SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT
OF 1934
(Amendment No.   )
Ashford Inc.
(Name of the Issuer and Name of Person Filing Statement)
Common Stock, $0.001 par value per share
(Title of Class of Securities)
044104-10-7
(CUSIP Number of Class of Securities)
Alex Rose
Executive Vice President, General Counsel and Secretary
Ashford Inc.
14185 Dallas Parkway, Suite 1200
Dallas, TX 75254
(972) 490-9600
(Name, Address and Telephone Number of Persons Authorized to
Receive Notices and Communications on Behalf of Persons Filing Statement)
Copies to:
Richard M. Brand
Gregory P. Patti
Erica L. Hogan
Cadwalader, Wickersham & Taft
200 Liberty Street
New York, New York 10281
(212) 504-6000
This statement is filed in connection with (check the appropriate box):
a.

The filing of solicitation materials or an information statement subject to Regulation 14A, Regulation 14C, or Rule 13e-3(c) under the Securities Exchange Act of 1934.
b.

The filing of a registration statement under the Securities Act of 1933.
c.

A tender offer.
d.

None of the above.
Check the following box if the soliciting materials or information statement referred to in checking box (a) are preliminary copies:   ☒
Check the following box if the filing is a final amendment reporting the results of the transaction:   ☐

 
RULE 13e-3 TRANSACTION STATEMENT INTRODUCTION
This Rule 13e-3 Transaction Statement on Schedule 13E-3 (this “Schedule 13E-3”) is being filed with the U.S. Securities and Exchange Commission (the “SEC”) pursuant to Section 13(e) of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), by Ashford Inc. (the “Company”), a Nevada corporation.
The Company proposes to hold a special meeting of its stockholders to consider a 1-for-10,000 reverse stock split of our common stock, par value $0.001 per share (the “Reverse Stock Split”). If the proposal is approved, at the effective time of the Reverse Stock Split, each share of common stock held by a stockholder owning immediately prior to the Reverse Stock Split fewer than 10,000 shares in any one account will be automatically converted into the right to receive $5.00 in cash for each share owned immediately prior to the Reverse Stock Split, without interest (the “Cash Payment”), and such stockholders (“Cashed Out Stockholders”) will no longer be stockholders of the Company. Stockholders owning in any one account 10,000 or more shares immediately prior to the effective time of the Reverse Stock Split (“Continuing Stockholders”) will not be entitled to receive any cash for their fractional share interests resulting from the Reverse Stock Split, if any.
If the Reverse Stock Split is approved at the special meeting and effectuated, the Board has approved a 10,000-for-1 forward stock split of our common stock (the “Forward Stock Split”, and together with the Reverse Stock Split, the “Transaction”) to occur immediately afterwards. The Forward Stock Split will reconvert whole shares and fractional share interests held by the Continuing Stockholders back into the same number of shares of the Company’s common stock held by such Continuing Stockholders immediately prior to the Reverse Stock Split. As a result of the Forward Stock Split, the total number of shares of the Company’s common stock held by a Continuing Stockholder prior to the Transaction will not change following the completion of the Transaction.
The primary purpose of the Transaction is to enable the Company to maintain the number of its record holders of common stock below 300. The Transaction is being undertaken as part of the Company’s plan to terminate the registration of the Company’s common stock under Section 12(g) of the Exchange Act and suspend the Company’s duty to file periodic reports and other information with the SEC under Section 13(a) thereunder, and to delist the Company’s common stock from the NYSE American LLC stock market.
This Schedule 13E-3 is being filed with the SEC concurrently with the filing of the Company’s preliminary proxy statement on Schedule 14A (the “Proxy Statement”) pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended. The information contained in the Proxy Statement, including all annexes thereto, is expressly incorporated herein by reference and the responses to each item of this Schedule 13E-3 are qualified in their entirety by reference to the information contained in the Proxy Statement. As of the date hereof, the Proxy Statement is in preliminary form and is subject to completion or amendment. This Schedule 13E-3 will be amended to reflect such completion or amendment of the Proxy Statement. Capitalized terms used and not otherwise defined herein have the meanings ascribed to such terms in the Proxy Statement.
Item 1.   Summary Term Sheet
The information set forth in the Proxy Statement under the caption “SUMMARY TERM SHEET” is incorporated herein by reference.
Item 2.   Subject Company Information
(a)   Name and Address.   The name of the subject company is Ashford Inc., a Nevada corporation. The Company’s principal executive offices are located at 14185 Dallas Parkway, Suite 1200, Dallas, TX 75254. The Company’s telephone number is (972) 490-9600.
(b)   Securities.   The subject class of equity securities to which this Schedule 13E-3 relates is the Company’s common stock, $0.001 par value per share, of which 3,430,643 shares were outstanding as of April 5, 2024.
 
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(c)   Trading Market and Price.   The information set forth in the Proxy Statement under “INFORMATION ABOUT THE COMPANY — Market Price of Common Stock” is incorporated herein by reference.
(d)   Dividends.   The information set forth in the Proxy Statement under “INFORMATION ABOUT THE COMPANY — Dividends” is incorporated herein by reference.
(e)   Prior Public Offerings.   The Company has not made an underwritten public offering of its Common Stock for cash during the three years preceding the date of the filing of this Schedule 13E-3.
(f)   Prior Stock Purchases.   The information set forth in the Proxy Statement under “INFORMATION ABOUT THE COMPANY — Stock Purchases by Filing Person” is incorporated herein by reference.
Item 3.   Identity and Background of Filing Person
(a) – (c) Name and Address; Business and Background of Entities; Business and Background of Natural Persons.   The information set forth in the Information Statement under “INFORMATION ABOUT THE COMPANY — The Filing Persons” and “INFORMATION ABOUT THE COMPANY — Directors and Executive Officers” is incorporated herein by reference.
Neither the Company nor to the Company’s knowledge, none of the Company’s directors or executive officers has been convicted in a criminal proceeding during the past five years (excluding traffic violations or similar misdemeanors) or has been a party to any judicial or administrative proceeding during the past five years (except for matters that were dismissed without sanction or settlement) that resulted in a judgment, decree or final order enjoining the person from future violations of, or prohibiting activities subject to, federal or state securities laws, or a finding of any violation of federal or state securities laws.
Each of the Company’s directors and executive officers is a citizen of the United States.
Item 4.   Terms of the Transaction
(a)   Material Terms.   The information set forth in the Proxy Statement under “SUMMARY TERM SHEET” and “SPECIAL FACTORS” is incorporated herein by reference.
(c)   Different Terms.   The information set forth in the Proxy Statement under “SUMMARY TERM SHEET — The Transaction”, “— Effects of the Transaction”, “— Fairness of the Transaction”, “— Treatment of Beneficial Holders (Stockholders Holding Shares in “Street Name”)”, and “— Material United States Federal Income Tax Consequences;” and SPECIAL FACTORS — Effects of the Transaction”, “— Fairness of the Transaction”, and “— Material United States Federal Income Tax Consequences” is incorporated herein by reference.
(d)   Appraisal Rights.   The information set forth in the Proxy Statement under “SUMMARY TERM SHEET — No Appraisal or Dissenters’ Rights;” and “SPECIAL FACTORS — No Appraisal or Dissenters’ Rights” is incorporated herein by reference.
(e)   Provisions for Unaffiliated Security Holders.   The information set forth in the Proxy Statement under “SPECIAL FACTORS — Fairness of the Transaction” is incorporated herein by reference.
(f)   Eligibility for Listing or Trading.   Not applicable.
Item 5.   Past Contracts, Transactions, Negotiations and Agreements
(a)   Transactions.   Not Applicable.
(b)   Significant Corporate Events.   Not applicable.
(c)   Negotiations or Contacts.   Not applicable.
(e)   Agreements Involving the Subject Company’s Securities.   The information set forth in the Proxy Statement under “SUMMARY TERM SHEET — Potential Conflicts of Interests of Officers, Directors, and Certain Affiliated Persons”, and “— Vote Required for Approval of the Transaction, the IRA Waiver and
 
