturing mortgage loan. (3) This Term Loan includes two one-year extension options at the Company's discretion, subject to certain conditions. (4) Excludes $4.7 million and $5.6 million as of June 30, 2024 and December 31, 2023, respectively, related to deferred financing costs on the Revolver, which are included in prepaid expense and other assets in the accompanying consolidated balance sheets. 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) <= 7.25x Yes Fixed charge coverage ratio (2) >= 1.50x Yes Secured indebtedness ratio <= 45.0% Yes Unencumbered indebtedness ratio <= 60.0% Yes Unencumbered debt service coverage ratio >= 2.00x 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. Mortgage Loans The Company's mortgage loans consisted of the following (dollars in thousands): Carrying Value at Number of Assets Encumbered Interest Rate at June 30, 2024 Maturity Date June 30, 2024 December 31, 2023 Mortgage loan (1) — —% — $ — $ 200,000 Mortgage loan (2) 3 5.04% (4) April 2025 (5) 96,000 96,000 Mortgage loan (2) 4 5.61% (4) April 2025 (5) 85,000 85,000 Mortgage loan (3) 1 5.06% January 2029 26,652 26,833 8 207,652 407,833 Deferred financing costs, net (246) (170) Total mortgage loans, net $ 207,406 $ 407,663 (1) In April 2024, the Company fully repaid this mortgage loan using a $200.0 million draw under its Revolver. (2) The hotels encumbered by the mortgage loan are cross-collateralized. Requires payments of interest only through maturity. (3) Includes $1.7 million and $1.8 million at June 30, 2024 and December 31, 2023, respectively, related to a fair value adjustment on this mortgage loan from purchase price allocation at hotel property acquisition. This mortgage loan requires payments of interest only through maturity. (4) Interest rate at June 30, 2024 gives effect to interest rate hedges. (5) This mortgage loan provides for a one-year extension option to April 2026, subject to certain conditions. 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. At June 30, 2024, all mortgage loans exceeded the minimum debt yield or DSCR thresholds. Interest Expense The components of the Company's interest expense consisted of the following (in thousands): For the three months ended June 30, For the six months ended June 30, 2024 2023 2024 2023 Senior Notes $ 9,688 $ 9,688 $ 19,375 $ 19,375 Revolver and Term Loans 13,787 7,266 22,847 15,810 Mortgage loans 2,612 5,616 8,269 9,559 Amortization of deferred financing costs 1,544 1,491 3,116 2,965 Non-cash interest expense related to interest rate hedges 418 482 900 964 Total interest expense $ 28,049 $ 24,543 $ 54,507 $ 48,673 " id="sjs-B4" xml:space="preserve">Debt The Company's debt consisted of the following (in thousands): June 30, 2024 December 31, 2023 Senior Notes, net $ 992,854 $ 991,672 Revolver Outstanding 200,000 — Term Loans, net 822,382 821,443 Mortgage loans, net 207,406 407,663 Debt, net $ 2,222,642 $ 2,220,778 Senior Notes The Company's senior notes (collectively, the "Senior Notes") consisted of the following (dollars in thousands): Carrying Value at Interest Rate Maturity Date June 30, 2024 December 31, 2023 2029 Senior Notes (1) 4.00% September 2029 $ 500,000 $ 500,000 2026 Senior Notes (1) 3.75% July 2026 500,000 500,000 1,000,000 1,000,000 Deferred financing costs, net (7,146) (8,328) Total senior notes, net $ 992,854 $ 991,672 (1) Requires payment of interest only through maturity. The indentures governing the Senior Notes contain customary covenants that 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 Revolver and Term Loans The Company has the following unsecured credit agreements in place: • $600.0 million revolving credit facility with a scheduled maturity date of May 10, 2027 and either a one-year extension option or up to two six-month extension options if certain conditions are satisfied (the "Revolver"); • $400.0 million term loan with a scheduled maturity date of May 18, 2025 (the "$400 Million Term Loan Maturing 2025"); • $200.0 million term loan with a scheduled maturity date of January 31, 2026 and two one-year extension options if certain conditions are satisfied (the "$200 Million Term Loan Maturing 2026"); and • $225.0 million term loan with a scheduled maturity date of May 10, 2026 and two one-year extension options if certain conditions are satisfied (the "$225 Million Term Loan Maturing 2026"). The $400 Million Term Loan Maturing 2025, the $200 Million Term Loan Maturing 2026, and the $225 Million Term Loan Maturing 2026 are collectively referred to as the "Term Loans." The Company's unsecured credit agreements consisted of the following (dollars in thousands): Carrying Value at Interest Rate at June 30, 2024 (1) Maturity Date June 30, 2024 December 31, 2023 Revolver (2) 7.09% May 2027 $ 200,000 $ — $400 Million Term Loan Maturing 2025 4.72% May 2025 400,000 400,000 $200 Million Term Loan Maturing 2026 7.04% January 2026 (3) 200,000 200,000 $225 Million Term Loan Maturing 2026 4.07% May 2026 (3) 225,000 225,000 1,025,000 825,000 Deferred financing costs, net (4) (2,618) (3,557) Total Revolver and Term Loans, net $ 1,022,382 $ 821,443 (1) Interest rate at June 30, 2024 gives effect to interest rate hedges. (2) At June 30, 2024 and December 31, 2023, there was $400.0 million and $600.0 million, respectively, of remaining capacity on the Revolver. The Company has the ability to extend the maturity date for an additional one-year period or up to two six-month periods ending May 2028 if certain conditions are satisfied. In April 2024, the Company borrowed $200.0 million under the Revolver and utilized the proceeds to repay a $200.0 million maturing mortgage loan. (3) This Term Loan includes two one-year extension options at the Company's discretion, subject to certain conditions. (4) Excludes $4.7 million and $5.6 million as of June 30, 2024 and December 31, 2023, respectively, related to deferred financing costs on the Revolver, which are included in prepaid expense and other assets in the accompanying consolidated balance sheets. 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) <= 7.25x Yes Fixed charge coverage ratio (2) >= 1.50x Yes Secured indebtedness ratio <= 45.0% Yes Unencumbered indebtedness ratio <= 60.0% Yes Unencumbered debt service coverage ratio >= 2.00x 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. Mortgage Loans The Company's mortgage loans consisted of the following (dollars in thousands): Carrying Value at Number of Assets Encumbered Interest Rate at June 30, 2024 Maturity Date June 30, 2024 December 31, 2023 Mortgage loan (1) — —% — $ — $ 200,000 Mortgage loan (2) 3 5.04% (4) April 2025 (5) 96,000 96,000 Mortgage loan (2) 4 5.61% (4) April 2025 (5) 85,000 85,000 Mortgage loan (3) 1 5.06% January 2029 26,652 26,833 8 207,652 407,833 Deferred financing costs, net (246) (170) Total mortgage loans, net $ 207,406 $ 407,663 (1) In April 2024, the Company fully repaid this mortgage loan using a $200.0 million draw under its Revolver. (2) The hotels encumbered by the mortgage loan are cross-collateralized. Requires payments of interest only through maturity. (3) Includes $1.7 million and $1.8 million at June 30, 2024 and December 31, 2023, respectively, related to a fair value adjustment on this mortgage loan from purchase price allocation at hotel property acquisition. This mortgage loan requires payments of interest only through maturity. (4) Interest rate at June 30, 2024 gives effect to interest rate hedges. (5) This mortgage loan provides for a one-year extension option to April 2026, subject to certain conditions. 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. At June 30, 2024, all mortgage loans exceeded the minimum debt yield or DSCR thresholds. Interest Expense The components of the Company's interest expense consisted of the following (in thousands): For the three months ended June 30, For the six months ended June 30, 2024 2023 2024 2023 Senior Notes $ 9,688 $ 9,688 $ 19,375 $ 19,375 Revolver and Term Loans 13,787 7,266 22,847 15,810 Mortgage loans 2,612 5,616 8,269 9,559 Amortization of deferred financing costs 1,544 1,491 3,116 2,965 Non-cash interest expense related to interest rate hedges 418 482 900 964 Total interest expense $ 28,049 $ 24,543 $ 54,507 $ 48,673 |