Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2024 | Aug. 02, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2024 | |
Document Transition Report | false | |
Entity File Number | 1-11527 | |
Entity Registrant Name | SERVICE PROPERTIES TRUST | |
Entity Incorporation, State or Country Code | MD | |
Entity Tax Identification Number | 04-3262075 | |
Entity Address, Address Line One | Two Newton Place | |
Entity Address, Address Line Two | 255 Washington Street | |
Entity Address, Address Line Three | Suite 300 | |
Entity Address, City or Town | Newton | |
Entity Address, State or Province | MA | |
Entity Address, Postal Zip Code | 02458-1634 | |
City Area Code | 617 | |
Local Phone Number | 964-8389 | |
Title of Each Class | Common Shares of Beneficial Interest | |
Trading Symbol | SVC | |
Name of each Exchange on which Registered | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 165,889,356 | |
Entity Central Index Key | 0000945394 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q2 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 | |
Real estate properties: | |||
Land | $ 1,941,008 | $ 1,972,145 | |
Buildings, improvements and equipment | 7,636,707 | 7,814,192 | |
Total real estate properties, gross | 9,577,715 | 9,786,337 | |
Accumulated depreciation | (3,164,885) | (3,181,797) | |
Total real estate properties, net | 6,412,830 | 6,604,540 | |
Acquired real estate leases and other intangibles, net | 118,753 | 130,622 | |
Assets held for sale | 116,984 | 10,500 | |
Cash and cash equivalents | 14,626 | 180,119 | |
Restricted cash | 14,830 | [1] | 17,711 |
Equity method investment | 108,106 | 113,304 | |
Due from related persons | 28,959 | 6,376 | |
Other assets, net | 306,573 | 292,944 | |
Total assets | 7,121,661 | 7,356,116 | |
LIABILITIES AND SHAREHOLDERS’ EQUITY | |||
Revolving credit facility | 0 | 0 | |
Mortgage notes payable, net | 563,727 | 558,876 | |
Total liabilities | 6,112,855 | 6,129,983 | |
Commitments and contingencies | |||
Shareholders’ equity: | |||
Common shares of beneficial interest, $.01 par value; 200,000,000 shares authorized; 165,903,837 and 165,769,595 shares issued and outstanding, respectively | 1,659 | 1,658 | |
Additional paid in capital | 4,559,220 | 4,557,473 | |
Cumulative other comprehensive income | 1,782 | 2,318 | |
Cumulative net income | 2,318,267 | 2,470,500 | |
Cumulative common distributions | (5,872,122) | (5,805,816) | |
Total shareholders’ equity | 1,008,806 | 1,226,133 | |
Total liabilities and shareholders’ equity | 7,121,661 | 7,356,116 | |
Nonrelated Party | |||
LIABILITIES AND SHAREHOLDERS’ EQUITY | |||
Accounts payable and other liabilities | 552,649 | 587,005 | |
Related Party | |||
LIABILITIES AND SHAREHOLDERS’ EQUITY | |||
Accounts payable and other liabilities | 12,405 | 22,758 | |
Senior Secured Notes | |||
LIABILITIES AND SHAREHOLDERS’ EQUITY | |||
Senior notes | 970,051 | 968,017 | |
Senior Unsecured Notes | |||
LIABILITIES AND SHAREHOLDERS’ EQUITY | |||
Senior notes | $ 4,014,023 | $ 3,993,327 | |
[1] (1) Restricted cash consists of amounts escrowed pursuant to the terms of our hotel management agreements to fund capital improvements at our hotels and amounts escrowed as required by certain of our debt agreements. |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2024 | Dec. 31, 2023 |
Shareholders’ equity: | ||
Common shares, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common shares, shares authorized (in shares) | 200,000,000 | 200,000,000 |
Common shares, shares issued (in shares) | 165,903,837 | 165,769,595 |
Common shares, shares outstanding (in shares) | 165,903,837 | 165,769,595 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Revenues: | ||||
Hotel operating revenues | $ 412,486 | $ 404,327 | $ 748,722 | $ 739,123 |
Rental income | 100,462 | 99,452 | 200,476 | 193,865 |
Total revenues | 512,948 | 503,779 | 949,198 | 932,988 |
Expenses: | ||||
Hotel operating expenses | 328,247 | 309,100 | 633,333 | 608,666 |
Net lease operating expenses | 4,958 | 4,372 | 9,681 | 8,277 |
Depreciation and amortization | 95,674 | 94,571 | 188,781 | 194,610 |
General and administrative | 10,681 | 12,420 | 21,187 | 23,331 |
Transaction related costs | 0 | 931 | 0 | 1,818 |
Loss on asset impairment, net | 34,887 | 9,005 | 37,338 | 9,005 |
Total expenses | 474,447 | 430,399 | 890,320 | 845,707 |
(Loss) gain on sale of real estate, net | (32) | (62) | (2,995) | 41,836 |
(Loss) gain on equity securities, net | 0 | (593) | 0 | 48,837 |
Interest income | 819 | 3,468 | 2,781 | 6,254 |
Interest expense (including amortization of debt issuance costs, discounts and premiums of $7,466, $6,804, $14,692 and $12,036, respectively) | (93,850) | (82,503) | (185,264) | (164,083) |
Loss on early extinguishment of debt, net | 16,048 | 238 | 16,048 | 282 |
(Loss) income before income tax expense and equity in (losses) earnings of an investee | (70,610) | (6,548) | (142,648) | 19,843 |
Income tax expense | (524) | (5,247) | (1,531) | (1,467) |
Equity in (losses) earnings of an investee | (2,716) | 517 | (8,054) | (3,704) |
Net (loss) income | (73,850) | (11,278) | (152,233) | 14,672 |
Other comprehensive (loss) income: | ||||
Equity interest in investee’s unrealized (losses) gains | (192) | 215 | (536) | 1 |
Other comprehensive (loss) income | (192) | 215 | (536) | 1 |
Comprehensive (loss) income | $ (74,042) | $ (11,063) | $ (152,769) | $ 14,673 |
Weighted average common shares outstanding (basic) (in shares) | 165,198 | 164,902 | 165,178 | 164,884 |
Weighted average common shares outstanding - diluted (in shares) | 165,198 | 164,902 | 165,178 | 164,884 |
Net (loss) income per common share (basic) (in dollars per share) | $ (0.45) | $ (0.07) | $ (0.92) | $ 0.09 |
Net (loss) income per common share (diluted) (in dollars per share) | $ (0.45) | $ (0.07) | $ (0.92) | $ 0.09 |
Revenue from contract with customer, product and service, extensible enumeration | Hotel | Hotel | Hotel | Hotel |
Cost, product and service, extensible enumeration | Hotel | Hotel | Hotel | Hotel |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Income Statement [Abstract] | ||||
Interest expense, amortization of debt issuance costs and debt discounts and premiums | $ 7,466 | $ 6,804 | $ 14,692 | $ 12,036 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Shares | Cumulative Common Distributions | Additional Paid in Capital | Cumulative Net Income | Cumulative Other Comprehensive Income |
Beginning balance (in shares) at Dec. 31, 2022 | 165,452,566 | |||||
Beginning balance at Dec. 31, 2022 | $ 1,388,792 | $ 1,655 | $ (5,673,386) | $ 4,554,861 | $ 2,503,279 | $ 2,383 |
Increase (Decrease) in Shareholders' Equity | ||||||
Net (loss) income | 25,950 | 25,950 | ||||
Equity interest in investee’s unrealized (losses) gains | (214) | (214) | ||||
Common share grants | 514 | 514 | ||||
Common share repurchases (in shares) | (4,971) | |||||
Common share repurchases | (46) | (46) | ||||
Common share forfeitures (in shares) | (1,600) | |||||
Common share forfeitures | (1) | (1) | ||||
Distributions | (33,090) | (33,090) | ||||
Ending balance (in shares) at Mar. 31, 2023 | 165,445,995 | |||||
Ending balance at Mar. 31, 2023 | 1,381,905 | $ 1,655 | (5,706,476) | 4,555,328 | 2,529,229 | 2,169 |
Beginning balance (in shares) at Dec. 31, 2022 | 165,452,566 | |||||
Beginning balance at Dec. 31, 2022 | 1,388,792 | $ 1,655 | (5,673,386) | 4,554,861 | 2,503,279 | 2,383 |
Increase (Decrease) in Shareholders' Equity | ||||||
Net (loss) income | 14,672 | |||||
Equity interest in investee’s unrealized (losses) gains | 1 | |||||
Ending balance (in shares) at Jun. 30, 2023 | 165,483,834 | |||||
Ending balance at Jun. 30, 2023 | 1,339,075 | $ 1,655 | (5,739,565) | 4,556,650 | 2,517,951 | 2,384 |
Beginning balance (in shares) at Mar. 31, 2023 | 165,445,995 | |||||
Beginning balance at Mar. 31, 2023 | 1,381,905 | $ 1,655 | (5,706,476) | 4,555,328 | 2,529,229 | 2,169 |
Increase (Decrease) in Shareholders' Equity | ||||||
Net (loss) income | (11,278) | (11,278) | ||||
Equity interest in investee’s unrealized (losses) gains | 215 | 215 | ||||
Common share grants (in shares) | 56,000 | |||||
Common share grants | 1,474 | 1,474 | ||||
Common share repurchases (in shares) | (16,761) | |||||
Common share repurchases | (150) | (150) | ||||
Common share forfeitures (in shares) | (1,400) | |||||
Common share forfeitures | (2) | (2) | ||||
Distributions | (33,089) | (33,089) | ||||
Ending balance (in shares) at Jun. 30, 2023 | 165,483,834 | |||||
Ending balance at Jun. 30, 2023 | 1,339,075 | $ 1,655 | (5,739,565) | 4,556,650 | 2,517,951 | 2,384 |
Beginning balance (in shares) at Dec. 31, 2023 | 165,769,595 | |||||
Beginning balance at Dec. 31, 2023 | 1,226,133 | $ 1,658 | (5,805,816) | 4,557,473 | 2,470,500 | 2,318 |
Increase (Decrease) in Shareholders' Equity | ||||||
Net (loss) income | (78,383) | (78,383) | ||||
Equity interest in investee’s unrealized (losses) gains | (344) | (344) | ||||
Common share grants | 430 | 430 | ||||
Common share repurchases (in shares) | (1,537) | |||||
Common share repurchases | (13) | (13) | ||||
Distributions | (33,154) | (33,154) | ||||
Ending balance (in shares) at Mar. 31, 2024 | 165,768,058 | |||||
Ending balance at Mar. 31, 2024 | 1,114,669 | $ 1,658 | (5,838,970) | 4,557,890 | 2,392,117 | 1,974 |
Beginning balance (in shares) at Dec. 31, 2023 | 165,769,595 | |||||
Beginning balance at Dec. 31, 2023 | 1,226,133 | $ 1,658 | (5,805,816) | 4,557,473 | 2,470,500 | 2,318 |
Increase (Decrease) in Shareholders' Equity | ||||||
Net (loss) income | (152,233) | |||||
Equity interest in investee’s unrealized (losses) gains | $ (536) | |||||
Common share repurchases (in shares) | (11,798) | |||||
Ending balance (in shares) at Jun. 30, 2024 | 165,903,837 | |||||
Ending balance at Jun. 30, 2024 | $ 1,008,806 | $ 1,659 | (5,872,122) | 4,559,220 | 2,318,267 | 1,782 |
Beginning balance (in shares) at Mar. 31, 2024 | 165,768,058 | |||||
Beginning balance at Mar. 31, 2024 | 1,114,669 | $ 1,658 | (5,838,970) | 4,557,890 | 2,392,117 | 1,974 |
Increase (Decrease) in Shareholders' Equity | ||||||
Net (loss) income | (73,850) | (73,850) | ||||
Equity interest in investee’s unrealized (losses) gains | (192) | (192) | ||||
Common share grants (in shares) | 146,040 | |||||
Common share grants | 1,396 | $ 1 | 1,395 | |||
Common share repurchases (in shares) | (10,261) | |||||
Common share repurchases | (65) | (65) | ||||
Distributions | (33,152) | (33,152) | ||||
Ending balance (in shares) at Jun. 30, 2024 | 165,903,837 | |||||
Ending balance at Jun. 30, 2024 | $ 1,008,806 | $ 1,659 | $ (5,872,122) | $ 4,559,220 | $ 2,318,267 | $ 1,782 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Cash flows from operating activities: | ||
Net (loss) income | $ (152,233) | $ 14,672 |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | ||
Depreciation and amortization | 188,781 | 194,610 |
Net amortization of debt issuance costs, discounts and premiums as interest | 14,692 | 12,036 |
Straight line rental income | (10,546) | (319) |
Loss on early extinguishment of debt, net | 16,048 | 282 |
Loss on asset impairment, net | 37,338 | 9,005 |
Gains on equity securities, net | 0 | (48,837) |
Equity in losses of an investee | 8,054 | 3,704 |
Loss (gain) on sale of real estate, net | 2,995 | (41,836) |
Other non-cash income, net | (881) | (546) |
Changes in assets and liabilities: | ||
Due from related persons | (22,583) | (3,667) |
Other assets | (4,214) | 10,006 |
Accounts payable and other liabilities | (29,829) | 182,792 |
Due to related persons | (4,729) | (3,399) |
Net cash provided by operating activities | 42,893 | 328,503 |
Cash flows from investing activities: | ||
Acquisition of real estate properties | 0 | (165,688) |
Proceeds from sale of TravelCenters of America Inc. common shares | 0 | 101,892 |
Proceeds from sale of tradenames and trademarks | 0 | 89,400 |
Real estate improvements | (142,382) | (63,562) |
Hotel managers’ purchases with restricted cash | (2,869) | (3,041) |
Net proceeds from sale of real estate | 5,844 | 144,959 |
Investment in Sonesta | (3,392) | 0 |
Net cash (used in) provided by investing activities | (142,799) | 103,960 |
Cash flows from financing activities: | ||
Proceeds from mortgage notes payable, net of discounts | 0 | 576,946 |
Repayment of mortgage notes payable | (979) | (653) |
Proceeds from senior unsecured notes, net of discounts | 1,165,007 | 0 |
Repayment of senior unsecured notes | (1,162,520) | (500,000) |
Payment of debt issuance costs | (3,592) | (37,176) |
Repurchase of common shares | (78) | (196) |
Distributions to common shareholders | (66,306) | (66,179) |
Net cash used in financing activities | (68,468) | (27,258) |
(Decrease) increase in cash and cash equivalents and restricted cash | (168,374) | 405,205 |
Cash and cash equivalents and restricted cash at beginning of period | 197,830 | 45,420 |
Cash and cash equivalents and restricted cash at end of period | $ 29,456 | $ 450,625 |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - Supplemental Information - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | ||
Supplemental disclosure of cash and cash equivalents and restricted cash: | |||
Cash and cash equivalents | $ 14,626 | $ 434,867 | |
Restricted cash | [1] | 14,830 | 15,758 |
Total cash and cash equivalents and restricted cash | 29,456 | 450,625 | |
Supplemental cash flow information: | |||
Cash paid for interest | 184,737 | 152,294 | |
Cash paid for income taxes | 2,886 | 1,398 | |
Non-cash investing activities: | |||
Real estate improvements accrued, not paid | 37,499 | 17,081 | |
Extinguishment of senior unsecured notes | $ 2,569 | $ 0 | |
[1] (1) Restricted cash consists of amounts escrowed pursuant to the terms of our hotel management agreements to fund capital improvements at our hotels and amounts escrowed as required by certain of our debt agreements. |
Organization and Basis of Prese
Organization and Basis of Presentation | 6 Months Ended |
Jun. 30, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Basis of Presentation | Note 1. Organization and Basis of Presentation Service Properties Trust, or we, us or our, is a real estate investment trust, or REIT, organized on February 7, 1995 under the laws of the State of Maryland, which invests in hotels and service-focused retail net lease properties. At June 30, 2024, we owned, directly and through our subsidiaries, 220 hotels and 749 service-focused retail net lease properties. Basis of Presentation The accompanying condensed consolidated financial statements of us are unaudited. Certain information and disclosures required by U.S. generally accepted accounting principles, or GAAP, for complete financial statements have been condensed or omitted. We believe the disclosures made are adequate to make the information presented not misleading. However, the accompanying condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes contained in our Annual Report on Form 10-K for the year ended December 31, 2023, or our 2023 Annual Report. In the opinion of management, all adjustments, consisting of normal recurring accruals considered necessary for a fair statement of results for the interim period have been included. These condensed consolidated financial statements include our accounts and the accounts of our subsidiaries, all of which are 100% owned directly or indirectly by us. All intercompany transactions and balances with or among our consolidated subsidiaries have been eliminated. Our operating results for interim periods and those of our managers and tenants are not necessarily indicative of the results that may be expected for the full year. The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect reported amounts. Actual results could differ from those estimates. Significant estimates in our condensed consolidated financial statements include the allowance for credit losses, purchase price allocations, useful lives of fixed assets and impairment of real estate and related intangibles. We have determined that each of our wholly owned taxable REIT subsidiaries, or TRSs, is a variable interest entity, or VIE, as defined under the Consolidation Topic of the Financial Accounting Standards Board, or FASB, Accounting Standards Codification ™ , or ASC . We have concluded that we must consolidate each of our wholly owned TRSs because we are the entity with the power to direct the activities that most significantly impact such VIEs’ performance and we have the obligation to absorb losses or the right to receive benefits from each VIE that could be significant to the VIE and are, therefore, the primary beneficiary of each VIE. The assets of our TRSs were $165,766 and $142,789 as of June 30, 2024 and December 31, 2023, respectively, and consist primarily of our TRSs’ investment in Sonesta Holdco Corporation’s, or Sonesta’s, common stock and amounts due from and working capital advances to certain of our hotel managers. The liabilities of our TRSs were $107,250 and $81,262 as of June 30, 2024 and December 31, 2023, respectively, and consist primarily of amounts payable to certain of our hotel managers. The assets of our TRSs are available to satisfy our TRSs’ obligations and we have guaranteed certain obligations of our TRSs. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Standards Update and Change in Accounting Principle [Abstract] | |