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the Adjournment Proposal At the Special Meeting”; and “SPECIAL FACTORS — Potential Conflicts of Interests of Officers, Directors, and Certain Affiliated Persons”, “and “— Stockholder Approval” is incorporated herein by reference.
Item 6.   Purposes of the Transaction and Plans or Proposals
(b)   Use of Securities Acquired.   The information set forth in the Proxy Statement under “SPECIAL FACTORS — Effective Date” is incorporated herein by reference.
(c)   Plans.   The information set forth in the Proxy Statement under “SUMMARY TERM SHEET — Purpose of and Reasons for the Transaction”, “— Effects of the Transaction;” and “SPECIAL FACTORS — Purpose of and Reasons for the Transaction”, “— Background of the Transaction”, “— Effects of the Transaction”, “— NYSE American Listing; OTC Pink Market”, and “— Fairness of the Transaction”, is incorporated herein by reference.
Item 7.   Purposes, Alternatives, Reasons and Effects
(a)   Purposes.   The information set forth in the Proxy Statement under “SUMMARY TERM SHEET — Purpose of and Reasons for the Transaction;” and “SPECIAL FACTORS — Purpose of and Reasons for the Transaction” and “— Background of the Transaction” is incorporated herein by reference.
(b)   Alternatives.   The information set forth in the Proxy Statement under “SPECIAL FACTORS — Background of the Transaction”, and “— Alternatives to the Transaction” is incorporated herein by reference.
(c)   Reasons.   The information set forth in the Proxy Statement under SUMMARY TERM SHEET — Purpose of and Reasons for the Transaction;” and “SPECIAL FACTORS — Purpose of and Reasons for the Transaction”, “— Background of the Transaction”, “— Alternatives to the Transaction”, and “— Fairness of the Transaction” is incorporated herein by reference.
(d)   Effects.   The information set forth in the Proxy Statement under “SUMMARY TERM SHEET — The Transaction”, “— Effects of the Transaction”, and “— Material United States Federal Income Tax Consequences;” and “SPECIAL FACTORS — Purpose and Reasons for the Transaction”, “— Effects of the Transaction”, “— NYSE American Listing; OTC Pink Market”, and “— Material United States Federal Income Tax Consequences” is incorporated herein by reference.
Item 8.   Fairness of the Transaction
(a)   Fairness.   The information set forth in the Proxy Statement under “SUMMARY TERM SHEET — Special Committee and Board of Directors Recommendations of the Transaction”, and “— Fairness of the Transaction;” and “SPECIAL FACTORS — Background of the Transaction”, and “— Fairness of the Transaction” is incorporated herein by reference.
(b)   Factors Considered in Determining Fairness.   The information set forth in the Proxy Statement under “SUMMARY TERM SHEET — Purpose of and Reasons for the Transaction”, “— Special Committee and Board of Directors Recommendations of the Transaction”, “— Reservation of Rights”, and “— Fairness of the Transaction;” and “SPECIAL FACTORS — Purpose of and Reasons for the Transaction”, “— Background of the Transaction”, “— Alternatives to the Transaction”, “— Fairness of the Transaction”, and “— Opinion of the Financial Advisor” is incorporated herein by reference.
(c)   Approval of Security Holders.   The information set forth in the Proxy Statement under “SUMMARY TERM SHEET — Vote Required for Approval of the Transaction, the IRA Waiver and the Adjournment Proposal at the Special Meeting”; and “SPECIAL FACTORS — Fairness of the Transaction”, and “— Stockholder Approval” is incorporated herein by reference.
(d)   Unaffiliated Representatives.   The information set forth in the Proxy Statement under “SUMMARY TERM SHEET — Fairness of the Transaction;” and “SPECIAL FACTORS — Background of the Transaction”, “— Fairness of the Transaction”, and “— Opinion of the Financial Advisor” is incorporated herein by reference.
 
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(e)   Approval of Directors.   The information set forth in the Proxy Statement under “SUMMARY TERM SHEET — Special Committee and Board of Directors Recommendations of the Transaction”, and “— Fairness of the Transaction;” and “SPECIAL FACTORS — Background of the Transaction”, and “— Fairness of the Transaction” is incorporated herein by reference.
(f)   Other Offers.   None.
Item 9.   Reports, Opinions, Appraisals and Negotiations
(a)   Report, Opinion or Appraisal.   The information set forth in the Proxy Statement under “SUMMARY TERM SHEET — Special Committee and Board of Directors Recommendations of the Transaction” and “— Fairness of the Transaction;” and “SPECIAL FACTORS — Background of the Transaction”, “— Fairness of the Transaction”, and “— Opinion of the Financial Advisor” is incorporated herein by reference.
(b)   Preparer and Summary of the Report, Opinion or Appraisal.   The information set forth in the Proxy Statement under “SUMMARY TERM SHEET — Special Committee and Board of Directors Recommendations of the Transaction” and “— Fairness of the Transaction;” and “SPECIAL FACTORS — Background of the Transaction”, “— Fairness of the Transaction”, and “— Opinion of the Financial Advisor” is incorporated herein by reference.
(c)   Availability of Documents.   The full text of the opinion of Oppenheimer & Co. Inc. (“Oppenheimer”) dated March 30, 2024, is attached as Annex A to the Proxy Statement. The opinion of Oppenheimer is available for inspection and copying at the Company’s principal executive offices, 14185 Dallas Parkway, Suite 1200, Dallas, TX 75254.
Item 10.   Source and Amounts of Funds or Other Consideration
(a)   Source of Funds.   The information set forth in the Proxy Statement under “SUMMARY TERM SHEET — Financing for the Transaction;” and “SPECIAL FACTORS — Effects of the Transaction” and “— Source of Funds and Expenses” is incorporated herein by reference.
(b)   Conditions.   The information set forth in the Proxy Statement under “SUMMARY TERM SHEET — Financing for the Transaction;” and “SPECIAL FACTORS — Effects of the Transaction” and “— Source of Funds and Expenses” is incorporated herein by reference.
(c)   Expenses.   The information set forth in the Proxy Statement under “SPECIAL FACTORS —  Source of Funds and Expenses” is incorporated herein by reference.
(d)   Borrowed Funds.   Not applicable.
Item 11.   Interest in Securities of the Subject Company
(a)   Securities Ownership.   The information set forth in the Proxy Statement under “INFORMATION ABOUT THE COMPANY — Security Ownership of Certain Beneficial Owners” is incorporated herein by reference.
(b)   Securities Transactions.   The information set forth in the Proxy Statement under “INFORMATION ABOUT THE COMPANY — Transactions in the Subject Securities” is incorporated herein by reference.
Item 12.   The Solicitation or Recommendation
(d)   Intent to Tender or Vote in a Going Private Transaction.   The information set forth in the Proxy Statement under “SUMMARY TERM SHEET — Effects of the Transaction”, “— Potential Conflicts of Interests of Officers, Directors, and Certain Affiliated Persons”, and “— Vote Required for Approval of the Transaction, the IRA Waiver and the Adjournment Proposal At the Special Meeting”; “SPECIAL FACTORS — Effects of the Transaction”, “— Potential Conflicts of Interests of Officers, Directors, and Certain Affiliated Persons”, and “— Stockholder Approval” is incorporated herein by reference.
 
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(e)   Recommendation of Others.   The information set forth in the Proxy Statement under “SUMMARY TERM SHEET — Potential Conflicts of Interests of Officers, Directors, and Certain Affiliated Persons”, and “— Vote Required for Approval of the Transaction, the IRA Waiver and the Adjournment Proposal At the Special Meeting”; and “SPECIAL FACTORS — Background of the Transaction”, and “— Fairness of the Transaction” is incorporated herein by reference.
Item 13.   Financial Statements
(a)   Financial Information.   The audited financial statements and unaudited interim financial statements are incorporated by reference in the Proxy Statement from the Company’s Annual Report on Form 10-K for the years ended December 31, 2023 and December 31, 2022. The information set forth in the Proxy Statement under “FINANCIAL INFORMATION — Summary Historical Financial Information” is incorporated herein by reference.
(b)   Pro forma Information.   The information set forth in the Proxy Statement under “FINANCIAL INFORMATION — Unaudited Pro Forma Consolidated Financial Statements” is incorporated herein by reference.
(c)   Summary Information.   The information set forth in the Proxy Statement under “FINANCIAL INFORMATION — Summary Historical Financial Information” is incorporated herein by reference.
Item 14.   Persons/Assets, Retained, Employed, Compensated or Used
(a)   Solicitation or Recommendation.   The information set forth in the Proxy Statement under “MEETING AND VOTING INFORMATION — Solicitation” is incorporated herein by reference.
(b)   Employees and Corporate Assets.   The information set forth in the Proxy Statement under “MEETING AND VOTING INFORMATION — Solicitation” is incorporated herein by reference.
Item 15.   Additional Information
(b)   Not applicable.
(c)   Other Material Information.   The information contained in the Proxy Statement, including all appendices attached thereto, is incorporated herein by reference.
 
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Item 16.   Exhibits
(a)(i)
Preliminary Proxy Statement of the Company (incorporated herein by reference to the Proxy Statement filed with the SEC on April 12, 2024).
(a)(ii)
Form of Proxy Card (incorporated herein by reference to the Proxy Statement filed with the SEC on April 12, 2024).
(a)(iii)
Notice of Special Meeting of Shareholders (incorporated herein by reference to the Proxy Statement filed with the SEC on April 12, 2024).
(a)(iv)
Current Report on Form 8-K, dated April 2, 2024 (filed with the SEC on April 2, 2024 and incorporated herein by reference).
(a)(v)
Press Release, dated April 1, 2024 (filed as Exhibit 99.1 to the Form 8-K filed with the SEC on April 2, 2024 and incorporated herein by reference).
(a)(vi)
Letter to Employees, dated April 1, 2024 (filed as Exhibit 99.2 to the Form 8-K filed with the SEC on April 2, 2024 and incorporated herein by reference).
(b)
Not applicable.
(c)(i)
Opinion of Oppenheimer dated March 30, 2024 (incorporated herein by reference to Annex A of the Proxy Statement filed with the SEC on April 12, 2024).
(c)(ii)
Oppenheimer Preliminary Discussion Materials Presentation dated March 20, 2024.
(c)(iii)
Oppenheimer Discussion Materials Presentation dated March 30, 2024.
(c)(iv)
Presentation dated March 11, 2024 of Robert W. Baird & Co. to the Board of Directors of the Company.
(d)
Not applicable.
(f)
Not applicable.
(g)
Not applicable.
107
Filing Fee Table.
 
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SIGNATURE
After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
ASHFORD INC.
By:
/s/ Alex Rose
Alex Rose
Dated: April 12, 2024 Executive Vice President, General Counsel and Secretary
 
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Exhibit (c)(ii)

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STRICTLY PRIVATE AND CONFIDENTIAL March 2024 Project Antelope Preliminary Discussion Materials

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2 1. Executive Summary 2. Project Antelope Situation Analysis 3. Preliminary Observations on Antelope’s Public Market Valuation 4. Preliminary Perspectives on the Proposed Transaction Appendix Table of Contents

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1. Executive Summary

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4 Executive Summary Oppenheimer & Co. is pleased to have this opportunity to meet with the Special Committee of Antelope (the “Company”) to discuss the Company’s proposal to effect a reverse stock split and a related cash offer to the resulting fractional shareholders (the “Transaction”) The Transaction, which can be referred to as a “Go-Dark” transaction, would result in a reduced shareholder count and delisting of the Company’s stock from the NYSE American exchange The Transaction would eliminate the Company’s current requirement to spend ~$2.5 million per year on Exchange Act, SOX and compliance costs to maintain its current listing ‒ $2.5 million represents approximately $0.78 per share ‒ Compliance costs consist of external legal and other expenses Antelope’s public shareholders would experience either one or a combination of two outcomes: ‒ Share holdings equal to whole number multiples of the reverse split would maintain their holdings, but have shares that are delisted and will trade going forward on the less liquid over-the-counter (“OTC”) market without the protections that compliance requirements provide ‒ Fractional shares will be exchanged for cash and no longer subjected to the changes in Antelope’s value, including both future decreases as well as increases such as those that may result from a future sale of Antelope Antelope’s governance is impacted by the voting power of Monty and Archie Bennett Jr., who collectively control 57.3% of the Company’s voting shares via ownership of $478.0 million of Series D Convertible Preferred Stock, which votes on an as-converted basis, in addition to common share ownership

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5 Executive Summary (cont.) We understand that the Transaction will be subject to a “Majority-of-the-Minority” shareholder vote that excludes the Bennetts, who support the Transaction Antelope’s share price has decreased materially over the past few years as the Company and its managed REITs have seen their valuations impacted by: ‒ High leverage, including COVID-19 rescue financing provided by Oaktree which is still outstanding ‒ Decreased FY2023A EBITDA vs. FY2022A ‒ Limited Free Cash Flow at Antelope after paying the Series D Convertible Preferred’s ~$35 million annual dividend ‒ Yet to be proven new REIT capital raising capability to grow new managed investment vehicles To assist the Special Committee’s assessment of the proposed Transaction, we have prepared preliminary materials that cover: ‒ Antelope’s current situation ‒ Perspectives on the Company’s current public market valuation ‒ Preliminary observations on the proposed Transaction After today’s meeting, we are available to prepare additional analyses or assist the Special Committee in communicating its initial views on the financial aspects of the Transaction to the Company and Robert W. Baird, its investment banker

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2. Project Antelope Situation Analysis

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7 Overview of Antelope 2014 Year founded / IPO $7.5 billion Assets under management 2 Public REITs managed 106 Hotels in REIT portfolios $6.4 million Market capitalization(2) $615.5 million Enterprise value(2) $60.4 million FY2023A Adj. EBITDA Company Overview Antelope at a Glance(1) Advisory Segment Operating Segment Antelope (the “Company”) is a publicly-traded alternative asset manager and service provider focused exclusively on the hospitality industry The Company’s Advisory Segment currently manages ~$7.5 billion in assets comprised of two affiliated publicly traded REITS: − Ashford Hospitality Trust – focused on investing in upper-upscale, full-service and select-service hotels − Braemar Hotels & Resorts – focused on investing in luxury hotels and resorts Antelope’s Operating Segment invests in and operates a portfolio of ancillary brands providing products and services to the real estate and hospitality industry Antelope is an alternative asset management company with a portfolio of strategic operating businesses that provides global asset management, investment management and related services to the real estate and hospitality sectors ~$7.5 billion of AUM in Perpetual Life Public REITs Strategic Investment / ownership in Hospitality-Focused Service Platforms Source: FactSet, Company Filings (1) As of December 31, 2023. (2) As of March 19, 2024. 90 Hotels 20,546 Rooms 16 Hotels 3,957 Rooms Dedicated capital-raising platform for investment opportunities advised by In-house tech partners, Antelope producing 2,500+ events each year Leading provider of resort recreation services Largest mobile key provider for independent hotels and soft brands worldwide Allergies and asthma solutions, increasing revenue from health-conscious customers One of the largest and most trusted providers of hospitality project management services Dynamic, growing, independent hotel management company

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8 Overview of Antelope Hospitality Trust Portfolio Highlights(1) Share Performance (1) Source: AHT 10-K as of 12/31/2023. Amount is subject to change as AHT is in the process of divesting hotel to pay down debt. (2) As reported in AHT Earnings Releases: 2019 as reported on 2/25/2020; 2020 as reported on 2/24/2021; 2021 as reported on 2/23/2022, 2022 as reported on 2/21/2023; 2023 as reported on 2/28/2024. (3) Source: S&P CapIQ. $137m FY’23 Capex 90 Hotels 20,546 Rooms >$130 RevPAR AHT is in the process of divesting hotels to repay its Oaktree Senior Secured Credit Facility, which may cause its asset base to decrease over the next few years, potentially impacting Antelope’s financial performance as well $1,240.1 $1,366.4 $1,276.1 $276.9 $305.7 $299.2 $0.0 $200.0 $400.0 $600.0 $800.0 $1,000.0 $1,200.0 $1,400.0 FY2022A FY2023A FY2024P Revenue EBITDA ($ in millions) $119 $36 $95 $119 $131 $0 $20 $40 $60 $80 $100 $120 $140 2019 2020 2021 2022 2023 Revenue and EBITDA Performance(3) Comparable RevPAR⁽²⁾ 8.5% (85.6%) (100.0%) (80.0%) (60.0%) (40.0%) (20.0%) 20.0% 40.0% Mar-22 Jul-22 Nov-22 Mar-23 Jul-23 Nov-23 Mar-24 MSCI US REIT Index NYSE: AHT

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9 $224 $101 $238 $312 $307 $0 $50 $100 $150 $200 $250 $300 $350 2019 2020 2021 2022 2023 Overview of Braemar Hotels & Resorts Portfolio Highlights(1) (1) Source: BHR 10-K as of 12/31/2023. (2) As reported in BHR Earnings Releases: 2019 as reported on 2/26/2020, 2020 as reported on 2/24/2022; 2021 and 2022 as reported on 2/22/2023; 2023 as reported on 2/29/2024. (3) Source: S&P CapIQ. $77m FY’23 Capex 16 Hotels 3,957 Rooms >$300 RevPAR Share Performance $669.3 $739.1 $741.3 $146.1 $152.3 $172.9 $0.0 $100.0 $200.0 $300.0 $400.0 $500.0 $600.0 $700.0 $800.0 FY2022A FY2023A FY2024P Revenue EBITDA ($ in millions) BHR’s portfolio performed very well as drive-to US domestic resorts rebounded strongly as COVID-19 receded. The Company now faces headwinds from tough year-over-year comparisons and pullback in strong leisure travel demand, which could weigh on investor sentiment towards the stock Comparable RevPAR⁽²⁾ Revenue and EBITDA Performance(3) 8.5% (69.5%) (80.0%) (60.0%) (40.0%) (20.0%) 20.0% 40.0% Mar-22 Jul-22 Nov-22 Mar-23 Jul-23 Nov-23 Mar-24 MSCI US REIT Index NYSE: BHR

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10 1,290 832 1,140 1,270 1,300 2019 2020 2021 2022 2023E Lodging Industry Update Average Daily Room Rate Hotel Room Occupancy Rate RevPAR Hotel Room Nightly Demand Source: STR, Oxford Economics, and AHLA. Strong ADR growth has propelled RevPAR to new highs and occupancy continues to push toward pre-pandemic levels $86.76 $45.48 $71.87 $93.27 $97.97 2019 2020 2021 2022 2023 $131.21 $103.25 $124.67 $148.83 $155.62 2019 2020 2021 2022 2023 65.9% 43.9% 57.5% 62.7% 63.0% 2019 2020 2021 2022 2023

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11 $ 86.76 $ 45.48 $ 71.87 $ 93.27 $ 97.97 $ 99.18 $ 102.75 $ 106.26 $ 109.79 2019 2020 2021 2022 2023 2024P 2025P 2026P 2027P Projected RevPAR Outlook Source: CBRE Hotels Research and Kalibri Labs. RevPAR is forecasted to grow at a 3.4% CAGR over the next three years

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12 $0 $2,000 $4,000 $6,000 $8,000 $10,000 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 Gross AUM Antelope’s AUM Evolution Prior to COVID-19, AUM growth at AHT and BHR drove the historical growth of Antelope and its operating businesses. The current outlook is impacted by capital raising challenges at these REITs ($ in millions)