Recent Accounting Pronouncements | Note 2. Recent Accounting Pronouncements On November 27, 2023, the FASB issued Accounting Standards Update, or ASU, No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures , or ASU No. 2023-07, which requires public entities to: (i) provide disclosures of significant segment expenses and other segment items if they are regularly provided to the Chief Operating Decision Maker, or the CODM, and included in each reported measure of segment profit or loss; (ii) provide all annual disclosures about a reportable segment’s profit or loss and assets currently required by ASC 280, Segment Reporting , or ASC 280, in interim periods; and (iii) disclose the CODM’s title and position, as well as an explanation of how the CODM uses the reported measures and other disclosures. The amendments in ASU No. 2023-07 are incremental to the requirements in ASC 280 and do not change how a public entity identifies its operating segments, aggregates those operating segments, or applies the quantitative thresholds to determine its reportable segments. ASU No. 2023-07 should be applied retrospectively to all prior periods presented in the financial statements and is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. We are currently evaluating the impact ASU No. 2023-07 will have on our consolidated financial statements and disclosures. On December 14, 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures , or ASU No. 2023-09, which requires public entities to enhance its annual income tax disclosures by requiring: (i) consistent categories and greater disaggregation of information in the rate reconciliation, and (ii) income taxes paid disaggregated by jurisdiction. ASU No. 2023-09 should be applied prospectively but entities have the option to apply it retrospectively to all prior periods presented in the financial statements. ASU No. 2023-09 is effective for annual periods beginning after December 15, 2024, with early adoption permitted. We are currently evaluating the impact ASU No. 2023-09 will have on our consolidated financial statements and disclosures. |
Revenue Recognition
Revenue Recognition | 6 Months Ended |
Jun. 30, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Note 3. Revenue Recognition We report hotel operating revenues for managed hotels in our condensed consolidated statements of comprehensive income (loss). We generally recognize hotel operating revenues, consisting primarily of room and food and beverage sales, when goods and services are provided. We report rental income for leased properties in our condensed consolidated statements of comprehensive income (loss). We recognize rental income from operating leases on a straight line basis over the terms of the lease agreements. We increased rental income by $4,778 and $2,767 for the three months ended June 30, 2024 and 2023, respectively, and increased rental income by $10,546 and $319 for the six months ended June 30, 2024 and 2023, respectively, to record scheduled rent changes under certain of our leases on a straight line basis. Other assets, net, includes $70,479 and $56,833 of straight line rent receivables at June 30, 2024 and December 31, 2023, respectively. Certain of our lease agreements require additional percentage rent if gross revenues of our properties exceed certain thresholds defined in our lease agreements. We determine percentage rent due to us under our leases monthly, quarterly or annually, as applicable, depending on the specific lease terms, and recognize it when all contingencies are met and the rent is earned. We recorded percentage rent of $471 and $4,449 for the three months ended June 30, 2024 and 2023, respectively, and $1,015 and $4,792 for the six months ended June 30, 2024 and 2023, respectively. We own all the escrowed reserves established for the regular refurbishment of our hotels, or FF&E reserves. We do not report the FF&E reserves for our managed hotels as FF&E reserve income. |
Per Common Share Amounts
Per Common Share Amounts | 6 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
Per Common Share Amounts | Note 4. Per Common Share Amounts We calculate basic earnings per common share using the two class method. We calculate diluted earnings per common share using the more dilutive of the two class method or the treasury stock method. Unvested common share awards and other potentially dilutive common shares, together with the related impact on earnings, are considered when calculating diluted earnings per share. For the three and six months ended June 30, 2024 and 2023, there were no dilutive common shares and certain unvested common shares were not included in the calculation of diluted earnings per share because to do so would have been antidilutive. |
Real Estate Properties
Real Estate Properties | 6 Months Ended |
Jun. 30, 2024 | |
Real Estate [Abstract] | |
Real Estate Properties | Note 5. Real Estate Properties As of June 30, 2024, we owned 220 hotels with an aggregate of 37,697 rooms or suites and 749 service-focused retail net lease properties with an aggregate of 13,384,219 square feet that are primarily subject to “triple net” leases, or net leases where the tenant is generally responsible for payment of operating expenses and capital expenditures of the property during the lease term. Our properties had an aggregate undepreciated carrying value of $9,807,697, including $229,982 related to properties classified as held for sale as of June 30, 2024. We funded capital improvements to certain of our properties of $135,124 during the six months ended June 30, 2024. Dispositions During the six months ended June 30, 2024, we sold four properties for an aggregate sales price of $6,247, excluding closing costs. The sales of these properties as presented in the table below do not represent significant dispositions, individually or in the aggregate, nor do they represent a strategic shift in our business. As a result, the results of the operations of these properties are included in continuing operations through the date of sale in our condensed consolidated statements of comprehensive income (loss). Quarter Sold Property Type Number of Properties Rooms or Suites / Square Feet Gross Sales Price Loss on Sale of Real Estate Q1 2024 Hotel 1 84 $ 3,315 $ (863) Q1 2024 Net Lease 3 34,849 2,932 (2,132) 4 84 / 34,849 $ 6,247 $ (2,995) As of June 30, 2024, we had 20 hotels with an aggregate of 2,541 keys and an aggregate carrying value of $107,044 and 13 net lease properties with an aggregate of 142,329 square feet and an aggregate carrying value of $7,169 classified as held for sale. See Note 14 for further information on these properties. From July 1, 2024 through August 2, 2024, we sold two hotels with an aggregate of 346 keys for an aggregate sales price of $10,800, excluding closing costs, and three vacant net lease properties with an aggregate of 9,388 square feet for an aggregate sales price of $1,800, excluding closing costs. As of August 2, 2024, we have entered into agreements to sell 16 hotels with an aggregate of 1,930 keys for an aggregate sales price of $113,200, excluding closing costs, and one net lease property with 3,381 square feet for a sales price of $1,250, excluding closing costs. These pending sales are subject to conditions; accordingly, we cannot be sure that we will complete these sales, that these sales will not be delayed or that the terms will not change. We continue to market three hotels with an aggregate of 407 keys and nine net lease properties with an aggregate of 129,560 square feet for sale. We believe it is probable that the sales of these properties will be completed within one year. |
Management Agreements and Lease
Management Agreements and Leases | 6 Months Ended |
Jun. 30, 2024 | |
Leases [Abstract] | |
Management Agreements and Leases | Note 6. Management Agreements and Leases As of June 30, 2024, we owned 220 hotels included in four operating agreements and 749 service-focused retail properties net leased to 178 tenants. We do not operate any of our properties. As of June 30, 2024, all 220 of our hotels were managed by subsidiaries of the following companies: Sonesta (195 hotels), Hyatt Hotels Corporation, or Hyatt (17 hotels), Radisson Hospitality, Inc., or Radisson (seven hotels), and InterContinental Hotels Group, plc, or IHG (one hotel). As of June 30, 2024, we owned 749 service-focused retail net lease properties with 178 tenants, including 175 travel centers leased to TA, our largest tenant. Hereinafter, these companies are sometimes referred to as our managers and/or tenants, or collectively, operators. Hotel Agreements Sonesta Agreement. As of June 30, 2024, Sonesta managed 40 of our full-service hotels, 111 of our extended stay hotels and 44 of our select service hotels pursuant to management agreements for all of the hotels, which we collectively refer to as our Sonesta agreement. The hotels Sonesta managed for us comprised approximately 50.1% of our total historical real estate investments. Our Sonesta agreement, which expires on January 31, 2037 and includes two 15-year renewal options, provides that we are paid an annual owner’s priority return if gross revenues of the hotels, after payment of hotel operating expenses and management and related fees (other than Sonesta’s incentive fee, if applicable), are sufficient to do so. The Sonesta agreement further provides that we are paid an additional return equal to 80% of the operating profits, as defined therein, after paying the owner’s priority return, reimbursing owner or manager advances, funding FF&E reserves and paying Sonesta’s incentive fee, if applicable. We do not have any security deposits or guarantees for our Sonesta hotels. We realized returns under our Sonesta agreement of $75,130 and $84,899 during the three months ended June 30, 2024 and 2023, respectively, and $102,505 and $115,136 during the six months ended June 30, 2024 and 2023, respectively. Our Sonesta agreement requires us to fund capital expenditures made at our hotels. We incurred capital expenditures for hotels included in our Sonesta agreement in an aggregate amount of $106,366 and $54,209 during the six months ended June 30, 2024 and 2023, respectively, which resulted in increases in our contractual annual owner’s priority returns of $6,382 and $3,253, respectively. Our annual priority return under our Sonesta agreement as of June 30, 2024 was $360,353. We owed Sonesta $7,883 and $13,300 for capital expenditures and other reimbursements at June 30, 2024 and December 31, 2023, respectively. Sonesta owed us $28,959 and $6,376 in owner’s priority returns and other amounts as of June 30, 2024 and December 31, 2023, respectively. Amounts due from Sonesta are included in due from related persons and amounts owed to Sonesta are included in due to related persons in our condensed consolidated balance sheets. Our Sonesta agreement requires that 5% of the hotel gross revenues be escrowed for future capital expenditures as FF&E reserves, subject to available cash flows after payment of the owner’s priority returns due to us. No FF&E escrow deposits were required during either of the three or six months ended June 30, 2024 or 2023. Pursuant to our Sonesta agreement, we incurred management, reservation and system fees and reimbursement costs for certain guest loyalty, marketing programs and third-party reservation transmission fees of $32,969 and $32,121 for the three months ended June 30, 2024 and 2023, respectively, and $59,984 and $58,257 for the six months ended June 30, 2024 and 2023, respectively. These fees and costs are included in hotel operating expenses in our condensed consolidated statements of comprehensive income (loss). In addition, we incurred procurement and construction supervision fees payable to Sonesta of $587 and $341 for the three months ended June 30, 2024 and 2023, respectively, and $987 and $548 for the six months ended June 30, 2024 and 2023, respectively, which amounts have been capitalized in our condensed consolidated balance sheets and are depreciated over the estimated useful lives of the related capital assets. We are required to maintain working capital for each of our hotels managed by Sonesta and have advanced a fixed amount based on the number of rooms in each hotel to meet the cash needs for hotel operations. As of each of June 30, 2024 and December 31, 2023, we had advanced $48,490 of initial working capital to Sonesta net of any working capital returned to us on termination of the applicable management agreements in connection with hotels we have sold. These amounts are included in other assets, net in our condensed consolidated balance sheets. Any remaining working capital would be returned to us upon termination in accordance with the terms of our Sonesta agreement. See Notes 7 and 11 for further information regarding our relationships, agreements and transactions with Sonesta. Hyatt Agreement. As of June 30, 2024, Hyatt managed 17 of our select service hotels pursuant to a portfolio management agreement that expires on March 31, 2031, or our Hyatt agreement, and provides that, as of June 30, 2024, we are to be paid an annual owner’s priority return of $16,958. Any returns we receive from Hyatt are currently limited to the hotels’ available cash flows, if any, after payment of operating expenses. Hyatt has provided us with a $30,000 limited guarantee for 75% of the aggregate annual owner’s priority returns due to us that will become effective upon substantial completion of planned renovations of the hotels, which we currently expect to occur in 2024. We realized returns of $3,314 and $4,388 during the three months ended June 30, 2024 and 2023, respectively, and $2,206 and $6,711 during the six months ended June 30, 2024 and 2023, respectively, under our Hyatt agreement. In February 2024, we funded $2,300 of additional working capital to Hyatt. We may recover this amount in the future, if cash flows are sufficient to pay our owner’s priority return and other amounts in accordance with our Hyatt agreement. During the six months ended June 30, 2024 and 2023, we incurred capital expenditures for certain hotels included in our Hyatt agreement of $23,377 and $454, respectively, which resulted in an aggregate increase in our contractual annual owner’s priority returns of $1,403 and $27, respectively. Radisson Agreement . As of June 30, 2024, Radisson managed seven of our full-service hotels pursuant to a portfolio management agreement that expires on July 31, 2031, or our Radisson agreement, and provides that we are to be paid an annual owner’s priority return of $10,898. Radisson has provided us with a $22,000 limited guarantee for 75% of the aggregate annual owner’s priority returns due to us that became effective on January 1, 2023, subject to adjustment for planned renovations of certain hotels, which we currently expect to be completed by the end of the third quarter of 2024. We realized returns under our Radisson agreement of $1,789 and $1,799 during the three months ended June 30, 2024 and 2023, respectively, and $3,240 and $3,364 during the six months ended June 30, 2024 and 2023, respectively. During the six months ended June 30, 2023, the hotels under this agreement generated cash flows that were less than the guaranteed owner’s priority level due to us for these periods, and we reduced hotel operating expenses by $140 to record the guaranteed amounts of the shortfalls due from Radisson. The available balance of the guaranty was $21,350 as of June 30, 2024. During the six months ended June 30, 2024 and 2023, we incurred capital expenditures of $544 and $4,749, respectively, for the hotels included in our Radisson agreement, which resulted in an aggregate increase in our contractual owner’s priority returns of $32 and $285, respectively. Marriott Agreement . As of June 30, 2023, we had sold all 16 hotels previously managed by Marriott International, Inc., or Marriott. We realized a net operating loss of $2,762 during the six months ended June 30, 2023, under our management agreement with Marriott. We did not incur capital expenditures for any of the hotels included in our management agreement with Marriott during the six months ended June 30, 2023. IHG Agreement. Our management agreement with IHG for one hotel expires on January 31, 2026. We realized returns under our management agreement with IHG of $1,536 and $1,517 during the three months ended June 30, 2024 and 2023, respectively, and $3,129 and $2,280 during the six months ended June 30, 2024 and 2023, respectively. Any returns we receive from IHG are limited to the hotel’s available cash flows, if any, after payment of operating expenses. During the six months ended June 30, 2024 and 2023, we incurred capital expenditures of $221 and $328, respectively, for the hotel included in our IHG agreement. Net Lease Portfolio As of June 30, 2024, we owned 749 service-focused retail net lease properties with an aggregate of 13,384,219 square feet with leases requiring annual minimum rents of $380,457 with a weighted (by annual minimum rents) average remaining lease term of 8.4 years. Our net lease properties were 97.3% occupied and leased by 178 tenants operating under 139 brands in 21 distinct industries. TA Leases. As of June 30, 2024, TA is our largest tenant, representing 28.5% of our total historical real estate investments. We lease to TA a total of 175 travel centers under five master leases that expire in 2033, or our TA leases, subject to TA’s right to extend those leases, and require annual minimum rents of $259,080 as of June 30, 2024. TA receives a monthly rent credit totaling $25,000 per year over the 10-year initial term of the TA leases as a result of rent it prepaid. On February 28, 2024, TA acquired the leasehold interest of one of our travel centers from a third party landlord. The aggregate minimum rent due to us under our leases with TA for the remaining 175 travel centers was unchanged as a result of TA’s acquisition of this leasehold interest. Our TA leases are “triple net” leases that require TA to pay all costs incurred in the operation of the leased travel centers, including personnel, utility, inventory, customer service and insurance expenses, real estate and personal property taxes, environmental related expenses, underground storage tank maintenance costs and ground lease payments at those travel centers at which we lease the property and sublease it to TA. Our TA leases generally require TA to indemnify us for certain environmental matters and for liabilities that arise during the terms of the leases from ownership or operation of the leased travel centers. Our TA leases do not require FF&E escrow deposits. However, TA is required to maintain the leased travel centers, including structural and non-structural components. BP Corporation North America Inc. guarantees payment under each of the TA leases, limited to an aggregate cap which was $3,037,475 as of June 30, 2024. We recognized rental income from our TA leases of $67,834 and $65,260 for the three months ended June 30, 2024 and 2023, respectively, and $135,668 and $127,401 for the six months ended June 30, 2024 and 2023, respectively. Rental income was increased by $3,885 and $2,555 for the three months ended June 30, 2024 and 2023, respectively, and increased by $8,194 and reduced by $686 for the six months ended June 30, 2024 and 2023, respectively, to record the scheduled rent changes on a straight line basis. As of June 30, 2024 and December 31, 2023, we had receivables for current rent amounts owed to us by TA and straight line rent adjustments of $30,872 and $19,816, respectively, included in other assets, net in our condensed consolidated balance sheets. Until May 15, 2023, our TA leases required TA to pay us percentage rent based upon increases in certain sales. We recognized percentage rent due under our TA leases as rental income when all contingencies were met. We recognized percentage rent of $3,507 during the three and six months ended June 30, 2023 under our TA leases. We had no deferred percentage rent for either the three or six months ended June 30, 2023. For more information regarding our relationships with TA, including the TA Merger (as defined below), see Notes 7 and 11. Our other net lease agreements generally provide for minimum rent payments and in addition may include variable payments. Rental income from operating leases, including any payments derived by index or market-based indices, is recognized on a straight line basis over the lease term when we have determined that the collectability of substantially all of the lease payments is probable. Some of our leases have options to extend or terminate the lease exercisable at the option of our tenants, which are considered when determining the lease term. We recognized rental income from our net lease properties (excluding TA) of $32,628 and $34,192 for the three months ended June 30, 2024 and 2023, respectively, which included $893 and $212, respectively, of adjustments to record scheduled rent changes under certain of our leases on a straight line basis, and $64,808 and $66,464 for the six months ended June 30, 2024 and 2023, respectively, which included $2,352 and $1,005, respectively, of adjustments to record scheduled rent changes under certain of our leases on a straight line basis. We continually review receivables related to rent, straight line rent and property operating expense reimbursements and determine collectability by taking into consideration the tenant’s payment history, the financial condition of the tenant, business conditions in the industry in which the tenant operates and economic conditions in the area in which the property is located. The review includes an assessment of whether substantially all of the amounts due under a tenant’s lease are probable of collection. For leases that are deemed probable of collection, revenue continues to be recorded on a straight line basis over the lease term. For leases that are deemed not probable of collection, revenue is recorded as cash is received. We recognize all changes in the collectability assessment for an operating lease as an adjustment to rental income. We recorded reserves for uncollectable amounts and reduced rental income by $377 and $1,042 for the three and six months ended June 30, 2024, respectively, based on our assessment of the collectability of rents. We recorded reserves for uncollectable amounts and reduced rental income by $1,813 and $5,353 for the three and six months ended June 30, 2023, respectively, based on our assessment of the collectability of rents. We had reserves for uncollectable rents of $4,366 and $3,436 as of June 30, 2024 and December 31, 2023, respectively, included in other assets, net in our condensed consolidated balance sheets. |
Other Investments
Other Investments | 6 Months Ended |
Jun. 30, 2024 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Other Investments | Note 7. Other Investments Equity Method Investment As of both June 30, 2024 and December 31, 2023, we owned 34% of Sonesta’s outstanding common stock. We account for our 34% non-controlling interest in Sonesta under the equity method of accounting. As of June 30, 2024 and December 31, 2023, our investment in Sonesta had a carrying value of $108,106 and $113,304, respectively. On the date of acquisition of our initial equity interest in Sonesta (February 27, 2020), the cost basis of our investment in Sonesta exceeded our proportionate share of Sonesta’s total stockholders’ equity book value by an aggregate of $8,000. As required under GAAP, we are amortizing this difference to equity in earnings of an investee over 31 years, the weighted average remaining useful life of the real estate assets and intangible assets and liabilities owned by Sonesta as of the date of our acquisition. We recorded amortization of the basis difference of $65 in each of the three months ended June 30, 2024 and 2023 and $130 in each of the six months ended June 30, 2024 and 2023. We recognized losses related to our investment in Sonesta of $2,716 and earnings of $517 for the three months ended June 30, 2024 and 2023, respectively, and losses of $8,054 and $3,704 for the six months ended June 30, 2024 and 2023, respectively. These amounts, which include amortization of the basis difference, are included in equity in earnings (losses) of an investee in our condensed consolidated statements of comprehensive income (loss). We recorded a liability of $42,000 for the fair value of our initial investment in Sonesta, as no cash consideration was exchanged related to the modification of our management agreement with, and investment in, Sonesta. This liability for our investment in Sonesta is included in accounts payable and other liabilities in our condensed consolidated balance sheets and is being amortized on a straight line basis through the initial term of the Sonesta agreement, January 31, 2037, as a reduction to hotel operating expenses in our condensed consolidated statements of comprehensive income (loss). We reduced hotel operating expenses by $621 for each of the three months ended June 30, 2024 and 2023 and $1,242 for each of the six months ended June 30, 2024 and 2023 for amortization of this liability. As of June 30, 2024 and December 31, 2023, the unamortized balance of this liability was $31,237 and $32,479, respectively. In March 2024, we made a $3,392 pro rata capital contribution to Sonesta to support its growth initiatives, including its franchising efforts. We continue to maintain our 34% ownership in Sonesta after giving effect to this contribution. See Notes 6 and 11 for further information regarding our relationships, agreements and transactions with Sonesta. Investment in Equity Securities Until May 15, 2023 , we owned 1,184,797 shares, or approximately 7.8%, of TA common stock, which were reported at fair value based on quoted market prices (Level 1 inputs as defined in the fair value hierarchy under GAAP) as of the end of the period, with changes in fair value recorded in earnings in our condensed consolidated statements of comprehensive income (loss). As of May 15, 2023, our historical cost basis for these shares was $24,418 and our carrying value for these shares was $101,893. On May 15, 2023, BP Products North America Inc. acquired TA pursuant to a merger, or the TA Merger, for $86.00 per share of TA common stock in cash. We recorded a loss of $593 during the three months ended June 30, 2023, and a gain of $48,837 during the six months ended June 30, 2023 to adjust the carrying value of our former investment in shares of TA common stock to its fair value. |
Indebtedness
Indebtedness | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Indebtedness | Note 8. Indebtedness Our principal debt obligations at June 30, 2024 were: (1) $4,075,000 aggregate outstanding principal amount of senior unsecured notes; (2) $1,000,000 aggregate outstanding principal amount of senior secured notes; and (3) $607,590 aggregate outstanding principal amount of net lease mortgage notes. We had no amounts outstanding under our revolving credit facility as of June 30, 2024. Our $650,000 secured revolving credit facility is available for general business purposes, including acquisitions. We can borrow, repay, and reborrow funds available under our revolving credit facility until maturity and no principal repayments are due until maturity. The maturity date of our revolving credit facility is June 29, 2027, and, subject to the payment of an extension fee and meeting certain other conditions, we have an option to further extend the stated maturity date of the facility by two additional six-month periods. Interest payable on drawings under our revolving credit facility is based on the secured overnight financing rate, or SOFR, plus a margin ranging from 1.50% to 3.00% based on our leverage ratio, as defined in our credit agreement, which was 2.50% as of June 30, 2024. As collateral for all loans and other obligations under the credit facility, certain of our subsidiaries pledged all of their respective equity interests in certain of our direct and indirect property owning subsidiaries, and our pledged subsidiaries provided first mortgage liens on 72 properties, including 69 hotels and three net lease properties, with an aggregate undepreciated carrying value of $1,738,959 as of June 30, 2024. We also pay unused commitment fees of 20 to 30 basis points per annum on the total amount of lending commitments under our revolving credit facility based on amounts outstanding. As of June 30, 2024 and 2023, the annual interest rate payable on borrowings under our revolving credit facility was 7.83% and 7.64%, respectively. We had no borrowings outstanding under our revolving credit facility for either the three or six months ended June 30, 2024 or 2023. Our debt agreements provide for acceleration of payment of all amounts outstanding upon the occurrence and continuation of certain events of default, such as, in the case of our credit agreement, a change of control of us, which includes The RMR Group LLC, or RMR, ceasing to act as our business manager. Our debt agreements also contain covenants, including those that restrict our ability to incur debts or to make distributions under certain circumstances and generally require us to maintain certain financial ratios. Borrowings under our revolving credit facility are subject to meeting ongoing minimum performance and market values of the collateral properties, satisfying certain financial covenants and other credit facility conditions. We believe we were in compliance with the terms and conditions of our debt agreements as of June 30, 2024. Senior Guaranteed Unsecured Notes Issuance In June 2024, we issued $700,000 aggregate principal amount of 8.375% senior guaranteed unsecured notes due 2029, or the 2029 Notes, and $500,000 aggregate principal amount of 8.875% senior guaranteed unsecured notes due 2032, or the 2032 Notes, in underwritten public offerings. The aggregate net proceeds from these notes were $1,162,284, after underwriting discounts and other offering expenses. These notes are fully and unconditionally guaranteed, on a joint and several basis and on a senior unsecured basis, by all of our subsidiaries, except for our foreign subsidiaries and certain other excluded subsidiaries. Such other excluded subsidiaries include, but are not limited to, subsidiaries whose equity has been pledged to secure borrowings