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13 Select Publicly Traded Lodging REITs – Valuation and Leverage Metrics AHT and BHR currently have higher leverage and lower NAV valuations than their peers, thus, impacting Antelope’s ability to grow Source: Capital IQ Pro, FactSet, Company Filings, and Equity Research. Note: “n/m” denotes multiples that are “not meaningful” for this analysis. In order of largest to smallest total market capitalization. 1) Calculated using fully diluted share count via treasury stock method. ($ in millions, except per share figures and EV per Key) Valuation Leverage Share Price Δ Share Price Market Enterprise EV / EBITDA EV / Price / Debt + Preferred / Company Name Ticker 3/19/24 YTD Cap ¹ Value ¹ 2023A 2024E Key (000's) Est. NAV 2023A EBITDA Host Hotels & Resorts HST $20.71 6.9% $14,572 $18,204 11.2x 11.1x $ 407 80.1% 2.9x Ryman Hospitality Properties RHP 118.46 6.2 7,073 10,404 15.1 13.7 912 102.7 5.2 Apple Hospitality APLE 16.51 (1.0) 3,988 5,461 12.5 11.9 183 89.5 3.4 Park Hotels & Resorts PK 17.27 13.0 3,637 7,984 12.1 12.0 306 78.0 7.8 Sunstone Hotel Investors SHO 11.12 3.2 2,263 2,979 11.3 12.4 446 83.3 4.3 DiamondRock Hospitality DRH 9.45 0.8 1,981 3,275 12.1 11.8 336 82.1 5.2 Pebblebrook Hotel PEB 15.66 (3.8) 1,884 5,042 15.1 14.4 423 75.5 9.7 RLJ Lodging RLJ 11.92 0.6 1,857 4,110 11.3 10.9 192 64.3 7.6 Xenia Hotels & Resorts XHR 15.05 10.4 1,534 2,801 11.1 11.1 294 81.6 5.6 Service Properties Trust SVC 6.58 (23.5) 1,091 6,431 10.4 10.5 170 n/a 8.9 Summit Hotel Properties INN 6.25 (6.5) 776 2,941 15.5 15.4 197 73.0 9.0 Chatham Lodging Trust CLDT 10.05 (5.6) 491 1,082 10.7 10.6 183 77.9 6.2 Braemar Hotels & Resorts BHR 1.85 (25.4) 137 1,878 10.6 11.1 448 26.1 10.2 Antelope Hospitality Trust AHT 1.33 (31.8) 53 3,596 11.1 13.1 n/a 9.0 11.3 American Hotel Income HOT.UN 0.50 (22.1) 40 590 9.1 8.6 75 26.3 8.1 Sotherly Hotels SOHO 1.37 (8.7) 27 449 12.2 n/a 127 38.1 12.0 Median (2.4)% $ 1,695 $ 3,436 11.3x 11.8x $ 294 76.7% 7.7x Market Statistics

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14 Select Antelope Growth Initiatives Stirling Hotels & Resorts Antelope serves as sponsor to Stirling Hotels & Resorts – Stirling intends to invest in a diverse portfolio of stabilized income-producing hotels and resorts across all chain scales primarily located in the United States – Stirling REIT Advisors will be responsible for sourcing, evaluating, and monitoring Stirling’s investment opportunities and making decisions related to the acquisition, management, financing and disposition of Stirling’s assets – Stirling seeks to invest 80% of its assets in hotels and up to 20% in hotel-related debt, cash, cash equivalents, and other investments Texas Strategic Growth Fund Texas Strategic Growth Fund is a growth oriented private offering targeting investments in all types of commercial real estate in the state of Texas – Ashford Securities has raised $11.5 million of capital for the Texas Strategic Growth Fund, which comprises $2.5 million from Antelope and $9.0 million from other investors – The proceeds from Antelope’s investment, along with other funds raised, were used to make an equity investment in a multi-family property located in San Antonio, TX Source: Company filings. Chesapeake Hospitality Antelope acquired privately-held Chesapeake Hospitality in April 2022 – This strategic acquisition increased the scale and scope of Remington’s hotel management business and expanded its geographic footprint to complementary Midwestern markets including Pittsburgh, Milwaukee, Detroit, and St. Louis – The transaction increased Remington’s mix of third-party hotels from ~20% to ~40% Against challenges growing AHT and BHR’s AUM, Antelope has launched two new investment vehicles and focused on growing its third-party services businesses, both organically and through acquisitions

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15 Antelope Historical and FY2024B Income Statement Performance Source: Company-provided financial statements. (1) Includes Advisory business and Lismore. (2) Includes Pure, Warwick, and Jr interests. Summary Financial Performance by Business Commentary FY2022A: – Total revenue was $271.4, reflecting a 57.5% growth rate over the prior year • Driven by the strong recovery of the hospitality industry due to COVID-19-related pent-up demand and some returning corporate travel – Adjusted EBITDA for the year was $75.7 • Industry-wide staffing shortages created hiring lags that resulted in abnormally high and unsustainable margins across the portfolio of businesses in FY2022A FY2023A: – Total revenue was $337.9, reflecting a 24.5% growth rate over the prior year • Hospitality continued to recover, although at a slower pace than FY2022A ♦ Hotel Services business lines, including Premier, RED, and Inspire, especially performed well – Adjusted EBITDA for the year was $60.4, reflecting a 20.2% decrease versus the prior year • Inflationary pressures added to the incremental hiring requirements to return to pre-COVID-19 staffing and service levels, which caused margins to return to pre-COVID-19 levels (FYE 12/31) FY2022A FY2023A FY2024B Asset Management⁽¹⁾ Revenue $52.8 $52.8 $55.3 % Growth (12.1%) 0.2% 4.7% Adj. EBITDA $16.8 $10.9 $8.9 % Margin 31.8% 20.6% 16.2% Remington Revenue $46.7 $52.7 $56.5 % Growth 77.8% 12.7% 7.2% Adj. EBITDA $25.3 $21.3 $23.3 % Margin 54.1% 40.5% 41.3% Premier Revenue $22.2 $27.7 $21.1 % Growth 131.9% 25.1% (24.0%) Adj. EBITDA $8.7 $9.5 $5.9 % Margin 39.3% 34.4% 28.1% RED Revenue $26.3 $34.0 $46.6 % Growth 10.2% 29.1% 37.2% Adj. EBITDA $5.6 $5.2 $10.2 % Margin 21.3% 15.2% 21.9% Inspire Revenue $121.3 $148.8 $162.7 % Growth 143.1% 22.7% 9.4% Adj. EBITDA $19.6 $16.7 $22.8 % Margin 16.1% 11.2% 14.0% Other⁽²⁾ Revenue $2.2 $21.9 $25.4 % Growth (17.6%) 894.6% 16.1% Adj. EBITDA ($0.2) ($3.2) ($1.2) % Margin (10.6%) (14.6%) (4.7%) Consolidated Revenue $271.4 $337.9 $367.6 % Growth 57.5% 24.5% 8.8% Adj. EBITDA $75.7 $60.4 $70.0 % Margin 27.9% 17.9% 19.0% ($ in millions)

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16 Antelope Balance Sheet Balance Sheet (FYE 12/31, $ in millions) FY2021A FY2022A FY2023A Assets Unrestricted cash⁽¹⁾ $37.6 $44.4 $52.1 Restricted cash and investments 35.5 37.4 23.3 Other current assets 25.4 43.3 65.5 Total Current Assets $98.5 $125.0 $140.9 Investments $3.6 $4.2 $9.3 Property and equipment, net 83.6 41.8 56.9 Operating lease right-of-use assets 27.0 23.8 21.2 Goodwill, intangible, and other assets 302.2 287.5 276.6 Total Assets $514.8 $482.4 $504.8 Liabilities Accounts payable and accrued expenses $39.9 $56.1 $54.8 Dividends payable 34.6 27.3 28.5 Notes payable, net 6.7 5.2 4.4 Other current liabilities 33.5 32.6 47.7 Total Current Liabilities $114.7 $121.2 $135.4 Deferred income 8.0 7.4 6.4 Deferred tax liability, net 32.8 27.9 29.5 Notes payable, net 52.7 89.7 132.6 Finance lease liabilities 43.5 2.0 2.8 Operating lease liabilities 23.5 20.1 19.2 Other non-current liabilities 3.3 6.1 3.5 Total Liabilities $278.5 $274.2 $329.4 Mezzanine Equity Series D Convertible Preferred Stock $478.0 $478.0 $478.0 Redeemable noncontrolling interests⁽²⁾ 0.1 1.6 2.0 Total Mezzanine Equity $478.1 $479.6 $480.0 Equity Total Equity ($241.8) ($271.5) ($304.6) Total Liabilities, Mezzanine Equity and Equity (Deficit) $514.8 $482.4 $504.8 Source: Company SEC filings. (1) Does not exclude $5.0 of Unrestricted Cash reserved as Net Working Capital. (2) Reflects the fair market value of Series CHP Units, as presented on the Antelope Consolidated Balance Sheet.