under our credit agreement and our 8.625% senior secured notes due 2031, and subsidiaries whose assets secure our net lease mortgage notes. Repayment of 2025 Maturities In June 2024, we redeemed all of our outstanding 7.50% senior unsecured notes due 2025 for a redemption price equal to the principal amount of $800,000, plus accrued and unpaid interest and a premium equal to a make whole amount. As a result of the redemption, we recorded a loss on early extinguishment of debt of $17,681 during the three and six months ended June 30, 2024, which represented the make whole premium and the write-off of unamortized discounts and issuance costs related to these notes. In June 2024, we repurchased $272,803 principal amount of our $350,000 4.50% senior unsecured notes due 2025 at a total cost of $270,396, excluding accrued interest, pursuant to a cash tender offer. Also in June 2024, we effected the satisfaction and discharge of the remaining $77,197 principal amount of our $350,000 4.50% senior unsecured notes due 2025 that were not purchased as part of the tender offer in accordance with its terms. As a result of these transactions, we recorded a gain on early extinguishment of debt of $1,633 during the three and six months ended June 30, 2024, which represented the discount to par paid to repurchase the notes, net of the write-off of unamortized discounts and issuance costs related to these notes . Net Lease Mortgage Notes Our $610,200 in aggregate principal amount of net lease mortgage notes were issued on February 10, 2023 by our wholly owned, special purpose bankruptcy remote, indirect subsidiary, SVC ABS LLC, or the Issuer. The Issuer is a separate legal entity and is the sole owner of its assets and liabilities. The assets of the Issuer are not available to pay or otherwise satisfy obligations to the creditors of any owners or affiliates of the Issuer. Our net lease mortgage notes are summarized below: Note Class Principal Outstanding as of June 30, 2024 Coupon Rate Initial Term (in years) Maturity Class A $ 302,967 5.15% 5 February 2028 Class B 172,423 5.55% 5 February 2028 Class C 132,200 6.70% 5 February 2028 Total / weighted average $ 607,590 5.60% The Class A notes and the Class B notes require monthly principal repayments at an annualized rate of 0.50% and 0.25% of the balance outstanding, respectively, and the Class C notes require interest payments only, with balloon payments due at maturity. The notes mature in February 2028 and may be redeemed without penalty 24 months prior to the scheduled maturity date beginning in February 2026. The notes are non-recourse and are secured by 308 net lease retail properties owned by the Issuer. The current leases relating to those properties require annual minimum rents of $65,173 and had an aggregate undepreciated carrying value of $753,474 as of June 30, 2024. |
Shareholders' Equity
Shareholders' Equity | 6 Months Ended |
Jun. 30, 2024 | |
Stockholders' Equity Note [Abstract] | |
Shareholders' Equity | Note 9. Shareholders’ Equity Share Awards On June 14, 2024, in accordance with our Trustee compensation arrangements, we awarded 18,255 of our common shares, valued at $4.93 per share, the closing price of our common shares on The Nasdaq Stock Market LLC, or Nasdaq, on that day to each of our eight Trustees as part of their annual compensation. Share Purchases During the six months ended June 30, 2024, we purchased an aggregate of 11,798 of our common shares, valued at a weighted average share price of $6.66 per common share, from certain former officers and employees of RMR in satisfaction of tax withholding and payment obligations in connection with the vesting of awards of our common shares. We withheld and purchased these common shares at their fair market values based upon the trading prices of our common shares at the close of trading on Nasdaq on the applicable purchase dates. Distributions During the six months ended June 30, 2024, we declared and paid regular quarterly distributions to common shareholders as follows: Declaration Date Record Date Paid Date Dividend Per Common Share Total Distributions January 11, 2024 January 22, 2024 February 15, 2024 $ 0.20 $ 33,154 April 11, 2024 April 22, 2024 May 16, 2024 0.20 33,152 $ 0.40 $ 66,306 On July 11, 2024, we declared a regular quarterly distribution to common shareholders of record as of July 22, 2024 of $0.20 per common share, or approximately $33,178. We expect to pay this distribution on or about August 15, 2024. |
Business and Property Managemen
Business and Property Management Agreements with RMR | 6 Months Ended |
Jun. 30, 2024 | |
Real Estate [Abstract] | |
Business and Property Management Agreements with RMR | Note 10. Business and Property Management Agreements with RMR We have no employees. The personnel and various services we require to operate our business are provided to us by RMR. We have two agreements with RMR to provide management services to us: (1) a business management agreement, which relates to our business generally, and (2) a property management agreement, which relates to our property level operations of our net lease portfolio, the office building component of one of our hotels and major renovation or repositioning activities at our hotels that we may request RMR to manage from time to time. Pursuant to our business management agreement with RMR, we recognized net business management fees of $7,440 and $8,287 for the three months ended June 30, 2024 and 2023, respectively, and $15,197 and $16,672 for the six months ended June 30, 2024 and 2023, respectively. Based on our common share total return, as defined in our business management agreement, as of each of June 30, 2024 and 2023, no incentive fees are included in the net business management fees we recognized for the three and six months ended June 30, 2024 or 2023. The actual amount of annual incentive fees for 2024, if any, will be based on our common share total return, as defined in our business management agreement, for the three-year period ending December 31, 2024, and will be payable in January 2025. We did not incur an incentive fee payable to RMR for the year ended December 31, 2023. We include business management fee amounts in general and administrative expenses in our condensed consolidated statements of comprehensive income (loss). Pursuant to our property management agreement with RMR, we recognized aggregate property management and construction supervision fees of $2,839 and $1,846 for the three months ended June 30, 2024 and 2023, respectively, and $6,019 and $3,258 for the six months ended June 30, 2024 and 2023, respectively. Of those amounts, for the three months ended June 30, 2024 and 2023, $1,505 and $937, respectively, of property management fees were expensed to net lease operating expenses in our condensed consolidated statements of comprehensive income (loss) and $1,334 and $909, respectively, of construction supervision fees were capitalized as building improvements in our condensed consolidated balance sheets. For the six months ended June 30, 2024 and 2023, $2,989 and $1,882, respectively, of property management fees were expensed to net lease operating expenses in our condensed consolidated statements of comprehensive income (loss) and $3,030 and $1,376, respectively, of construction supervision fees were capitalized as building improvements in our condensed consolidated balance sheets. The amounts capitalized are being depreciated over the estimated useful lives of the related capital assets. We are generally responsible for all of our operating expenses, including certain expenses incurred or arranged by RMR on our behalf. We are generally not responsible for payment of RMR’s employment, office or administrative expenses incurred to provide management services to us, except for the employment and related expenses of RMR employees assigned to work exclusively or partly at our net lease properties and the office building component of one of our hotels, our share of the wages, benefits and other related costs of RMR’s centralized accounting personnel, our share of RMR’s costs for providing our internal audit function, and as otherwise agreed. Our property level operating expenses are generally incorporated into rents charged to our tenants, including certain payroll and related costs incurred by RMR. We reimbursed RMR $1,032 and $1,116 for these expenses and costs for the three months ended June 30, 2024 and 2023, respectively, and $2,126 and $2,119 for these expenses and costs for the six months ended June 30, 2024 and 2023, respectively. We included these amounts in net lease operating expenses and general and administrative expenses, as applicable, in our condensed consolidated statements of comprehensive income (loss). |
Related Person Transactions
Related Person Transactions | 6 Months Ended |
Jun. 30, 2024 | |
Related Party Transactions [Abstract] | |
Related Person Transactions | Note 11. Related Person Transactions We have relationships and historical and continuing transactions with TA, Sonesta, RMR, The RMR Group, Inc., or RMR Inc., and others related to them, including other companies to which RMR or its subsidiaries provide management services and some of which have trustees, directors or officers who are also our Trustees or officers. As of the effective time of the TA Merger on May 15, 2023, TA is no longer a related person to us. RMR is a majority owned subsidiary of RMR Inc. The Chair of our Board of Trustees and one of our Managing Trustees, Adam D. Portnoy, is the sole trustee, an officer and the controlling shareholder of ABP Trust, which is the controlling shareholder of RMR Inc., the chair of the board of directors, a managing director and the president and chief executive officer of RMR Inc. and an officer and employee of RMR. John G. Murray, our other Managing Trustee and our former President and Chief Executive Officer, also serves as an officer and employee of RMR and as president and chief executive officer of Sonesta. In addition, each of our other officers serves as an officer of RMR. Some of our Independent Trustees also serve as independent trustees of other public companies to which RMR or its subsidiaries provide management services. Mr. Portnoy serves as chair of the boards and as a managing trustee of these public companies. Other officers of RMR, including certain of our officers, serve as managing trustees or officers of certain of these companies. RMR provides management services to us and, until the TA Merger, provided services to TA, and Mr. Portnoy, until the TA Merger, also served as the chair of the board of directors and as a managing director of TA and, as of immediately prior to the TA Merger, beneficially owned 661,506 shares of TA common stock (including through RMR), representing approximately 4.4% of TA’s outstanding shares of common stock. See Notes 6 and 7 for further information regarding our relationships, agreements and transactions with TA. Sonesta. Sonesta is a private company. Mr. Portnoy is the largest owner and controlling shareholder and a director of Sonesta. Mr. Murray is a director of Sonesta and is its president and chief executive officer, and he is an officer and employee of RMR. Sonesta’s other director serves as RMR’s and RMR Inc.’s executive vice president, general counsel and secretary, as a managing director of RMR Inc. and as our Secretary. RMR also provides certain services to Sonesta. As of June 30, 2024, we owned 34% of Sonesta’s outstanding shares of common stock and Sonesta managed 195 of our hotels. See Notes 6 and 7 for further information regarding our relationships, agreements and transactions with Sonesta. Our Manager, RMR. We have two agreements with RMR to provide management services to us. See Note 10 for further information regarding our management agreements with RMR. For further information about these and certain other such relationships and certain other related person transactions, refer to our 2023 Annual Report. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2024 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 12. Income Taxes We have elected to be taxed as a REIT under the United States Internal Revenue Code of 1986, as amended, or the IRC, and, as such, are generally not subject to federal and most state income taxation on our operating income provided we distribute our taxable income to our shareholders and meet certain organization and operating requirements. We are subject to income tax in Canada, Puerto Rico and certain states despite our qualification for taxation as a REIT. Further, we lease our managed hotels to our wholly owned TRSs that, unlike most of our subsidiaries, file a separate consolidated tax return and are subject to federal, state and foreign income taxes. Our consolidated income tax provision (or benefit) includes the income tax provision (or benefit) related to the operations of our TRSs and certain state and foreign income taxes incurred by us despite our qualification for taxation as a REIT. During the three months ended June 30, 2024, we recognized income tax expense of $524, which includes $88 of state tax expense and $436 of foreign tax expense. During the three months ended June 30, 2023, we recognized income tax expense of $5,247, which includes $2,884 of state tax expense and $2,363 of foreign tax expense. |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2024 | |
Segment Reporting [Abstract] | |
Segment Information | Note 13. Segment Information We aggregate our hotels and net lease portfolio into two reportable segments, hotel investments and net lease investments, based on their similar operating and economic characteristics. Three Months Ended June 30, 2024 Hotels Net Lease Corporate Consolidated Revenues: Hotel operating revenues $ 412,486 $ — $ — $ 412,486 Rental income — 100,462 — 100,462 Total revenues 412,486 100,462 — 512,948 Expenses: Hotel operating expenses 328,247 — — 328,247 Net lease operating expenses — 4,958 — 4,958 Depreciation and amortization 55,389 40,285 — 95,674 General and administrative — — 10,681 10,681 Loss on asset impairment, net 33,107 1,780 — 34,887 Total expenses 416,743 47,023 10,681 474,447 Loss on sale of real estate, net (27) (5) — (32) Interest income 64 36 719 819 Interest expense — (11,441) (82,409) (93,850) Loss on early extinguishment of debt, net — — (16,048) (16,048) (Loss) income before income tax expense and equity in losses of an investee (4,220) 42,029 (108,419) (70,610) Income tax expense — — (524) (524) Equity in losses of an investee — — (2,716) (2,716) Net (loss) income $ (4,220) $ 42,029 $ (111,659) $ (73,850) Six Months Ended June 30, 2024 Hotels Net Lease Corporate Consolidated Revenues: Hotel operating revenues $ 748,722 $ — $ — $ 748,722 Rental income — 200,476 — 200,476 Total revenues 748,722 200,476 — 949,198 Expenses: Hotel operating expenses 633,333 — — 633,333 Net lease operating expenses — 9,681 — 9,681 Depreciation and amortization 110,475 78,306 — 188,781 General and administrative — — 21,187 21,187 Loss on asset impairment, net 33,107 4,231 — 37,338 Total expenses 776,915 92,218 21,187 890,320 Loss on sale of real estate, net (863) (2,132) — (2,995) Interest income 127 141 2,513 2,781 Interest expense — (22,958) (162,306) (185,264) Loss on early extinguishment of debt, net — — (16,048) (16,048) (Loss) income before income tax expense and equity in losses of an investee (28,929) 83,309 (197,028) (142,648) Income tax expense — — (1,531) (1,531) Equity in losses of an investee — — (8,054) (8,054) Net (loss) income $ (28,929) $ 83,309 $ (206,613) $ (152,233) As of June 30, 2024 Hotels Net Lease Corporate Consolidated Total assets $ 3,955,348 $ 3,010,215 $ 156,098 $ 7,121,661 Three Months Ended June 30, 2023 Hotels Net Lease Corporate Consolidated Revenues: Hotel operating revenues $ 404,327 $ — $ — $ 404,327 Rental income — 99,452 — 99,452 Total revenues 404,327 99,452 — 503,779 Expenses: Hotel operating expenses 309,100 — — 309,100 Net lease operating expenses — 5,202 (830) 4,372 Depreciation and amortization 53,449 41,122 — 94,571 General and administrative — — 12,420 12,420 Transaction related costs 473 415 43 931 Loss on asset impairment, net — 9,005 — 9,005 Total expenses 363,022 55,744 11,633 430,399 Gain (loss) on sale of real estate, net 20 (82) — (62) Loss on equity securities, net — — (593) (593) Interest income 21 23 3,424 3,468 Interest expense — (11,435) (71,068) (82,503) Loss on early extinguishment of debt — — (238) (238) Income (loss) before income tax expense and equity in earnings of an investee 41,346 32,214 (80,108) (6,548) Income tax expense — — (5,247) (5,247) Equity in earnings of an investee — — 517 517 Net income (loss) $ 41,346 $ 32,214 $ (84,838) $ (11,278) Six Months Ended June 30, 2023 Hotels Net Lease Corporate Consolidated Revenues: Hotel operating revenues $ 739,123 $ — $ — $ 739,123 Rental income — 193,865 — 193,865 Total revenues 739,123 193,865 — 932,988 Expenses: Hotel operating expenses 608,666 — — 608,666 Net lease operating expenses — 8,277 — 8,277 Depreciation and amortization 106,834 87,776 — 194,610 General and administrative — — 23,331 23,331 Transaction related costs 473 415 930 1,818 Loss on asset impairment, net — 9,005 — 9,005 Total expenses 715,973 105,473 24,261 845,707 Gain (loss) on sale of real estate, net 41,918 (82) — 41,836 Gain on equity securities, net — — 48,837 48,837 Interest income 51 25 6,178 6,254 Interest expense — (17,757) (146,326) (164,083) Loss on early extinguishment of debt — — (282) (282) Income (loss) before income tax expense and equity in losses of an investee 65,119 70,578 (115,854) 19,843 Income tax expense — — (1,467) (1,467) Equity in losses of an investee — — (3,704) (3,704) Net income (loss) $ 65,119 $ 70,578 $ (121,025) $ 14,672 As of December 31, 2023 Hotels Net Lease Corporate Consolidated Total assets $ 3,943,213 $ 3,084,686 $ 328,217 $ 7,356,116 |
Fair Value of Assets and Liabil
Fair Value of Assets and Liabilities | 6 Months Ended |
Jun. 30, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Assets and Liabilities | Note 14. Fair Value of Assets and Liabilities The table below presents certain of our assets carried at fair value at June 30, 2024, categorized by the level of inputs, as defined in the fair value hierarchy under GAAP, used in the valuation of each asset. Fair Value at Reporting Date Using Description Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Non-recurring Fair Value Measurement Assets: Assets of properties held for sale (1)(2) $ 44,025 $ — $ 40,211 $ 3,814 (1) We recorded impairment charges totaling $33,449 during the six months ended June 30, 2024, to reduce the carrying value of eight hotels and two net lease properties in our condensed consolidated balance sheet to their estimated fair value, less estimated costs to sell of $1,497, based on negotiated sales prices with third party buyers (Level 2 inputs as defined in the fair value hierarchy under GAAP). (2) We recorded impairment charges totaling $3,889 during the six months ended June 30, 2024, to reduce the carrying value of three net lease properties in our condensed consolidated balance sheet to their estimated fair value, less estimated costs to sell of $270, based on brokers’ opinion of values (Level 3 inputs as defined in the fair value hierarchy under GAAP). In addition to the assets included in the table above, our financial instruments include our cash and cash equivalents, restricted cash, rents receivable, revolving credit facility, net lease mortgage notes, senior notes and security deposits. At June 30, 2024 and December 31, 2023, the fair values of these financial instruments approximated their carrying values in our condensed consolidated balance sheets due to their short-term nature or floating interest rates, except as follows: June 30, 2024 December 31, 2023 Carrying Value (1) Fair Value Carrying Value (1) Fair Value Senior Unsecured Notes, due 2025 at 4.50% $ — $ — $ 349,181 $ 341,688 Senior Unsecured Notes, due 2025 at 7.50% — — 796,007 808,888 Senior Unsecured Notes, due 2026 at 5.25% 348,165 338,891 347,601 339,780 Senior Unsecured Notes, due 2026 at 4.75% 448,652 421,650 448,347 419,909 Senior Unsecured Notes, due 2027 at 4.95% 398,050 363,492 397,672 362,108 Senior Guaranteed Unsecured Notes, due 2027 at 5.50% 446,195 418,023 445,631 412,002 Net Lease Mortgage Notes, due 2028 at 5.60% 563,727 581,308 558,876 585,784 Senior Unsecured Notes, due 2028 at 3.95% 395,930 334,992 395,355 327,708 Senior Guaranteed Unsecured Notes, due 2029 at 8.375% 681,075 688,107 — — Senior Unsecured Notes, due 2029 at 4.95% 420,873 322,443 420,477 351,726 Senior Unsecured Notes, due 2030 at 4.375% 393,623 282,532 393,056 310,524 Senior Secured Notes, due 2031 at 8.625% 970,051 1,042,310 968,017 1,047,430 Senior Guaranteed Unsecured Notes, due 2032 at 8.875% 481,460 466,370 — — Total financial liabilities $ 5,547,801 $ 5,260,118 $ 5,520,220 $ 5,307,547 (1) Carrying value includes unamortized discounts, premiums and certain debt issuance costs. At June 30, 2024 and December 31, 2023, we estimated the fair values of our senior notes using an average of the bid and ask price of the notes (Level 2 inputs) as of the measurement dates. At June 30, 2024 and December 31, 2023, we estimated the fair value of our net lease mortgage notes using discounted cash flow analyses and current prevailing market rates as of the measurement dates (Level 3 inputs). As Level 3 inputs are unobservable, our estimated value may differ materially from the actual fair value. |
Organization and Basis of Pre_2
Organization and Basis of Presentation (Policies) | 6 Months Ended |
Jun. 30, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | The accompanying condensed consolidated financial statements of us are unaudited. Certain information and disclosures required by U.S. generally accepted accounting principles, or GAAP, for complete financial statements have been condensed or omitted. We believe the disclosures made are adequate to make the information presented not misleading. However, the accompanying condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes contained in our Annual Report on Form 10-K for the year ended December 31, 2023, or our 2023 Annual Report. In the opinion of management, all adjustments, consisting of normal recurring accruals considered necessary for a fair statement of results for the interim period have been included. These condensed consolidated financial statements include our accounts and the accounts of our subsidiaries, all of which are 100% owned directly or indirectly by us. All intercompany transactions and balances with or among our consolidated subsidiaries have been eliminated. Our operating results for interim periods and those of our managers and tenants are not necessarily indicative of the results that may be expected for the full year. |
Use of Estimates | The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect reported amounts. Actual results could differ from those estimates. Significant estimates in our condensed consolidated financial statements include the allowance for credit losses, purchase price allocations, useful lives of fixed assets and impairment of real estate and related intangibles. |
Variable Interest Entity | We have determined that each of our wholly owned taxable REIT subsidiaries, or TRSs, is a variable interest entity, or VIE, as defined under the Consolidation Topic of the Financial Accounting Standards Board, or FASB, Accounting Standards Codification ™ , or ASC . |
Recent Accounting Pronouncements | On November 27, 2023, the FASB issued Accounting Standards Update, or ASU, No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures , or ASU No. 2023-07, which requires public entities to: (i) provide disclosures of significant segment expenses and other segment items if they are regularly provided to the Chief Operating Decision Maker, or the CODM, and included in each reported measure of segment profit or loss; (ii) provide all annual disclosures about a reportable segment’s profit or loss and assets currently required by ASC 280, Segment Reporting , or ASC 280, in interim periods; and (iii) disclose the CODM’s title and position, as well as an explanation of how the CODM uses the reported measures and other disclosures. The amendments in ASU No. 2023-07 are incremental to the requirements in ASC 280 and do not change how a public entity identifies its operating segments, aggregates those operating segments, or applies the quantitative thresholds to determine its reportable segments. ASU No. 2023-07 should be applied retrospectively to all prior periods presented in the financial statements and is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. We are currently evaluating the impact ASU No. 2023-07 will have on our consolidated financial statements and disclosures. On December 14, 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures , or ASU No. 2023-09, which requires public entities to enhance its annual income tax disclosures by requiring: (i) consistent categories and greater disaggregation of information in the rate reconciliation, and (ii) income taxes paid disaggregated by jurisdiction. ASU No. 2023-09 should be applied prospectively but entities have the option to apply it retrospectively to all prior periods presented in the financial statements. ASU No. 2023-09 is effective for annual periods beginning after December 15, 2024, with early adoption permitted. We are currently evaluating the impact ASU No. 2023-09 will have on our consolidated financial statements and disclosures. |
Revenue Recognition | We report hotel operating revenues for managed hotels in our condensed consolidated statements of comprehensive income (loss). We generally recognize hotel operating revenues, consisting primarily of room and food and beverage sales, when goods and services are provided. |
Revenue Recognition | We report rental income for leased properties in our condensed consolidated statements of comprehensive income (loss). We recognize rental income from operating leases on a straight line basis over the terms of the lease agreements. |
Real Estate Properties (Tables)
Real Estate Properties (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Real Estate [Abstract] | |
Schedule of Sale of Properties | Quarter Sold Property Type Number of Properties Rooms or Suites / Square Feet Gross Sales Price Loss on Sale of Real Estate Q1 2024 Hotel 1 84 $ 3,315 $ (863) Q1 2024 Net Lease 3 34,849 2,932 (2,132) 4 84 / 34,849 $ 6,247 $ (2,995) |
Indebtedness (Tables)
Indebtedness (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Principal Balance and Annual Interest Rates | Our net lease mortgage notes are summarized below: Note Class Principal Outstanding as of June 30, 2024 Coupon Rate Initial Term (in years) Maturity Class A $ 302,967 5.15% 5 February 2028 Class B 172,423 5.55% 5 February 2028 Class C 132,200 6.70% 5 February 2028 Total / weighted average $ 607,590 5.60% |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Dividends Declared | During the six months ended June 30, 2024, we declared and paid regular quarterly distributions to common shareholders as follows: Declaration Date Record Date Paid Date Dividend Per Common Share Total Distributions January 11, 2024 January 22, 2024 February 15, 2024 $ 0.20 $ 33,154 April 11, 2024 April 22, 2024 May 16, 2024 0.20 33,152 $ 0.40 $ 66,306 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Segment Reporting [Abstract] | |
Schedule of Segment Information | Three Months Ended June 30, 2024 Hotels Net Lease Corporate Consolidated Revenues: Hotel operating revenues $ 412,486 $ — $ — $ 412,486 Rental income — 100,462 — 100,462 Total revenues 412,486 100,462 — 512,948 Expenses: Hotel operating expenses 328,247 — — 328,247 Net lease operating expenses — 4,958 — 4,958 Depreciation and amortization 55,389 40,285 — 95,674 General and administrative — — 10,681 10,681 Loss on asset impairment, net 33,107 1,780 — 34,887 Total expenses 416,743 47,023 10,681 474,447 Loss on sale of real estate, net (27) (5) — (32) Interest income 64 36 719 819 Interest expense — (11,441) (82,409) (93,850) Loss on early extinguishment of debt, net — — (16,048) (16,048) (Loss) income before income tax expense and equity in losses of an investee (4,220) 42,029 (108,419) (70,610) Income tax expense — — (524) (524) Equity in losses of an investee — — (2,716) (2,716) Net (loss) income $ (4,220) $ 42,029 $ (111,659) $ (73,850) Six Months Ended June 30, 2024 Hotels Net Lease Corporate Consolidated Revenues: Hotel operating revenues $ 748,722 $ — $ — $ 748,722 Rental income — 200,476 — 200,476 Total revenues 748,722 200,476 — 949,198 Expenses: Hotel operating expenses 633,333 — — 633,333 Net lease operating expenses — 9,681 — 9,681 Depreciation and amortization 110,475 78,306 — 188,781 General and administrative — — 21,187 21,187 Loss on asset impairment, net 33,107 4,231 — 37,338 Total expenses 776,915 92,218 21,187 890,320 Loss on sale of real estate, net (863) (2,132) — (2,995) Interest income 127 141 2,513 2,781 Interest expense — (22,958) (162,306) (185,264) Loss on early extinguishment of debt, net — — (16,048) (16,048) (Loss) income before income tax expense and equity in losses of an investee (28,929) 83,309 (197,028) (142,648) Income tax expense — — (1,531) (1,531) Equity in losses of an investee — — (8,054) (8,054) Net (loss) income $ (28,929) $ 83,309 $ (206,613) $ (152,233) As of June 30, 2024 Hotels Net Lease Corporate Consolidated Total assets $ 3,955,348 $ 3,010,215 $ 156,098 $ 7,121,661 Three Months Ended June 30, 2023 Hotels Net Lease Corporate Consolidated Revenues: Hotel operating revenues $ 404,327 $ — $ — $ 404,327 Rental income — 99,452 — 99,452 Total revenues 404,327 99,452 — 503,779 Expenses: Hotel operating expenses 309,100 — — 309,100 Net lease operating expenses — 5,202 (830) 4,372 Depreciation and amortization 53,449 41,122 — 94,571 General and administrative — — 12,420 12,420 Transaction related costs 473 415 43 931 Loss on asset impairment, net — 9,005 — 9,005 Total expenses 363,022 55,744 11,633 430,399 Gain (loss) on sale of real estate, net 20 (82) — (62) Loss on equity securities, net — — (593) (593) Interest income 21 23 3,424 3,468 Interest expense — (11,435) (71,068) (82,503) Loss on early extinguishment of debt — — (238) (238) Income (loss) before income tax expense and equity in earnings of an investee 41,346 32,214 (80,108) (6,548) Income tax expense — — (5,247) (5,247) Equity in earnings of an investee — — 517 517 Net income (loss) $ 41,346 $ 32,214 $ (84,838) $ (11,278) Six Months Ended June 30, 2023 Hotels Net Lease Corporate Consolidated Revenues: Hotel operating revenues $ 739,123 $ — $ — $ 739,123 Rental income — 193,865 — 193,865 Total revenues 739,123 193,865 — 932,988 Expenses: Hotel operating expenses 608,666 — — 608,666 Net lease operating expenses — 8,277 — 8,277 Depreciation and amortization 106,834 87,776 — 194,610 General and administrative — — 23,331 23,331 Transaction related costs 473 415 930 1,818 Loss on asset impairment, net — 9,005 — 9,005 Total expenses 715,973 105,473 24,261 845,707 Gain (loss) on sale of real estate, net 41,918 (82) — 41,836 Gain on equity securities, net — — 48,837 48,837 Interest income 51 25 6,178 6,254 Interest expense — (17,757) (146,326) (164,083) Loss on early extinguishment of debt — — (282) (282) Income (loss) before income tax expense and equity in losses of an investee 65,119 70,578 (115,854) 19,843 Income tax expense — — (1,467) (1,467) Equity in losses of an investee — — (3,704) (3,704) Net income (loss) $ 65,119 $ 70,578 $ (121,025) $ 14,672 As of December 31, 2023 Hotels Net Lease Corporate Consolidated Total assets $ 3,943,213 $ 3,084,686 $ 328,217 $ 7,356,116 |
Fair Value of Assets and Liab_2
Fair Value of Assets and Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Fair Value Disclosures [Abstract] | |