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17 Antelope Capitalization Summary The Series D Convertible Preferred Stock comprises ~78% of Antelope’s current Enterprise Value, while its $35 annual dividend represents ~50% of FY2024P Adj. EBITDA and ~58% of FY2023A Adj. EBITDA Note: Balance sheet data as of December 31, 2023 Source: FactSet, Company SEC Filings. (1) Share price of $1.99 of March 19, 2024. (2) Assumes $5.0 of Unrestricted Cash is reserved as Net Working Capital. Security Type Outstanding Maturity Conversion Price Interest Rate Debt Facilities Total Debt $137.0 Varied N/A Varied Dividends Payable 28.5 Finance Lease Liabilities 3.3 Total Debt and Dividends Payable $168.7 Implied Leverage: (Debt + Dividends Payable / FY2024P Adj. EBITDA) 2.4x Mezzanine Equity 7.28% Series D Convertible Preferred $478.0 Redeemable After Jun 2026 $117.50 7.28% Series CHP Units at Liquidation Value 9.5 Total Debt + Dividends Payable + Preferred $656.2 Implied Leverage: (Debt + Dividends Payable + Preferred / FY2024P Adj. EBITDA) 9.4x Implied Leverage: (Debt + Dividends Payable + Preferred / FY2023A Adj. EBITDA) 10.9x Valuation Summary Total Debt + Dividends Payable + Preferred $656.2 (+) Equity Value⁽¹⁾ 6.4 (-) Unrestricted Cash⁽²⁾ (47.1) Total Enterprise Value $615.5 TEV / FY2024P Adj. EBITDA 8.8x ($ in millions)

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18 Antelope’s Relative Stock Price Performance Source: FactSet as of 3/19/2024. While the overall market has moderately performed over the past two years, Antelope has experienced a significant decline its in public market valuation 16.0% (88.9%) (100.0%) (80.0%) (60.0%) (40.0%) (20.0%) 20.0% 40.0% Mar-22 Jul-22 Nov-22 Mar-23 Jul-23 Nov-23 Mar-24 S&P 500 Antelope

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19 Share Price $1.99 $4.00 $6.50 $9.00 $11.50 Premium / (Discount) to: Metric Closing Share Price (3/19/24) $1.99 - 101.0% 226.6% 352.3% 477.9% 1-Year VWAP (3/19/24) $7.14 (72.1%) (44.0%) (8.9%) 26.1% 61.1% 52-Week Low $1.91 4.2% 109.4% 240.3% 371.2% 502.1% 52-Week High $13.74 (85.5%) (70.9%) (52.7%) (34.5%) (16.3%) (x) Diluted Shares Outstanding 3.2 3.2 3.2 3.2 3.2 Equity Value $6.4 $12.8 $20.9 $28.9 $36.9 (+) Notes Payable $137.0 $137.0 $137.0 $137.0 $137.0 (+) Finance Lease Liabilities 3.3 3.3 3.3 3.3 3.3 (+) Total Debt $140.2 $140.2 $140.2 $140.2 $140.2 (+) Dividends Payable 28.5 28.5 28.5 28.5 28.5 (-) Unrestricted Cash⁽²⁾ (47.1) (47.1) (47.1) (47.1) (47.1) (+) Series D Convertible Preferred Stock 478.0 478.0 478.0 478.0 478.0 (+) Series CHP Units 9.5 9.5 9.5 9.5 9.5 Enterprise Value $615.5 $622.0 $630.0 $638.0 $646.1 Metric Current Multiples Implied Multiples EV / Adj. EBITDA FY2023A⁽¹⁾ $60.4 10.2x 10.3x 10.4x 10.6x 10.7x FY2024P⁽¹⁾ $70.0 8.8x 8.9x 9.0x 9.1x 9.2x Illustrative Antelope Valuation Matrix ($ and shares in millions, except per share values) (1) Company-provided actual and projected financial data. (2) Assumes $5.0 of Unrestricted Cash is reserved as Net Working Capital. Proposed Payment per Share

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20 Antelope’s Current Stock Ownership Monty Bennett and Archie Bennett Jr. would own ~57.3% of Antelope's Common Stock upon the conversion of Series D Convertible Preferred Stock Source: Company-provided shareholder data. Note: Inclusive of Proposed 2023 Grants (to be granted in April 2024). (1) Common stock conversion of Series D Convertible Preferred and Series CHP Units per Management. (figures in thousands) Not Converted As-Converted⁽¹⁾ # % # % Series D Convertible Preferred Shareholders: Monty Bennett & Archie Bennett Jr. - - 4,068.1 52.7% Series CHP Units - - 80.4 1.0% Common Shareholders: (1) Monty Bennett 305.1 8.6% 305.1 4.0% (2) Zhengxu He & Ying Fang Ttee 297.5 8.3% 297.5 3.9% (3) The Vanguard Group, Inc. 130.6 3.7% 130.6 1.7% (4) Jeremy J Welter 109.9 3.1% 109.9 1.4% (5) Ashford Inc 103.8 2.9% 103.8 1.3% (6) Rob Hays 70.5 2.0% 70.5 0.9% (7) Douglas A Kessler 69.4 1.9% 69.4 0.9% (8) Robert J Terrell 64.4 1.8% 64.4 0.8% (9) Dinesh Prem Chandiramani 60.5 1.7% 60.5 0.8% (10) Khambounsi U Immanivong Tod 57.6 1.6% 57.6 0.7% (11) 1080 Partners LP 57.0 1.6% 57.0 0.7% (12) Renaissance Technologies 52.2 1.5% 52.2 0.7% (13) Archie Bennett Jr 51.7 1.4% 51.7 0.7% (14) Dartmore LP 49.6 1.4% 49.6 0.6% (15) Deric Eubanks 49.0 1.4% 49.0 0.6% (16) Kimberly R Welter 48.5 1.4% 48.5 0.6% (17) Richard Stockton 42.9 1.2% 42.9 0.6% (18) Mark Nunneley 41.4 1.2% 41.4 0.5% (19) Qingdong He 40.6 1.1% 40.6 0.5% (20) Mark Nunneley 33.9 1.0% 33.9 0.4% (21) Ladenburg Thalmann Asset Management, Inc. 33.7 0.9% 33.7 0.4% (22) James Hays 32.8 0.9% 32.8 0.4% (23) Charles Rose 32.5 0.9% 32.5 0.4% (24) Ashford Financial Corporation 31.8 0.9% 31.8 0.4% (25) Richard J Shallcross 31.0 0.9% 31.0 0.4% (26) Emily S Eubanks 30.5 0.9% 30.5 0.4% (27) FMT Co Cust IRA Rollover 28.2 0.8% 28.2 0.4% (28) Christopher James Batchelor 27.5 0.8% 27.5 0.4% (29) Palisades Asset Mgmt Corp 27.1 0.8% 27.1 0.4% (30) Blackrock Fund Advisors 25.3 0.7% 25.3 0.3% Remaining Shareholders 1,531.1 42.9% 1,531.1 19.8% Total 3,567.4 100.0% 7,716.0 100.0%

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21 Preliminary Concluding Observations on Antelope’s Situation Antelope has a portfolio of companies that provides services to two affiliated REITs (Ashford Hospitality Trust and Braemar Hotels & Resorts) and other third-parties The Company’s strategy was set before COVID-19 when it completed strategic acquisitions of Remington Hospitality and Premier COVID-19 had a material adverse impact on both Antelope and its REIT affiliates AHT had to take rescue capital from Oaktree, which it has still not repaid, and is now focused on selling assets to pay down the loan; therefore, it is currently unable to grow in the manner expected Braemar Hotels & Resorts enjoyed the benefits of recovery and the drive-to resort business ‒ That recovery has played its course and its stock price is still impacted, thus limiting its ability to add assets As a result of COVID-19, Antelope recognized impairment charges related to acquisitions of ~$178.2 in FY2020A. However, the $478.0 of Series D Preferred Convertible Stock used to pay for Remington and Premier has remained in place at face value ‒ While Antelope’s share price remains significantly below the Series D conversion price, the Company is subjected to a ~$34.8/year dividend ‒ Total Debt, Dividends Payable, and Preferred Stock results in 10.9x and 9.4x leverage multiples of FY2023A and FY2024P Adj. EBITDA, respectively Antelope’s management is focused on: ‒ Adding third-party business, which has materially less advantageous terms than affiliated REITs ‒ Strategically growing the third-party business • Third-party business consists of some new initiatives that have begun to gain traction and are expected to represent a material portion of Antelope’s projected growth, but the businesses can be more cyclical and capital intensive in nature than its advisory business ‒ Launching TSGF and Sterling Hotel REIT (both non-traded) with plans to grow assets • However, both of these are new initiatives and have yet to gain meaningful traction ($ in millions) Antelope is impacted by reduced growth from its affiliate REIT relationships and is looking to offset this from third-party growth initiatives and affiliated investment vehicles

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3. Preliminary Observations on Antelope’s Public Market Valuation

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23 Preliminary Observations of Antelope’s Public Market Valuation Antelope currently trades at 10.2x 2023A EBITDA and 8.8x Management’s projected 2024E EBITDA These multiples represent material discounts to the Company’s Lodging C-Corp peers, but represent levels that are in-line with Real Estate-focused Asset Managers and Real Estate Service Providers Antelope also trades at a premium to a select group of Real Estate-focused Asset Managers Antelope’s historical growth as an asset manager has largely depended on the growth of the REITs it manages Since the COVID-19 pandemic, both AHT and BHR have been capital constrained and struggled to grow, the former took a rescue financing package to survive Other Real Estate Asset Managers and Service Providers not primarily focused on the Lodging sector have a more diversified exposure to other real estate operating sectors A review of comparative operating, leverage and scale metrics indicate that Antelope’s Lodging C-Crop peers generally have higher growth rates and margins Antelope’s growth is constrained by high leverage and low public market valuations of AHT and BHR AHT is projected to shrink as it focuses on reducing debt Antelope’s ~10.9x Debt + Preferred / 2023A Adjusted EBITDA leverage ratio is significantly higher than its publicly traded peers Lodging C-Corps have a median leverage ratio of 3.2x Adj. EBITDA Real Estate Asset Managers and Service Providers also have significantly less leverage Antelope’s peers have substantially more scale - Antelope’s ~22k rooms compares to a ~681k median room count of its peers Unlike Antelope, the Lodging C-Corps are less dependent on affiliated customers enabling growth at a faster pace, improving economies of scale This concentration risk has significantly impacted Antelope ($ in millions)