Schedule of Certain of the Entity's Assets Carried at Fair Value, Categorized by the Level of Inputs Used in the Valuation of Each Asset | The table below presents certain of our assets carried at fair value at June 30, 2024, categorized by the level of inputs, as defined in the fair value hierarchy under GAAP, used in the valuation of each asset. Fair Value at Reporting Date Using Description Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Non-recurring Fair Value Measurement Assets: Assets of properties held for sale (1)(2) $ 44,025 $ — $ 40,211 $ 3,814 (1) We recorded impairment charges totaling $33,449 during the six months ended June 30, 2024, to reduce the carrying value of eight hotels and two net lease properties in our condensed consolidated balance sheet to their estimated fair value, less estimated costs to sell of $1,497, based on negotiated sales prices with third party buyers (Level 2 inputs as defined in the fair value hierarchy under GAAP). (2) We recorded impairment charges totaling $3,889 during the six months ended June 30, 2024, to reduce the carrying value of three net lease properties in our condensed consolidated balance sheet to their estimated fair value, less estimated costs to sell of $270, based on brokers’ opinion of values (Level 3 inputs as defined in the fair value hierarchy under GAAP). |
Schedule of Fair Value of Additional Financial Instruments | At June 30, 2024 and December 31, 2023, the fair values of these financial instruments approximated their carrying values in our condensed consolidated balance sheets due to their short-term nature or floating interest rates, except as follows: June 30, 2024 December 31, 2023 Carrying Value (1) Fair Value Carrying Value (1) Fair Value Senior Unsecured Notes, due 2025 at 4.50% $ — $ — $ 349,181 $ 341,688 Senior Unsecured Notes, due 2025 at 7.50% — — 796,007 808,888 Senior Unsecured Notes, due 2026 at 5.25% 348,165 338,891 347,601 339,780 Senior Unsecured Notes, due 2026 at 4.75% 448,652 421,650 448,347 419,909 Senior Unsecured Notes, due 2027 at 4.95% 398,050 363,492 397,672 362,108 Senior Guaranteed Unsecured Notes, due 2027 at 5.50% 446,195 418,023 445,631 412,002 Net Lease Mortgage Notes, due 2028 at 5.60% 563,727 581,308 558,876 585,784 Senior Unsecured Notes, due 2028 at 3.95% 395,930 334,992 395,355 327,708 Senior Guaranteed Unsecured Notes, due 2029 at 8.375% 681,075 688,107 — — Senior Unsecured Notes, due 2029 at 4.95% 420,873 322,443 420,477 351,726 Senior Unsecured Notes, due 2030 at 4.375% 393,623 282,532 393,056 310,524 Senior Secured Notes, due 2031 at 8.625% 970,051 1,042,310 968,017 1,047,430 Senior Guaranteed Unsecured Notes, due 2032 at 8.875% 481,460 466,370 — — Total financial liabilities $ 5,547,801 $ 5,260,118 $ 5,520,220 $ 5,307,547 (1) Carrying value includes unamortized discounts, premiums and certain debt issuance costs. |
Organization and Basis of Pre_3
Organization and Basis of Presentation (Details) $ in Thousands | Jun. 30, 2024 USD ($) hotel property | Dec. 31, 2023 USD ($) |
Variable Interest Entity [Line Items] | ||
Ownership interest in subsidiaries | 100% | |
Assets of TRSs | $ 7,121,661 | $ 7,356,116 |
Liabilities of TRSs | 6,112,855 | 6,129,983 |
Consolidated | ||
Variable Interest Entity [Line Items] | ||
Assets of TRSs | 165,766 | 142,789 |
Liabilities of TRSs | $ 107,250 | $ 81,262 |
Hotel | ||
Variable Interest Entity [Line Items] | ||
Number of properties owned | hotel | 220 | |
Net Lease | ||
Variable Interest Entity [Line Items] | ||
Number of properties owned | property | 749 |
Revenue Recognition (Details)
Revenue Recognition (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Related Party Transaction [Line Items] | |||||
Adjustments necessary to record rent on straight line basis | $ 4,778 | $ 2,767 | $ 10,546 | $ 319 | |
Straight line rent receivables | 70,479 | 70,479 | $ 56,833 | ||
Related Party | |||||
Related Party Transaction [Line Items] | |||||
Percentage rent | $ 471 | $ 4,449 | $ 1,015 | $ 4,792 |
Per Common Share Amounts (Detai
Per Common Share Amounts (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Earnings Per Share [Abstract] | ||||
Antidilutive common shares (in shares) | 0 | 0 | 0 | 0 |
Real Estate Properties - Narrat
Real Estate Properties - Narrative (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||
Aug. 02, 2024 USD ($) ft² hotel key property | Mar. 31, 2024 USD ($) ft² property room | Jun. 30, 2024 USD ($) ft² hotel key property room | Jun. 30, 2023 USD ($) | Dec. 31, 2023 USD ($) | |
Real Estate Properties [Line Items] | |||||
Aggregate undepreciated carrying value of real estate | $ 9,807,697 | ||||
Carrying value of properties held for sale | 229,982 | ||||
Capital improvements from leased facilities, funded | 142,382 | $ 63,562 | |||
Net proceeds from sale of real estate | 5,844 | $ 144,959 | |||
Carrying value | $ 9,577,715 | $ 9,786,337 | |||
Disposed of by sale | |||||
Real Estate Properties [Line Items] | |||||
Number of properties sold | property | 4 | ||||
Aggregate sales price, excluding closing costs | $ 6,247 | ||||
Held-for-sale | |||||
Real Estate Properties [Line Items] | |||||
Square feet | ft² | 142,329 | ||||
Hotels and net lease properties | |||||
Real Estate Properties [Line Items] | |||||
Capital improvements from leased facilities, funded | $ 135,124 | ||||
Hotel | |||||
Real Estate Properties [Line Items] | |||||
Number of properties owned | hotel | 220 | ||||
Number of units related to real estate property | room | 37,697 | ||||
Hotel | Disposed of by sale | |||||
Real Estate Properties [Line Items] | |||||
Number of units related to real estate property | room | 84 | 84 | |||
Number of properties sold | property | 1 | ||||
Aggregate sales price, excluding closing costs | $ 3,315 | ||||
Hotel | Disposed of by sale | Subsequent event | |||||
Real Estate Properties [Line Items] | |||||
Number of units related to real estate property | key | 346 | ||||
Aggregate sales price, excluding closing costs | $ 10,800 | ||||
Number of properties to be sold or rebranded | hotel | 2 | ||||
Hotel | Held-for-sale | |||||
Real Estate Properties [Line Items] | |||||
Number of properties owned | hotel | 20 | ||||
Number of units related to real estate property | key | 2,541 | ||||
Net proceeds from sale of real estate | $ 107,044 | ||||
Number of properties to be sold or rebranded | hotel | 3 | ||||
Number of units related to real estate properties to be sold or rebranded | key | 407 | ||||
Hotel | Held-for-sale | Subsequent event | |||||
Real Estate Properties [Line Items] | |||||
Number of units related to real estate property | key | 1,930 | ||||
Net proceeds from sale of real estate | $ 113,200 | ||||
Number of properties to be sold or rebranded | hotel | 16 | ||||
Net Lease | |||||
Real Estate Properties [Line Items] | |||||
Number of properties owned | property | 749 | ||||
Square feet | ft² | 13,384,219 | ||||
Net Lease | Subsequent event | |||||
Real Estate Properties [Line Items] | |||||
Number of properties to be sold or rebranded | property | 1 | ||||
Net Lease | Disposed of by sale | |||||
Real Estate Properties [Line Items] | |||||
Square feet | ft² | 34,849 | 34,849 | |||
Number of properties sold | property | 3 | ||||
Aggregate sales price, excluding closing costs | $ 2,932 | ||||
Net Lease | Disposed of by sale | Subsequent event | |||||
Real Estate Properties [Line Items] | |||||
Square feet | ft² | 9,388 | ||||
Aggregate sales price, excluding closing costs | $ 1,800 | ||||
Number of real estate properties to be vacant | hotel | 3 | ||||
Net Lease | Held-for-sale | |||||
Real Estate Properties [Line Items] | |||||
Number of properties owned | property | 13 | ||||
Carrying value | $ 7,169 | ||||
Number of properties to be sold or rebranded | property | 9 | ||||
Area of real estate property to be sold | ft² | 129,560 | ||||
Net Lease | Held-for-sale | Subsequent event | |||||
Real Estate Properties [Line Items] | |||||
Square feet | ft² | 3,381 | ||||
Net proceeds from sale of real estate | $ 1,250 |
Real Estate Properties - Schedu
Real Estate Properties - Schedule of Sale of Properties (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 USD ($) ft² room | Mar. 31, 2024 USD ($) ft² property room | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) ft² property room | Jun. 30, 2023 USD ($) | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Loss on Sale of Real Estate | $ (32) | $ (62) | $ (2,995) | $ 41,836 | |
Hotel | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Rooms or Suites | room | 37,697 | 37,697 | |||
Net Lease | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Square Feet | ft² | 13,384,219 | 13,384,219 | |||
Disposed of by sale | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Number of Properties | property | 4 | ||||
Gross Sales Price | $ 6,247 | ||||
Loss on Sale of Real Estate | $ (2,995) | ||||
Disposed of by sale | Hotel | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Number of Properties | property | 1 | ||||
Rooms or Suites | room | 84 | 84 | 84 | ||
Gross Sales Price | $ 3,315 | ||||
Loss on Sale of Real Estate | $ (863) | ||||
Disposed of by sale | Net Lease | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Number of Properties | property | 3 | ||||
Square Feet | ft² | 34,849 | 34,849 | 34,849 | ||
Gross Sales Price | $ 2,932 | ||||
Loss on Sale of Real Estate | $ (2,132) |
Management Agreements and Lea_2
Management Agreements and Leases - Narrative (Details) | Jun. 30, 2024 hotel tenant travelCenter agreement property |
Hotel | |
Management Agreements and Leases [Line Items] | |
Number of properties owned | 220 |
Number of operating agreements | agreement | 4 |
Net Lease | |
Management Agreements and Leases [Line Items] | |
Number of properties owned | property | 749 |
Number of tenants | tenant | 178 |
Related Party | Hotel | Sonesta Int'l Hotels Corp | |
Management Agreements and Leases [Line Items] | |
Number of properties owned | 195 |
Related Party | Hotel | Hyatt Hotels Corporation | |
Management Agreements and Leases [Line Items] | |
Number of properties owned | 17 |
Related Party | Hotel | Radisson Hospitality, Inc | |
Management Agreements and Leases [Line Items] | |
Number of properties owned | 7 |
Related Party | Net Lease | TravelCenters of America Inc. | |
Management Agreements and Leases [Line Items] | |
Number of properties owned | travelCenter | 175 |
Management Agreements and Lea_3
Management Agreements and Leases - Sonesta (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 USD ($) renewalOption hotel | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) renewalOption hotel | Jun. 30, 2023 USD ($) | Dec. 31, 2023 USD ($) | |
Management Agreements and Leases [Line Items] | |||||
Capital improvements from leased facilities, funded | $ 142,382 | $ 63,562 | |||
Due from related persons | $ 28,959 | $ 28,959 | $ 6,376 | ||
Sonesta agreements | |||||
Management Agreements and Leases [Line Items] | |||||
Percentage of historical real estate investments | 50.10% | 50.10% | |||
Percent of gross revenues from hotel operations placed in escrow or FF&E reserve | 5% | ||||
Hotel | Sonesta Int'l Hotels Corp | |||||
Management Agreements and Leases [Line Items] | |||||
Due to related party, reimbursement of capital expenditures and other | $ 7,883 | $ 7,883 | 13,300 | ||
Hotel | Return Of Capital | Sonesta Int'l Hotels Corp | |||||
Management Agreements and Leases [Line Items] | |||||
Due from related persons | 28,959 | 28,959 | 6,376 | ||
Annual owners' priority returns | $ 360,353 | $ 360,353 | |||
Hotel | Sonesta agreements | |||||
Management Agreements and Leases [Line Items] | |||||
Number of renewal options | renewalOption | 2 | 2 | |||
Term of renewal options | 15 years | ||||
Percent payment of hotel cash flows | 80% | 80% | |||
Hotel net income (loss) | $ 75,130 | $ 84,899 | $ 102,505 | 115,136 | |
Capital improvements from leased facilities, funded | 106,366 | 54,209 | |||
Related party transaction, management marketing and reservation system fees | 32,969 | 32,121 | 59,984 | 58,257 | |
Procurement and construction supervision fees | 587 | 341 | 987 | 548 | |
Advanced working capital | 48,490 | 48,490 | $ 48,490 | ||
Hotel | Sonesta agreements | Return Of Capital | Sonesta Int'l Hotels Corp | |||||
Management Agreements and Leases [Line Items] | |||||
Due from related persons | $ 6,382 | $ 3,253 | $ 6,382 | $ 3,253 | |
Hotel | Full service hotel | Sonesta Int'l Hotels Corp | |||||
Management Agreements and Leases [Line Items] | |||||
Number of real estate properties leased or managed | hotel | 40 | 40 | |||
Hotel | Limited services hotel | Sonesta Int'l Hotels Corp | |||||
Management Agreements and Leases [Line Items] | |||||
Number of real estate properties leased or managed | hotel | 111 | 111 | |||
Hotel | Select service hotels | Sonesta Int'l Hotels Corp | |||||
Management Agreements and Leases [Line Items] | |||||
Number of real estate properties leased or managed | hotel | 44 | 44 |
Management Agreements and Lea_4
Management Agreements and Leases - Hyatt Agreement (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||
Feb. 29, 2024 USD ($) | Jun. 30, 2024 USD ($) hotel | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) hotel | Jun. 30, 2023 USD ($) | |
Management Agreements and Leases [Line Items] | |||||
Capital improvements from leased facilities, funded | $ 142,382 | $ 63,562 | |||
Hotel | |||||
Management Agreements and Leases [Line Items] | |||||
Number of properties owned | hotel | 220 | 220 | |||
Hotel | Hyatt Hotels Corporation | |||||
Management Agreements and Leases [Line Items] | |||||
Operating agreement annual rent and return | $ 16,958 | ||||
Limited guarantee amount | $ 30,000 | ||||
Limited guarantee, percentage of annual minimum returns | 75% | 75% | |||
Realized returns (loss) and rents | $ 3,314 | $ 4,388 | $ 2,206 | 6,711 | |
Additional working capital | $ 2,300 | ||||
Capital improvements from leased facilities, funded | 23,377 | 454 | |||
Increase in annual owner's priority returns | $ 1,403 | $ 27 | |||
Hotel | Related Party | Hyatt Hotels Corporation | |||||
Management Agreements and Leases [Line Items] | |||||
Number of properties owned | hotel | 17 | 17 |
Management Agreements and Lea_5
Management Agreements and Leases - Radisson Agreement (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 USD ($) hotel | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) hotel | Jun. 30, 2023 USD ($) | |
Management Agreements and Leases [Line Items] | ||||
Capital improvements from leased facilities, funded | $ 142,382 | $ 63,562 | ||
Radisson Agreement | ||||
Management Agreements and Leases [Line Items] | ||||
Capital improvements from leased facilities, funded | 544 | 4,749 | ||
Increase in annual owner's priority returns | $ 32 | 285 | ||
Hotel | ||||
Management Agreements and Leases [Line Items] | ||||
Number of properties owned | hotel | 220 | 220 | ||
Hotel | Radisson Agreement | ||||
Management Agreements and Leases [Line Items] | ||||
Operating agreement annual rent and return | $ 10,898 | |||
Limited guarantee amount | $ 22,000 | |||
Limited guarantee, percentage of annual minimum returns | 75% | 75% | ||
Realized returns (loss) and rents | $ 1,789 | $ 1,799 | $ 3,240 | 3,364 |
Guaranty payments | $ 140 | |||
Guarantee provided to the entity, maximum | $ 21,350 | $ 21,350 | ||
Hotel | Related Party | Radisson Hospitality, Inc | ||||
Management Agreements and Leases [Line Items] | ||||
Number of properties owned | hotel | 7 | 7 |
Management Agreements and Lea_6
Management Agreements and Leases - Marriott Agreement (Details) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) hotel | |
Management Agreements and Leases [Line Items] | ||
Operating cash (deficit) flow | $ 42,893 | $ 328,503 |
Capital improvements from leased facilities, funded | $ 142,382 | 63,562 |
Marriott Contracts | Hotel | ||
Management Agreements and Leases [Line Items] | ||