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24 United Parks & Resorts $53.06 85.9% 0.9% $3,394 $5,369 7.5x 7.4x 13.0x 11.6x n/a n/a 41.3% 3.1x ABM Industries 43.37 81.8 (2.5) 2,745 4,142 9.0 8.5 13.0 12.7 16.0 0.8 5.7 3.2 Cedar Fair 42.23 91.9 7.4 2,155 4,469 8.5 8.0 14.4 12.8 n/a n/a 29.3 4.5 Healthcare Services Group 12.36 77.4 19.2 909 798 7.7 7.3 19.0 15.7 9.0 1.7 6.2 0.4 Viad Corp 36.01 94.5 (0.1) 758 1,503 10.2 8.4 n/m 22.2 22.5 1.0 11.9 4.8 Median 85.9% 0.9% $2,155 $4,142 8.5x 8.0x 13.7x 12.8x 16.0% 1.0x 11.9% 3.2x Select Real Estate Service Companies Select Publicly Traded Company Valuation Metrics Source: Capital IQ Pro, FactSet, Company Filings, and Equity Research. Note: “n/m” denotes multiples that are “not meaningful” for this analysis. In order of largest to smallest total market capitalization. 1) Calculated using fully diluted share count via treasury stock method. Antelope currently trades at a material discount to its Hotel C-Corp peers. The Company trades at a slight premium to select Real Estate-related Asset Managers and Real Estate Service companies ($ in millions, except per share figures) Market Statistics Valuation Operating Leverage Price % of 52 Δ Share Price Market Enterprise EV / EBITDA Price / Earnings 2023A Debt + Pref / Company Name 3/19/24 High YTD Cap ¹ Value ¹ 2023A 2024E 2023A 2024E LTG PEG Ratio EBITDA Margin 2023A EBITDA Lodging C-Corps Marriott International $249.82 98.7% 11.6% $72,319 $84,741 18.2x 17.1x 24.5x 26.5x 14.5% 1.8x 19.6% 2.7x Hilton Worldwide 208.12 99.2 15.4 52,480 61,697 20.0 18.3 n/m 29.2 15.7 1.9 30.2 3.2 InterContinental Hotels 104.49 93.2 14.1 17,999 20,269 18.7 17.1 23.5 24.2 14.2 1.7 50.2 3.3 Hyatt Hotels 157.11 98.3 21.1 16,167 18,644 18.1 15.5 n/m n/m n/a n/a 15.4 3.3 Choice Hotels 128.87 94.7 14.3 6,387 8,038 14.9 13.9 25.4 19.7 9.1 2.2 35.0 3.1 Wyndham Hotels & Resorts 77.66 95.0 (3.9) 6,290 8,425 12.8 12.3 22.8 18.3 n/a n/a 47.2 3.3 Playa Hotels & Resorts 9.56 97.9 11.0 1,309 2,098 7.7 8.2 26.3 19.8 n/m n/a 27.8 3.9 Median 97.9% 14.1% $16,167 $18,644 18.1x 15.5x 25.4x 24.2x 14.5% 1.8x 30.2% 3.3x Select Asset Managers Bridge Investment Group $6.34 48.5% (35.3)% $768 $1,627 9.6x 7.5x 8.5x 7.9x 6.0% 0.7x 43.4% 2.6x The RMR Group, Inc. 22.88 79.4 (18.5) 726 712 7.0 7.7 6.7 13.7 n/a n/a 10.6 0.0 Median 63.9% (26.9)% $ 747 $ 1,169 8.3x 7.6x 7.6x 10.8x 6.0% 0.7x 27.0% 1.3x Antelope $1.99 14.5% (45.1)% $6 $603 10.0x 8.6x n/m n/m n/a n/a 17.9% 10.7x Overall Median 93.9% 9.2% $3,070 $4,919 9.9x 8.4x 22.8x 19.0x 9.1% 1.0x 28.6% 3.2x

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25 Marriott Hilton Hyatt IHG Choice Wyndham Playa Antelope 0% 5% 10% 15% 6.0x 8.0x 10.0x 12.0x 14.0x 16.0x 18.0x 20.0x 2022 - 2025 EBITDA CAGR 2024 EV/EBITDA Select Publicly Traded Lodging C-Corps: EBITDA Growth Comparison 2023A Antelope’s Lodging C-Corp peers generally have higher growth rates than Antelope Illustrative Correlation = 0.90 Marriott Hilton IHG Hyatt Choice Wyndham Playa Antelope 0% 5% 10% 15% 6.0x 8.0x 10.0x 12.0x 14.0x 16.0x 18.0x 20.0x 2022 - 2025 EBITDA CAGR 2023 EV/EBITDA Source: Capital IQ Pro, Company filings. 2024E Illustrative Correlation = 0.89

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26 Marriott Hilton IHG Hyatt Choice Wyndham Playa Antelope - 2.0x 4.0x 6.0x 8.0x 10.0x 12.0x 6.0x 8.0x 10.0x 12.0x 14.0x 16.0x 18.0x 20.0x Leverage Ratio 2023 EV/EBITDA Marriott Hilton Hyatt IHG Choice Wyndham Playa Antelope - 2.0x 4.0x 6.0x 8.0x 10.0x 12.0x 6.0x 8.0x 10.0x 12.0x 14.0x 16.0x 18.0x 20.0x Leverage Ratio 2024 EV/EBITDA Marriott Hilton Hyatt IHG Wyndham Playa Antelope 0% 20% 40% 60% 80% 100% 120% 6.0x 8.0x 10.0x 12.0x 14.0x 16.0x 18.0x 20.0x % Capitalization 2024 EV/EBITDA Marriott Hilton Hyatt IHG Choice Wyndham Playa Antelope 0% 20% 40% 60% 80% 100% 120% 6.0x 8.0x 10.0x 12.0x 14.0x 16.0x 18.0x 20.0x % Capitalization 2023 EV/EBITDA Select Publicly Traded Lodging C-Corps: Leverage Comparison Net Debt + Preferred Multiple vs 2023A EV/EBITDA Multiple Net Debt + Preferred Multiple vs 2024E EV/EBITDA Multiple Debt/Capitalization vs 2023A EV/EBITDA Multiple Debt/Capitalization vs 2024E EV/EBITDA Multiple Antelope has significantly more leverage than other Lodging C-Corps Illustrative Correlation = (0.51) Illustrative Correlation = (0.65) Illustrative Correlation = (0.69) Illustrative Correlation = (0.76) Source: Capital IQ Pro, Company filings.

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27 Select Publicly Traded Lodging C-Corps: Room Count Comparison Antelope’s Lodging C-Corp peers generally have substantially more scale than Antelope, as well as substantially less customer concentration Rooms vs 2023A EV/EBITDA Multiple Rooms vs 2024E EV/EBITDA Multiple Illustrative Correlation = 0.72 Illustrative Correlation = 0.80 Source: Capital IQ Pro, Company filings. Marriott 1,600 Hilton 1,180 IHG 930 Hyatt 281 Choice 490 Wyndham 872 Playa 9 Antelope 22 - 200 400 600 800 1,000 1,200 1,400 1,600 1,800 6.0x 8.0x 10.0x 12.0x 14.0x 16.0x 18.0x 20.0x 2023 Rooms (000s) 2023 EV/EBITDA Marriott 1,600 Hilton 1,180 IHG 930 Hyatt 281 Choice 490 Wyndham 872 Playa 9 Antelope 22 - 200 400 600 800 1,000 1,200 1,400 1,600 1,800 6.0x 8.0x 10.0x 12.0x 14.0x 16.0x 18.0x 20.0x 2023 Rooms (000s) 2024 EV/EBITDA

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4. Preliminary Perspectives on the Proposed Transaction

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29 Summary of Proposed Transaction Reverse split of 10,000-to-1: – Fractional shares to be cashed-out at $4.00 for each pre-reverse split shared cancelled – Reduces number of holders of common shares to well below 300 – Total cash outlay estimated at approximately $8 million including transaction costs Shareholder approval will require a Majority-of-the-Minority shareholder vote Post reverse split, Company would qualify to “Go-Dark,” resulting in a delisting and deregistration of its common shares, eliminating all expenses associated with exchange governance and disclosure requirements Once qualification completed, Company completes a forward stock split, so remaining shareholders have roughly the same number of shares they currently own

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30 Summary of Proposed Transaction (cont.) Select Benefits Select Considerations Cash payment at premium to market Avenue of liquidity not otherwise currently available X Forfeiture of potential future share price upside X Cash price may not reflect a full control premium in the absence of a market check X Stock illiquidity limits shareholders’ ability to buy enough shares to avoid a cash-out if desired X Arbitrageurs may buy the stock and influence a favorable vote Proposed Transaction Considerations – Minority Shareholders Cashed Out Minority Shareholders

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31 Summary of Proposed Transaction (cont.) Select Benefits Select Considerations Retain future upside in shares Company benefits may result in a higher valuation over time: Elimination of costs and requirements associated with Exchange Act reporting, exchange listing fees, and SOX compliance Reduction in D&O insurance and liability to officers/directors Allows Management to focus on growing the core business Company may potentially more easily raise private capital through private placements not impacted by the current trading price Ability to maintain ongoing trading through decentralized markets, such as OTC Markets Group Avoidance of the obligation to disclose competitive business information Ability to more easily explore major strategic transactions, such as M&A or divestitures, and execute them with greater confidentiality X No cash payment X Limited ability to sell shares to drive ownership to cash-out level X Material costs associated with “Go-Dark” process and reduction of Company’s liquidity X Opportunity cost associated with the alternative uses of capital used to pay fractional shareholders X Stock trading limitations in the OTC Market X Potential consent fees or default events, which could offset any savings related to reduced compliance burden X Elimination of equity research coverage X Diminished liquidity and access to public capital markets X Potential for stockholder litigation if holders feel deregistering is not in their best interest X Exposure to the financial, operational, and reputational risks associated with a failed vote X Requires monitoring of Company’s shareholder base to not breach the 300 holder limit Proposed Transaction Considerations – Minority Shareholders Remaining Minority Shareholders

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32 Select Potential Alternatives to the Proposed Transaction Alternative Overview Select Key Benefits Select Key Considerations Status Quo Execute standalone business plan Retain full future potential upside for existing shareholders Allows Management to focus on organic initiatives and establish additional commercial traction within growing segments prior to a liquidity event Least distraction from day-to-day operations Avoid cost of “going-dark” transaction X No near-term ability for current shareholders to liquidate meaningful positions without price pressure X Company’s current size may present challenges in successful execution being ignored in public equity markets without catalyst X Maintains ongoing public company cost burden X Limited benefits of current exchange listing given stock illiquidity and Company’s high leverage Traditional Share Repurchase Reacquisition by Antelope of its own shares Indicates management’s commitment to actively manage the Company’s capital to enhance shareholder value Potentially more efficient method of distributing cash to shareholders than dividends Signals that Management believes the stock is undervalued Permits absorption of shares from those most ready to sell, thereby improving the overall market for the issuer’s equity Can make “short selling” the stock more expensive X May reduce financial flexibility if a company is unable to reissue stock for any reason X Further reduces float in an illiquid stock X May reduce trading volume after completion X Could fail to produce a meaningful long-term solution to an undervalued share price in difficult market environments X Certain repurchase strategies are limited in size, price, participation, regulatory requirements/ disclosure, and timing 13e-3 Take Private Transaction Antelope stock is acquired in a transaction led by affiliated parties Payment of acquisition control premium Full liquidity for shareholders Greater operational and business flexibility than for a company subject to public company constraints Allow management to focus on long-term goals and objectives, free from public stockholder and market considerations Allow for greater leverage than acceptable for public companies Avoid burden of compliance with SEC rules, Sarbanes-Oxley, liability statutes and disclosure / reporting obligations X Generally, “going private” transactions are subject to more stringent regulations than “going dark” as a result of: X Perceived lack of arms-length negotiation between related parties and the company X Significant judicial concern about incentives and motives of participants X Potential for coercion X Elimination of public ownership X Requires full support of controlling shareholders X Potential limitations on, or effectiveness of, any market check Traditional Company Sale Sale of 100% of Antelope Valuation would include payment of control premium Provides maximum near-term liquidity for shareholders Eliminates operational execution risk with current share ownership More comprehensive sale and marketing process X Requires controlling shareholder support X Disruption associated with broader sale process X Disparate segments may complicate the story for certain buyers X Enhanced confidentiality risk X Reputational risk associated with failed process X Achieving maximum valuation will require buyers to credit projections and potential synergies more than current profits

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33 Illustrative Reverse Stock Transaction Considerations Reverse-Split Ratio 500:1 1,000:1 2,000:1 3,000:1 4,000:1 5,000:1 7,500:1 10,000:1 Holders Identifiable Remaining Holders 265 183 129 99 85 77 65 58 Unidentifiable Remaining Holders⁽¹⁾ 985 493 246 164 123 99 66 49 Incremental 2023 Grant Remaining Holders⁽²⁾ 16 3 1 1 0 0 0 0 Estimated Remaining Holders 1,266 679 376 264 208 176 131 107 % of Current Shareholders⁽³⁾ 30.5% 16.4% 9.1% 6.4% 5.0% 4.2% 3.2% 2.6% Cash Payment Shares Eliminated 0.153 0.233 0.367 0.438 0.523 0.580 0.705 0.825 (x) Cash Offer Price per Pre-Split Share Cancelled $4.00 $4.00 $4.00 $4.00 $4.00 $4.00 $4.00 $4.00 Estimated Cash Payment $0.6 $0.9 $1.5 $1.8 $2.1 $2.3 $2.8 $3.3 (shares and $ in millions, except per share values) (1) Assumes that each Unidentifiable Holder owns an amount of shares that would entitle them to one common share upon the reverse-split. (2) Modified list to remove any holder who is also included in the Identifiable Remaining Holders group. (3) Assumes total current shareholder count of 4,147 per Company-provided data. A reverse-split ratio of at least 3000:1 is necessary to ensure remaining shareholder count is below the 300 shareholder listing requirement Reconciliation to Antelope’s Holder Calculation: – Company assumes that all Unidentifiable remaining holders are cashed-out vs. a more conservative assumption of the max number of remaining holders at each ratio – Company includes all 20 proposed grant holders as individual remaining shareholders versus consolidating these holders with like holders in the remaining holder group – Several Identifiable holders were duplicated and not consolidated by the Company into the remaining holders group

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34 (FYE 12/31, $ in millions) FY2023A FY2024P FY2025P FY2026P FY2027P FY2028P Revenue Asset Management⁽¹⁾ $52.8 $55.3 $55.4 $55.6 $55.7 $55.9 Remington 52.7 56.5 58.6 60.8 63.1 65.4 Premier 27.7 21.1 21.9 22.7 23.5 24.4 RED 34.0 46.6 51.0 55.0 56.6 58.3 Inspire 148.8 162.7 176.6 188.9 199.2 208.4 Other⁽²⁾ 21.9 25.4 13.2 13.5 14.0 14.4 Total Revenue $337.9 $367.6 $376.8 $396.6 $412.1 $426.7 % Growth 24.5% 8.8% 2.5% 5.3% 3.9% 3.6% Adj. EBITDA Asset Management⁽¹⁾ $10.9 $8.9 $9.1 $9.2 $9.3 $9.5 Remington 21.3 23.3 24.1 24.9 25.8 26.7 Premier 9.5 5.9 6.3 6.6 6.9 7.3 RED 5.2 10.2 11.2 12.0 12.4 12.8 Inspire 16.7 22.8 24.7 26.3 27.7 29.0 Other⁽²⁾ (3.2) (1.2) 0.6 1.3 2.0 2.7 Total Adj. EBITDA $60.4 $70.0 $76.0 $80.5 $84.2 $87.9 % Margin 17.9% 19.0% 20.2% 20.3% 20.4% 20.6% Summary Financial Projections Overview Source: Company-provided actual and projected financial statements. (1) Includes Advisory business and Lismore. (2) Includes Pure, Warwick, and JV businesses. Asset Management⁽¹⁾: Advisory Base, Related, and Incentive revenue projected to remain flat due to divesting of certain assets at the REIT-level. Lismore revenue projected to moderately grow 3% annually, reflecting improved debt placement and related fees of certain mortgage debt. Adj. EBITDA is overall expected to drop from FY2023A due to flat revenues and increased inflation-related expenses. Remington: AUM revenue projected to grow at 3% annually, while Third-Party revenue is projected to grow at 5% annually, reflecting a new medical program the business runs for AHT at the hotel employee-level. Premier: AUM revenue projected to grow moderately at 3% annually, due to a loss of several properties, while Third-Party revenue is projected to grow at 7% initially in FY2025P and 5% thereafter annually, reflecting diversification into new verticals. RED: Revenue and Adj. EBITDA suffered worse-than-expected performance in FY2023A related to Alii Nui and Frenchman’s Reef, but are expected to stabilize in FY2024P and grow thereafter, as Management expectations materialize, especially through a projected $6.3m of Growth Capex in FY2024P. Inspire: AUM revenue is projected to grow at a moderate 3% annually, while its Third-Party revenue is projected to grow 10% in FY2025P, both organically and inorganically, while also benefitting from a projected $10.0m of Growth Capex in FY2024P. Other⁽²⁾: Pure and Warwick business lines are projected to experience moderate revenue growth of 3% annually. Warwick is limited to providing worker’s comp and general liability policies and can only sell to entities with which it has a contractual relationship. Segment Performance