Operating cash (deficit) flow | (2,762) | |
Capital improvements from leased facilities, funded | $ 0 | |
Marriott Contracts | Hotel | Marriott International, Inc. | ||
Management Agreements and Leases [Line Items] | ||
Number of properties sold | hotel | 16 |
Management Agreements and Lea_7
Management Agreements and Leases - IHG Agreement (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 USD ($) hotel | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) hotel | Jun. 30, 2023 USD ($) | |
Management Agreements and Leases [Line Items] | ||||
Cash provided by (used in) operating activities | $ 42,893 | $ 328,503 | ||
Capital improvements from leased facilities, funded | 142,382 | 63,562 | ||
IHG Agreement | ||||
Management Agreements and Leases [Line Items] | ||||
Capital improvements from leased facilities, funded | $ 221 | 328 | ||
Hotel | ||||
Management Agreements and Leases [Line Items] | ||||
Number of properties owned | hotel | 220 | 220 | ||
Hotel | IHG Agreement | ||||
Management Agreements and Leases [Line Items] | ||||
Number of properties owned | hotel | 1 | 1 | ||
Cash provided by (used in) operating activities | $ 1,536 | $ 1,517 | $ 3,129 | $ 2,280 |
Management Agreements and Lea_8
Management Agreements and Leases - Other, Net Lease Portfolio and TA Leases (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 USD ($) ft² lease brand industry tenant travelCenter property | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) ft² lease brand industry tenant travelCenter property | Jun. 30, 2023 USD ($) | Dec. 31, 2023 USD ($) | |
Management Agreements and Leases [Line Items] | |||||
Rental income | $ 100,462 | $ 99,452 | $ 200,476 | $ 193,865 | |
Adjustments necessary to record rent on straight line basis | 4,778 | 2,767 | 10,546 | 319 | |
Reserves recorded (reduced) for uncollectible amounts against rental income | (377) | (1,813) | (1,042) | (5,353) | |
COVID-19 | |||||
Management Agreements and Leases [Line Items] | |||||
Reserves for uncollectible rents | 4,366 | 4,366 | $ 3,436 | ||
TravelCenters of America Inc. | |||||
Management Agreements and Leases [Line Items] | |||||
Monthly rent credit amount | $ 25,000 | $ 25,000 | |||
Lease term | 10 years | 10 years | |||
Deferred percentage rental income | 3,507 | 3,507 | |||
BP Products North America Inc. | |||||
Management Agreements and Leases [Line Items] | |||||
Guarantee obligations | $ 3,037,475 | $ 3,037,475 | |||
Net Lease | |||||
Management Agreements and Leases [Line Items] | |||||
Operating agreement annual rent and return | $ 380,457 | ||||
Percentage of portfolio leased by tenants | 97.30% | 97.30% | |||
Number of brands | brand | 139 | 139 | |||
Number of industries | industry | 21 | 21 | |||
Net Lease | |||||
Management Agreements and Leases [Line Items] | |||||
Number of properties owned | property | 749 | 749 | |||
Square feet | ft² | 13,384,219 | 13,384,219 | |||
Weighted average remaining lease term | 8 years 4 months 24 days | 8 years 4 months 24 days | |||
Number of tenants | tenant | 178 | 178 | |||
Net Lease | Travel Centers of America | Real Estate Investment Property At Cost | Credit Concentration Risk | |||||
Management Agreements and Leases [Line Items] | |||||
Percentage of total annual minimum rents | 28.50% | ||||
Net Lease | Related Party | TravelCenters of America Inc. | |||||
Management Agreements and Leases [Line Items] | |||||
Number of properties owned | travelCenter | 175 | 175 | |||
Travel centers | TravelCenters of America Inc. | |||||
Management Agreements and Leases [Line Items] | |||||
Operating agreement annual rent and return | $ 259,080 | ||||
Rental income | $ 67,834 | 65,260 | 135,668 | 127,401 | |
Adjustments necessary to record rent on straight line basis | 3,885 | 2,555 | 8,194 | (686) | |
Accruals for unpaid rent, including deferred rent | $ 30,872 | $ 30,872 | $ 19,816 | ||
TA agreements | Travel centers | TravelCenters of America Inc. | |||||
Management Agreements and Leases [Line Items] | |||||
Number of operating agreements | lease | 5 | 5 | |||
SMTA Transaction | |||||
Management Agreements and Leases [Line Items] | |||||
Rental income | $ 32,628 | 34,192 | $ 64,808 | 66,464 | |
Adjustments necessary to record rent on straight line basis | $ 893 | $ 212 | $ 2,352 | $ 1,005 |
Other Investments (Details)
Other Investments (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||||
Feb. 27, 2020 | Mar. 31, 2024 | Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | May 15, 2023 | |
Schedule of Equity Method Investments [Line Items] | ||||||||
Equity method investment | $ 108,106 | $ 108,106 | $ 113,304 | |||||
Investment (losses) earnings in an investee | (2,716) | $ 517 | (8,054) | $ (3,704) | ||||
Capital contribution funded | 3,392 | 0 | ||||||
TravelCenters of America Inc. | BP Products North America Inc. | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Business acquisition, share price (in dollars per share) | $ 86 | |||||||
Travel Centers of America | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Number of common shares owned (in shares) | 1,184,797 | |||||||
Percentage of total shares outstanding (in percent) | 7.80% | |||||||
Sonesta Int'l Hotels Corp | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Investment (losses) earnings in an investee | (2,716) | 517 | (8,054) | (3,704) | ||||
Decrease in hotel operating expense | 621 | 621 | 1,242 | 1,242 | ||||
Capital contribution funded | $ 3,392 | |||||||
Travel Centers of America | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Historical cost of securities | 24,418 | $ 24,418 | ||||||
Carrying value of investment | $ 101,893 | |||||||
(Loss) gain on equity securities | (593) | 48,837 | ||||||
Sonesta agreements | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Equity method investment | 108,106 | 108,106 | 113,304 | |||||
Amount of cost basis exceeding book value | $ 8,000 | |||||||
Amortization period | 31 years | |||||||
Amortization of basis difference | 65 | $ 65 | 130 | $ 130 | ||||
Accounts payable and other liabilities | 42,000 | 42,000 | ||||||
Unamortized balance | $ 31,237 | $ 31,237 | $ 32,479 | |||||
Sonesta Int'l Hotels Corp | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Noncontrolling interest, ownership percentage (in percent) | 34% | 34% | 34% |
Indebtedness - Narrative (Detai
Indebtedness - Narrative (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||
Feb. 10, 2023 USD ($) property | Jun. 30, 2024 USD ($) hotel property | Jun. 30, 2024 USD ($) hotel property | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) hotel property extensionOption | Jun. 30, 2023 USD ($) | Dec. 31, 2023 USD ($) | |
Indebtedness | |||||||
Revolving credit facility | $ 0 | $ 0 | $ 0 | $ 0 | |||
Proceeds from senior unsecured notes, net of discounts | 1,165,007 | $ 0 | |||||
(Loss) gain on early debt extinguishment | (16,048) | $ (238) | (16,048) | (282) | |||
Repayments of debt | 2,569 | 0 | |||||
Senior Notes | |||||||
Indebtedness | |||||||
Proceeds from senior unsecured notes, net of discounts | 1,162,284 | ||||||
Net Lease Mortgage Notes, due 2028 at 5.60% | |||||||
Indebtedness | |||||||
Principal amount | $ 610,200 | ||||||
Redemption period | 24 months | ||||||
Debt instrument, collateral properties | property | 308 | ||||||
Operating agreement annual rent and return | 65,173 | ||||||
Gross book value | 753,474 | ||||||
Revolving credit facility | |||||||
Indebtedness | |||||||
Revolving credit facility | 0 | 0 | $ 0 | 0 | $ 0 | ||
Revolving credit facility, maximum borrowing capacity | $ 650,000 | $ 650,000 | $ 650,000 | ||||
Number of extension options | extensionOption | 2 | ||||||
Extension term | 6 months | ||||||
Leverage ratio limit | 2.50% | 2.50% | 2.50% | ||||
Collateral properties with first mortgage liens | property | 72 | 72 | 72 | ||||
Collateral to secure debt | $ 1,738,959 | $ 1,738,959 | $ 1,738,959 | ||||
Annual interest rate | 7.83% | 7.83% | 7.64% | 7.83% | 7.64% | ||
Revolving credit facility | Hotel | |||||||
Indebtedness | |||||||
Collateral properties with first mortgage liens | hotel | 69 | 69 | 69 | ||||
Revolving credit facility | Net Lease | |||||||
Indebtedness | |||||||
Collateral properties with first mortgage liens | property | 3 | 3 | 3 | ||||
Revolving credit facility | Minimum | |||||||
Indebtedness | |||||||
Basis spread on variable rate (in percent) | 1.50% | ||||||
Credit facility fee percentage (in percent) | 0.20% | ||||||
Revolving credit facility | Maximum | |||||||
Indebtedness | |||||||
Basis spread on variable rate (in percent) | 3% | ||||||
Credit facility fee percentage (in percent) | 0.30% | ||||||
Senior Unsecured Notes | |||||||
Indebtedness | |||||||
Senior notes | $ 4,014,023 | $ 4,014,023 | $ 4,014,023 | 3,993,327 | |||
Senior Unsecured Notes | Senior Notes | |||||||
Indebtedness | |||||||
Senior notes | $ 4,075,000 | $ 4,075,000 | $ 4,075,000 | ||||
Senior Guaranteed Unsecured Notes, due 2029 at 8.375% | |||||||
Indebtedness | |||||||
Interest rate, stated percentage (in percent) | 8.375% | 8.375% | 8.375% | ||||
Senior Guaranteed Unsecured Notes, due 2029 at 8.375% | Senior Notes | |||||||
Indebtedness | |||||||
Principal amount | $ 700,000 | $ 700,000 | $ 700,000 | ||||
Interest rate, stated percentage (in percent) | 8.375% | 8.375% | 8.375% | ||||
Senior Guaranteed Unsecured Notes, due 2032 at 8.875% | |||||||
Indebtedness | |||||||
Interest rate, stated percentage (in percent) | 8.875% | 8.875% | 8.875% | ||||
Senior Guaranteed Unsecured Notes, due 2032 at 8.875% | Senior Notes | |||||||
Indebtedness | |||||||
Principal amount | $ 500,000 | $ 500,000 | $ 500,000 | ||||
Interest rate, stated percentage (in percent) | 8.875% | 8.875% | 8.875% | ||||
Senior Unsecured Notes, due 2025 at 7.50% | |||||||
Indebtedness | |||||||
Interest rate, stated percentage (in percent) | 7.50% | 7.50% | 7.50% | ||||
Senior Unsecured Notes, due 2025 at 7.50% | Senior Notes | |||||||
Indebtedness | |||||||
Interest rate, stated percentage (in percent) | 7.50% | 7.50% | 7.50% | ||||
Repurchase amount | $ 800,000 | $ 800,000 | $ 800,000 | ||||
(Loss) gain on early debt extinguishment | $ (17,681) | $ (17,681) | |||||
Senior Unsecured Notes, due 2025 at 4.50% | |||||||
Indebtedness | |||||||
Interest rate, stated percentage (in percent) | 4.50% | 4.50% | 4.50% | ||||
Senior Unsecured Notes, due 2025 at 4.50% | Senior Notes | |||||||
Indebtedness | |||||||
Principal amount | $ 350,000 | $ 350,000 | $ 350,000 | ||||
Interest rate, stated percentage (in percent) | 4.50% | 4.50% | 4.50% | ||||
Repurchase amount | $ 272,803 | $ 272,803 | $ 272,803 | ||||
(Loss) gain on early debt extinguishment | 1,633 | 1,633 | |||||
Cost of repurchase amount | 270,396 | 270,396 | 270,396 | ||||
Repayments of debt | 77,197 | ||||||
Senior Secured Notes | |||||||
Indebtedness | |||||||
Senior notes | 970,051 | 970,051 | 970,051 | $ 968,017 | |||
Senior Secured Notes | Senior Notes | |||||||
Indebtedness | |||||||
Senior notes | $ 1,000,000 | $ 1,000,000 | $ 1,000,000 | ||||
Senior Secured Notes, due 2031 at 8.625% | |||||||
Indebtedness | |||||||
Interest rate, stated percentage (in percent) | 8.625% | 8.625% | 8.625% | ||||
Senior Secured Notes, due 2031 at 8.625% | Senior Notes | |||||||
Indebtedness | |||||||
Interest rate, stated percentage (in percent) | 8.625% | 8.625% | 8.625% | ||||
Net Lease Mortgage Notes, due 2028 at 5.60% | Net Lease Mortgage Notes, due 2028 at 5.60% | |||||||
Indebtedness | |||||||
Principal amount | $ 607,590 | $ 607,590 | $ 607,590 | ||||
Interest rate, stated percentage (in percent) | 5.60% | 5.60% | 5.60% | ||||
Coupon Rate 5.15% | Net Lease Mortgage Notes, due 2028 at 5.60% | |||||||
Indebtedness | |||||||
Principal amount | $ 302,967 | $ 302,967 | $ 302,967 | ||||
Interest rate, stated percentage (in percent) | 5.15% | 5.15% | 5.15% | ||||
Debt instrument, monthly redemption price, percentage (in percent) | 0.50% | ||||||
Coupon Rate 5.55% | Net Lease Mortgage Notes, due 2028 at 5.60% | |||||||
Indebtedness | |||||||
Principal amount | $ 172,423 | $ 172,423 | $ 172,423 | ||||
Interest rate, stated percentage (in percent) | 5.55% | 5.55% | 5.55% | ||||
Debt instrument, monthly redemption price, percentage (in percent) | 0.25% |
Indebtedness - Schedule of Init
Indebtedness - Schedule of Initial Principal Balance and Annual Interest Rates (Details) - Net Lease Mortgage Notes, due 2028 at 5.60% - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Feb. 10, 2023 | |
Indebtedness | ||
Principal amount | $ 610,200 | |
Coupon Rate 5.15% | ||
Indebtedness | ||
Principal amount | $ 302,967 | |
Interest rate, stated percentage (in percent) | 5.15% | |
Debt term | 5 years | |
Coupon Rate 5.55% | ||
Indebtedness | ||
Principal amount | $ 172,423 | |
Interest rate, stated percentage (in percent) | 5.55% | |
Debt term | 5 years | |
Coupon Rate 6.70% | ||
Indebtedness | ||
Principal amount | $ 132,200 | |
Interest rate, stated percentage (in percent) | 6.70% | |
Debt term | 5 years | |
Net Lease Mortgage Notes, due 2028 at 5.60% | ||
Indebtedness | ||
Principal amount | $ 607,590 | |
Interest rate, stated percentage (in percent) | 5.60% |
Shareholders' Equity - Addition
Shareholders' Equity - Additional Information (Details) $ / shares in Units, $ in Thousands | 6 Months Ended | ||||
Jul. 11, 2024 USD ($) $ / shares | Jun. 14, 2024 trustee $ / shares shares | Apr. 11, 2024 USD ($) | Jan. 11, 2024 USD ($) | Jun. 30, 2024 USD ($) $ / shares shares | |
Class of Stock [Line Items] | |||||
Number of new trustees | trustee | 8 | ||||
Shares repurchased (in shares) | shares | 11,798 | ||||
Shares repurchased (in dollars per share) | $ 6.66 | ||||
Common stock dividend | $ | $ 33,152 | $ 33,154 | $ 66,306 | ||
Subsequent event | |||||
Class of Stock [Line Items] | |||||
Quarterly distribution declared (in dollars per share) | $ 0.20 | ||||
Common stock dividend | $ | $ 33,178 | ||||
Trustee One | |||||
Class of Stock [Line Items] | |||||
Shares granted (in shares) | shares | 18,255 | ||||
Shares granted valued (in dollars per share) | $ 4.93 | ||||
Trustee Two | |||||
Class of Stock [Line Items] | |||||
Shares granted (in shares) | shares | 18,255 | ||||
Shares granted valued (in dollars per share) | $ 4.93 | ||||
Trustee Three | |||||
Class of Stock [Line Items] | |||||
Shares granted (in shares) | shares | 18,255 | ||||
Shares granted valued (in dollars per share) | $ 4.93 | ||||
Trustee Four | |||||
Class of Stock [Line Items] | |||||
Shares granted (in shares) | shares | 18,255 | ||||
Shares granted valued (in dollars per share) | $ 4.93 | ||||
Trustee Five | |||||
Class of Stock [Line Items] | |||||
Shares granted (in shares) | shares | 18,255 | ||||
Shares granted valued (in dollars per share) | $ 4.93 | ||||
Trustee Six | |||||
Class of Stock [Line Items] | |||||
Shares granted (in shares) | shares | 18,255 | ||||
Shares granted valued (in dollars per share) | $ 4.93 | ||||
Trustee Seven | |||||
Class of Stock [Line Items] | |||||
Shares granted (in shares) | shares | 18,255 | ||||
Shares granted valued (in dollars per share) | $ 4.93 | ||||
Trustee Eight | |||||
Class of Stock [Line Items] | |||||
Shares granted (in shares) | shares | 18,255 | ||||
Shares granted valued (in dollars per share) | $ 4.93 |
Shareholders' Equity - Schedule
Shareholders' Equity - Schedule of Dividends Declared (Details) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | ||
Apr. 11, 2024 | Jan. 11, 2024 | Jun. 30, 2024 | |
Stockholders' Equity Note [Abstract] | |||
Dividend Per Common Share (in dollars per share) | $ 0.20 | $ 0.20 | $ 0.40 |
Total Distributions | $ 33,152 | $ 33,154 | $ 66,306 |
Business and Property Managem_2
Business and Property Management Agreements with RMR (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 USD ($) employee agreement | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) employee agreement | Jun. 30, 2023 USD ($) | |
Real Estate Properties [Line Items] | ||||
Number of employees | employee | 0 | 0 | ||
Net lease operating expenses | $ 4,958 | $ 4,372 | $ 9,681 | $ 8,277 |
Amended And Restate Business Management Agreement | RMR LLC | ||||
Real Estate Properties [Line Items] | ||||
Business management fees incurred | 7,440 | 8,287 | $ 15,197 | 16,672 |
RMR LLC | ||||
Real Estate Properties [Line Items] | ||||
Incentive fee calculation period | 3 years | |||
Net lease operating expenses | 1,505 | 937 | $ 2,989 | 1,882 |
Related party transaction amount | $ 1,334 | 909 | $ 3,030 | 1,376 |
RMR LLC | Amended And Restate Business Management Agreement | ||||
Real Estate Properties [Line Items] | ||||
Number of management service agreements | agreement | 2 | 2 | ||
Related party property management and construction management fee | $ 2,839 | 1,846 | $ 6,019 | 3,258 |
Related party reimbursement expenses | $ 1,032 | $ 1,116 | $ 2,126 | $ 2,119 |
Related Person Transactions (De
Related Person Transactions (Details) | Jun. 30, 2024 agreement hotel shares | Dec. 31, 2023 |
Hotel | ||
Related Party Transaction [Line Items] | ||
Number of properties owned | 220 | |
RMR LLC | ||
Related Party Transaction [Line Items] | ||
Percentage of total shares outstanding (in percent) | 4.40% | |
Travel Centers of America | RMR LLC | ||
Related Party Transaction [Line Items] | ||
Number of common shares owned (in shares) | shares | 661,506 | |
Sonesta Int'l Hotels Corp | ||
Related Party Transaction [Line Items] | ||
Noncontrolling interest, ownership percentage (in percent) | 34% | 34% |
RMR LLC | Amended And Restate Business Management Agreement | ||
Related Party Transaction [Line Items] | ||
Number of management service agreements | agreement | 2 | |
Sonesta Int'l Hotels Corp | Related Party | Hotel | ||
Related Party Transaction [Line Items] | ||
Number of properties owned | 195 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Components of provision for income taxes | ||||
Income tax expense | $ 524 | $ 5,247 | $ 1,531 | $ 1,467 |
Current state tax expense | 88 | 2,884 | 709 | 587 |
Current foreign tax expense | $ 436 | $ 2,363 | $ 822 | $ 880 |
Segment Information (Details)
Segment Information (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2024 USD ($) | Mar. 31, 2024 USD ($) | Jun. 30, 2023 USD ($) | Mar. 31, 2023 USD ($) | Jun. 30, 2024 USD ($) segment | Jun. 30, 2023 USD ($) | Dec. 31, 2023 USD ($) | |
Segment Information | |||||||
Number of reportable segments | segment | 2 | ||||||
Revenues: | |||||||
Hotel operating revenues | $ 412,486 | $ 404,327 | $ 748,722 | $ 739,123 | |||
Rental income | 100,462 | 99,452 | 200,476 | 193,865 | |||
Total revenues | 512,948 | 503,779 | 949,198 | 932,988 | |||
Expenses: | |||||||
Hotel operating expenses | 328,247 | 309,100 | 633,333 | 608,666 | |||
Net lease operating expenses | 4,958 | 4,372 | 9,681 | 8,277 | |||
Depreciation and amortization | 95,674 | 94,571 | 188,781 | 194,610 | |||
General and administrative | 10,681 | 12,420 | 21,187 | 23,331 | |||
Transaction related costs | 0 | 931 | 0 | 1,818 | |||
Loss on asset impairment, net | 34,887 | 9,005 | 37,338 | 9,005 | |||
Total expenses | 474,447 | 430,399 | 890,320 | 845,707 | |||
Gain (loss) on sale of real estate, net | (32) | (62) | (2,995) | 41,836 | |||
Gain (loss) on equity securities, net | 0 | (593) | 0 | 48,837 | |||
Interest income | 819 | 3,468 | 2,781 | 6,254 | |||
Interest expense | (93,850) | (82,503) | (185,264) | (164,083) | |||
Loss on early extinguishment of debt, net | (16,048) | (238) | (16,048) | (282) | |||
(Loss) income before income tax expense and equity in (losses) earnings of an investee | (70,610) | (6,548) | (142,648) | 19,843 | |||
Income tax expense | (524) | (5,247) | (1,531) | (1,467) | |||
Equity in earnings (losses) of an investee | (2,716) | 517 | (8,054) | (3,704) | |||
Net (loss) income | (73,850) | $ (78,383) | (11,278) | $ 25,950 | (152,233) | 14,672 | |
Total assets | 7,121,661 | 7,121,661 | $ 7,356,116 | ||||
Operating segments | Hotels | |||||||
Revenues: | |||||||
Hotel operating revenues | 412,486 | 404,327 | 748,722 | 739,123 | |||
Rental income | 0 | 0 | 0 | 0 | |||
Total revenues | 412,486 | 404,327 | 748,722 | 739,123 | |||
Expenses: | |||||||
Hotel operating expenses | 328,247 | 309,100 | 633,333 | 608,666 | |||
Net lease operating expenses | 0 | 0 | 0 | 0 | |||
Depreciation and amortization | 55,389 | 53,449 | 110,475 | 106,834 | |||
General and administrative | 0 | 0 | 0 | 0 | |||
Transaction related costs | 473 | 473 | |||||
Loss on asset impairment, net | 33,107 | 0 | 33,107 | 0 | |||
Total expenses | 416,743 | 363,022 | 776,915 | 715,973 | |||
Gain (loss) on sale of real estate, net | (27) | 20 | (863) | 41,918 | |||
Gain (loss) on equity securities, net | 0 | 0 | |||||
Interest income | 64 | 21 | 127 | 51 | |||
Interest expense | 0 | 0 | 0 | 0 | |||
Loss on early extinguishment of debt, net | 0 | 0 | 0 | 0 | |||
(Loss) income before income tax expense and equity in (losses) earnings of an investee | (4,220) | 41,346 | (28,929) | 65,119 | |||
Income tax expense | 0 | 0 | 0 | 0 | |||
Equity in earnings (losses) of an investee | 0 | 0 | 0 | 0 | |||
Net (loss) income | (4,220) | 41,346 | (28,929) | 65,119 | |||
Total assets | 3,955,348 | 3,955,348 | 3,943,213 | ||||
Operating segments | Net Lease | |||||||
Revenues: | |||||||
Hotel operating revenues | 0 | 0 | 0 | 0 | |||
Rental income | 100,462 | 99,452 | 200,476 | 193,865 | |||
Total revenues | 100,462 | 99,452 | 200,476 | 193,865 | |||
Expenses: | |||||||
Hotel operating expenses | 0 | 0 | 0 | 0 | |||
Net lease operating expenses | 4,958 | 5,202 | 9,681 | 8,277 | |||
Depreciation and amortization | 40,285 | 41,122 | 78,306 | 87,776 | |||
General and administrative | 0 | 0 | 0 | 0 | |||
Transaction related costs | 415 | 415 | |||||
Loss on asset impairment, net | 1,780 | 9,005 | 4,231 | 9,005 | |||
Total expenses | 47,023 | 55,744 | 92,218 | 105,473 | |||
Gain (loss) on sale of real estate, net | (5) | (82) | (2,132) | (82) | |||
Gain (loss) on equity securities, net | 0 | 0 | |||||
Interest income | 36 | 23 | 141 | 25 | |||
Interest expense | (11,441) | (11,435) | (22,958) | (17,757) | |||
Loss on early extinguishment of debt, net | 0 | 0 | 0 | 0 | |||
(Loss) income before income tax expense and equity in (losses) earnings of an investee | 42,029 | 32,214 | 83,309 | 70,578 | |||
Income tax expense | 0 | 0 | 0 | 0 | |||
Equity in earnings (losses) of an investee | 0 | 0 | 0 | 0 | |||
Net (loss) income | 42,029 | 32,214 | 83,309 | 70,578 | |||
Total assets | 3,010,215 | 3,010,215 | 3,084,686 | ||||
Corporate | |||||||
Revenues: | |||||||
Hotel operating revenues | 0 | 0 | 0 | 0 | |||
Rental income | 0 | 0 | 0 | 0 | |||
Total revenues | 0 | 0 | 0 | 0 | |||
Expenses: | |||||||
Hotel operating expenses | 0 | 0 | 0 | 0 | |||
Net lease operating expenses | 0 | (830) | 0 | 0 | |||
Depreciation and amortization | 0 | 0 | 0 | 0 | |||
General and administrative | 10,681 | 12,420 | 21,187 | 23,331 | |||
Transaction related costs | 43 | 930 | |||||
Loss on asset impairment, net | 0 | 0 | 0 | 0 | |||
Total expenses | 10,681 | 11,633 | 21,187 | 24,261 | |||
Gain (loss) on sale of real estate, net | 0 | 0 | 0 | 0 | |||
Gain (loss) on equity securities, net | (593) | 48,837 | |||||
Interest income | 719 | 3,424 | 2,513 | 6,178 | |||
Interest expense | (82,409) | (71,068) | (162,306) | (146,326) | |||
Loss on early extinguishment of debt, net | (16,048) | (238) | (16,048) | (282) | |||
(Loss) income before income tax expense and equity in (losses) earnings of an investee | (108,419) | (80,108) | (197,028) | (115,854) | |||
Income tax expense | (524) | (5,247) | (1,531) | (1,467) | |||
Equity in earnings (losses) of an investee | (2,716) | 517 | (8,054) | (3,704) | |||
Net (loss) income | (111,659) | $ (84,838) | (206,613) | $ (121,025) | |||
Total assets | $ 156,098 | $ 156,098 | $ 328,217 |
Fair Value of Assets and Liab_3
Fair Value of Assets and Liabilities - Schedule of Recurring and Non-Recurring (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 USD ($) property hotel | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) property hotel | Jun. 30, 2023 USD ($) | |
Fair Value of Assets and Liabilities | ||||
Loss on asset impairment, net | $ 34,887 | $ 9,005 | $ 37,338 | $ 9,005 |
Held-for-sale | ||||
Fair Value of Assets and Liabilities | ||||
Assets of properties held for sale | 44,025 | 44,025 | ||
Quoted Prices in Active Markets for Identical Assets (Level 1) | Held-for-sale | ||||
Fair Value of Assets and Liabilities | ||||
Assets of properties held for sale | 0 | 0 | ||
Significant Other Observable Inputs (Level 2) | Held-for-sale | ||||
Fair Value of Assets and Liabilities | ||||
Assets of properties held for sale | $ 40,211 | 40,211 | ||
Loss on asset impairment, net | 33,449 | |||
Costs to sell | $ 1,497 | |||
Significant Other Observable Inputs (Level 2) | Held-for-sale | Hotel | ||||
Fair Value of Assets and Liabilities | ||||
Number of impaired properties | hotel | 8 | 8 | ||
Significant Other Observable Inputs (Level 2) | Held-for-sale | Net Lease | ||||
Fair Value of Assets and Liabilities | ||||
Number of impaired properties | property | 2 | 2 | ||
Significant Unobservable Inputs (Level 3) | Held-for-sale | ||||
Fair Value of Assets and Liabilities | ||||
Assets of properties held for sale | $ 3,814 | $ 3,814 | ||
Loss on asset impairment, net | 3,889 | |||
Costs to sell | $ 270 | |||
Significant Unobservable Inputs (Level 3) | Held-for-sale | Net Lease | ||||
Fair Value of Assets and Liabilities | ||||
Number of impaired properties | property | 3 | 3 |
Fair Value of Assets and Liab_4
Fair Value of Assets and Liabilities - Schedule of Debt Fair Value (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Senior Unsecured Notes, due 2025 at 4.50% | ||
Fair Value of Assets and Liabilities | ||
Interest rate, stated percentage (in percent) | 4.50% | |
Senior Unsecured Notes, due 2025 at 7.50% | ||
Fair Value of Assets and Liabilities | ||
Interest rate, stated percentage (in percent) | 7.50% | |
Senior Unsecured Notes, due 2026 at 5.25% | ||
Fair Value of Assets and Liabilities | ||
Interest rate, stated percentage (in percent) | 5.25% | |
Senior Unsecured Notes, due 2026 at 4.75% | ||
Fair Value of Assets and Liabilities | ||
Interest rate, stated percentage (in percent) | 4.75% | |
Senior Unsecured Notes, due 2027 at 4.95% | ||
Fair Value of Assets and Liabilities | ||
Interest rate, stated percentage (in percent) | 4.95% | |
Senior Guaranteed Unsecured Notes, due 2027 at 5.50% | ||
Fair Value of Assets and Liabilities | ||
Interest rate, stated percentage (in percent) | 5.50% | |
Net Lease Mortgage Notes, due 2028 at 5.60% | Net Lease Mortgage Notes, due 2028 at 5.60% | ||
Fair Value of Assets and Liabilities | ||
Interest rate, stated percentage (in percent) | 5.60% | |
Senior Unsecured Notes, due 2028 at 3.95% | ||
Fair Value of Assets and Liabilities | ||
Interest rate, stated percentage (in percent) | 3.95% | |
Senior Guaranteed Unsecured Notes, due 2029 at 8.375% | ||
Fair Value of Assets and Liabilities | ||
Interest rate, stated percentage (in percent) | 8.375% | |
Senior Unsecured Notes, due 2029 at 4.95% | ||
Fair Value of Assets and Liabilities | ||
Interest rate, stated percentage (in percent) | 4.95% | |
Senior Unsecured Notes, due 2030 at 4.375% | ||
Fair Value of Assets and Liabilities | ||
Interest rate, stated percentage (in percent) | 4.375% | |
Senior Secured Notes, due 2031 at 8.625% | ||
Fair Value of Assets and Liabilities | ||
Interest rate, stated percentage (in percent) | 8.625% | |
Senior Guaranteed Unsecured Notes, due 2032 at 8.875% | ||
Fair Value of Assets and Liabilities | ||
Interest rate, stated percentage (in percent) | 8.875% | |
Carrying Value | ||
Fair Value of Assets and Liabilities | ||
Total financial liabilities | $ 5,547,801 | $ 5,520,220 |
Carrying Value | Senior Unsecured Notes, due 2025 at 4.50% | ||
Fair Value of Assets and Liabilities | ||
Total financial liabilities | 0 | 349,181 |
Carrying Value | Senior Unsecured Notes, due 2025 at 7.50% | ||
Fair Value of Assets and Liabilities | ||
Total financial liabilities | 0 | 796,007 |
Carrying Value | Senior Unsecured Notes, due 2026 at 5.25% | ||
Fair Value of Assets and Liabilities | ||
Total financial liabilities | 348,165 | 347,601 |
Carrying Value | Senior Unsecured Notes, due 2026 at 4.75% | ||
Fair Value of Assets and Liabilities | ||
Total financial liabilities | 448,652 | 448,347 |
Carrying Value | Senior Unsecured Notes, due 2027 at 4.95% | ||
Fair Value of Assets and Liabilities | ||
Total financial liabilities | 398,050 | 397,672 |
Carrying Value | Senior Guaranteed Unsecured Notes, due 2027 at 5.50% | ||
Fair Value of Assets and Liabilities | ||
Total financial liabilities | 446,195 | 445,631 |
Carrying Value | Net Lease Mortgage Notes, due 2028 at 5.60% | Net Lease Mortgage Notes, due 2028 at 5.60% | ||
Fair Value of Assets and Liabilities | ||
Total financial liabilities | 563,727 | 558,876 |
Carrying Value | Senior Unsecured Notes, due 2028 at 3.95% | ||
Fair Value of Assets and Liabilities | ||
Total financial liabilities | 395,930 | 395,355 |
Carrying Value | Senior Guaranteed Unsecured Notes, due 2029 at 8.375% | ||
Fair Value of Assets and Liabilities | ||
Total financial liabilities | 681,075 | 0 |
Carrying Value | Senior Unsecured Notes, due 2029 at 4.95% | ||
Fair Value of Assets and Liabilities | ||
Total financial liabilities | 420,873 | 420,477 |
Carrying Value | Senior Unsecured Notes, due 2030 at 4.375% | ||
Fair Value of Assets and Liabilities | ||
Total financial liabilities | 393,623 | 393,056 |
Carrying Value | Senior Secured Notes, due 2031 at 8.625% | ||
Fair Value of Assets and Liabilities | ||
Total financial liabilities | 970,051 | 968,017 |
Carrying Value | Senior Guaranteed Unsecured Notes, due 2032 at 8.875% | ||
Fair Value of Assets and Liabilities | ||
Total financial liabilities | 481,460 | 0 |
Fair Value | ||
Fair Value of Assets and Liabilities | ||
Total financial liabilities | 5,260,118 | 5,307,547 |
Fair Value | Senior Unsecured Notes, due 2025 at 4.50% | ||
Fair Value of Assets and Liabilities | ||
Total financial liabilities | 0 | 341,688 |
Fair Value | Senior Unsecured Notes, due 2025 at 7.50% | ||
Fair Value of Assets and Liabilities | ||
Total financial liabilities | 0 | 808,888 |
Fair Value | Senior Unsecured Notes, due 2026 at 5.25% | ||
Fair Value of Assets and Liabilities | ||
Total financial liabilities | 338,891 | 339,780 |
Fair Value | Senior Unsecured Notes, due 2026 at 4.75% | ||
Fair Value of Assets and Liabilities | ||
Total financial liabilities | 421,650 | 419,909 |
Fair Value | Senior Unsecured Notes, due 2027 at 4.95% | ||
Fair Value of Assets and Liabilities | ||
Total financial liabilities | 363,492 | 362,108 |
Fair Value | Senior Guaranteed Unsecured Notes, due 2027 at 5.50% | ||
Fair Value of Assets and Liabilities | ||
Total financial liabilities | 418,023 | 412,002 |
Fair Value | Net Lease Mortgage Notes, due 2028 at 5.60% | Net Lease Mortgage Notes, due 2028 at 5.60% | ||
Fair Value of Assets and Liabilities | ||
Total financial liabilities | 581,308 | 585,784 |
Fair Value | Senior Unsecured Notes, due 2028 at 3.95% | ||
Fair Value of Assets and Liabilities | ||
Total financial liabilities | 334,992 | 327,708 |
Fair Value | Senior Guaranteed Unsecured Notes, due 2029 at 8.375% | ||
Fair Value of Assets and Liabilities | ||
Total financial liabilities | 688,107 | 0 |
Fair Value | Senior Unsecured Notes, due 2029 at 4.95% | ||
Fair Value of Assets and Liabilities | ||
Total financial liabilities | 322,443 | 351,726 |
Fair Value | Senior Unsecured Notes, due 2030 at 4.375% | ||
Fair Value of Assets and Liabilities | ||
Total financial liabilities | 282,532 | 310,524 |
Fair Value | Senior Secured Notes, due 2031 at 8.625% | ||
Fair Value of Assets and Liabilities | ||
Total financial liabilities | 1,042,310 | 1,047,430 |
Fair Value | Senior Guaranteed Unsecured Notes, due 2032 at 8.875% | ||
Fair Value of Assets and Liabilities | ||
Total financial liabilities | $ 466,370 | $ 0 |