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35 16.1 $2.45 0.0 10.0 20.0 30.0 40.0 50.0 60.0 - $2.00 $4.00 $6.00 $8.00 $10.00 $12.00 $14.00 Mar-23 Jul-23 Nov-23 Mar-24 Volume (thou) Share Price Antelope Annotated Historical Stock Trading Performance Antelope LTM Trading History (3/19/2023 – 3/19/2024) 52-Week High: $13.74 52-Week VWAP: $7.33 Q2 ‘23 earnings 52-Week Low: $1.92 Rev miss: $192.7M vs $181.5M EST Adj. EBITDA miss: $17.8M vs $21.6M EST Q3 ‘23 earnings Rev miss: $181.2M vs $186.7M EST Adj. EBITDA miss: $11.8M vs $18M EST Q4 ‘23 earnings Rev beat: $206.8M vs $187.9M EST Adj. EBITDA miss: $13.2M vs $13.8M EST Q1 ‘23 earnings Rev miss: $185.1M vs $179.1M EST Adj. EBITDA miss: $17.6M vs $19.1M EST Antelope receives letter of non-compliance from NYSE American Antelope's RED Hospitality & Leisure Announces Expansion into Hawaii 15.2 $1.99 0.0 10.0 20.0 30.0 40.0 50.0 60.0 - $2.00 $4.00 $6.00 $8.00 $10.00 $12.00 $14.00 Mar-23 Jul-23 Nov-23 Mar-24 Volume (thou) Share Price 52-Week High: $13.74 52-Week VWAP: $7.14 Q2 ‘23 earnings 52-Week Low: $1.91 Rev miss: $192.7M vs $181.5M EST Adj. EBITDA miss: $17.8M vs $21.6M EST Q3 ‘23 earnings Rev miss: $181.2M vs $186.7M EST Adj. EBITDA miss: $11.8M vs $18M EST Q4 ‘23 earnings Rev beat: $206.8M vs $187.9M EST Adj. EBITDA miss: $13.2M vs $13.8M EST Q1 ‘23 earnings Rev miss: $185.1M vs $179.1M EST Adj. EBITDA miss: $17.6M vs $19.1M EST Antelope receives letter of non-compliance from NYSE American Antelope's RED Hospitality & Leisure Announces Expansion into Hawaii Source: FactSet and CapitalIQ. Market data as of 3/19/2024. (1) Source: FactSet.

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36 Illustrative Selected Publicly Traded Companies Valuation (FY2023A) (1) Includes Advisory business and Lismore. (2) Includes Remington. (3) Includes Premier, Inspire, and RED. (4) Assumes $5.0 of Unrestricted Cash is reserved as Net Working Capital. ($ in millions, except per share values) FY2023A FY2023A Adj. EBITDA Multiple Implied TEV (FY2023A) Adj. EBITDA Low High Low High Asset Management⁽¹⁾ $10.9 8.0x - 9.0x $86.9 - $97.8 Property Management⁽²⁾ $21.3 9.0x - 10.0x $191.8 - $213.2 Hotel Services⁽³⁾ $31.4 8.0x - 9.0x $251.3 - $282.7 Pure & Warwick $0.2 8.0x 9.0x $1.6 - $1.8 Other / JVs ($3.4) n.m. n.m. $5.0 - $25.0 Total $60.4 8.9x - 10.3x $536.6 - $620.4 Total Enterprise Value $536.6 - $620.4 (-) Total Debt (140.2) (140.2) (-) Dividends Payable (28.5) (28.5) (+) Unrestricted Cash⁽⁴⁾ 47.1 47.1 (-) Series D Convert. Pref. Stock (478.0) (478.0) (-) Series CHP Units (9.5) (9.5) Total Equity Value ($72.5) - $11.3 FDSO 3.2 3.2 Implied Price / Share ($22.57) - $3.52 Premium / (Discount) to Current Share Price - $ ($24.56) - $1.53 Premium / (Discount) to Current Share Price - % (1,234.0%) - 76.8%

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37 FY2024P FY2024P Adj. EBITDA Multiple Implied TEV (FY2024P) Adj. EBITDA Low High Low High Asset Management⁽¹⁾ $8.9 7.0x - 8.0x $62.6 - $71.6 Property Management⁽²⁾ $23.3 8.0x - 9.0x $186.7 - $210.0 Hotel Services⁽³⁾ $38.9 7.5x - 8.5x $291.8 - $330.7 Pure & Warwick $1.9 7.0x 8.0x $13.3 - $15.2 Other / JVs ($3.1) n.m. n.m. $5.0 - $25.0 Total $70.0 8.0x - 9.3x $559.4 - $652.5 Total Enterprise Value $559.4 - $652.5 (-) Total Debt (140.2) (140.2) (-) Dividends Payable (28.5) (28.5) (+) Unrestricted Cash⁽⁴⁾ 47.1 47.1 (-) Series D Convert. Pref. Stock (478.0) (478.0) (-) Series CHP Units (9.5) (9.5) Total Equity Value ($49.7) - $43.4 FDSO 3.2 3.2 Implied Price / Share ($15.48) - $13.50 Premium / (Discount) to Current Share Price - $ ($17.47) - $11.51 Premium / (Discount) to Current Share Price - % (877.7%) - 578.5% Illustrative Selected Publicly Traded Companies Valuation (FY2024P) (1) Includes Advisory business and Lismore. (2) Includes Remington. (3) Includes Premier, Inspire, and RED. (4) Assumes $5.0 of Unrestricted Cash is reserved as Net Working Capital. ($ in millions, except per share values)

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38 Discounted Cash Flow Analysis – Unlevered Implied Enterprise Value and Share Price Calculations Source: Projections provided by Company Management. (1) Per Management guidance. (2) Per Management guidance, assumes Net Working Capital grows at Adj. EBITDA growth rate. (3) Calculated using: Total Debt (including Finance Leases) of $140.2m, Dividends Payable of $28.5m, Unrestricted Cash of $47.1m, Series D Convert. Pref. Stock of $478.0m, Series CHP Units of $9.5m, FDSO of 3.2m. PV of FCF PV of Terminal Value Total Enterprise Value Implied Share Price⁽³⁾ Discount PV of Discount Terminal EBITDA Multiple Discount Terminal EBITDA Multiple Discount Terminal EBITDA Multiple Rate FCF Rate 9.5x 10.0x 10.5x Rate 9.5x 10.0x 10.5x Rate 9.5x 10.0x 10.5x 13.1% $168.7 13.1% $451.6 $475.4 $499.2 13.1% $620.3 $644.1 $667.9 13.1% $3.48 $10.88 $18.28 14.1% 164.2 14.1% 432.1 454.9 477.6 14.1% 596.4 619.1 641.8 14.1% ($3.98) $3.10 $10.18 15.1% 159.9 15.1% 413.7 435.4 457.2 15.1% 573.6 595.3 617.1 15.1% ($11.07) ($4.30) $2.48 ($ in millions, except per share values) Projections FYE 12/31 2024B 2025P 2026P 2027P 2028P Total Revenue $367.6 $376.8 $396.6 $412.1 $426.7 %-Growth 8.8% 2.5% 5.3% 3.9% 3.6% Adj. EBITDA $70.0 $76.0 $80.5 $84.2 $87.9 %-Margin 19.0% 20.2% 20.3% 20.4% 20.6% (Less): Depreciation & Amortization⁽¹⁾ (22.5) (14.1) (13.5) (13.6) (13.4) Pre-Tax Income $47.5 $61.8 $66.9 $70.6 $74.5 (Less): Income Taxes @ 25.0% Tax Rate (11.9) (15.5) (16.7) (17.7) (18.6) Unlevered After-Tax Income $35.6 $46.4 $50.2 $53.0 $55.8 Plus: Depreciation & Amortization⁽¹⁾ 22.5 14.1 13.5 13.6 13.4 (Less): Increase in Net Working Capital⁽²⁾ (0.8) (0.5) (0.4) (0.3) (0.3) (Less) / Plus: Investment in TSGF/SHR/TX NAV (0.2) - - 0.5 10.2 (Less): Capital Expenditures (25.5) (12.8) (12.5) (12.8) (13.3) Unlevered Free Cash Flow $31.7 $47.2 $50.8 $53.9 $65.9

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39 “Go-Dark” Reverse Stock Split Precedent Analysis - Illustrative Purposes Only Company Announcement Date Reverse Split Ratio Cash Payment Premium to 1-Day Before Announ. Premium to 30-Days Before Announ. Safeguard Scientifics, Inc. 10/5/2023 100:1 $1.65 63.4% 37.5% A.M. Castle & Co. 10/30/2020 10:1 $0.70 74.6% (17.6%) Reliv' International 10/19/2020 2000:1 $3.75 (1.6%) 10.6% Westell Technologies, Inc. 9/29/2020 1000:1 $1.48 16.5% 34.5% Harvest Oil & Gas Corp. 5/11/2020 10:1 $22.08 (1.9%) (25.9%) Parker Drilling Company 9/10/2019 50:1 $30.00 49.8% 80.5% Dynasil Corporation 5/2/2019 8000:1 $1.15 5.5% 15.0% Pendrell Corporation 12/4/2017 100:1 $6.73 (3.3%) 3.7% Lime Energy 9/16/2016 300:1 $2.49 58.6% 8.7% Champion Industries Inc. 1/20/2016 200:1 $0.30 62.2% 100.0% Kansas City Life Insurance Company 12/15/2015 250:1 $52.50 9.0% 7.1% Share Price Premiums 75%-tile 60.4% 36.0% Median 16.5% 10.6% 25%-tile 2.0% 5.4% Implied Antelope Share Price⁽²⁾ 75%-tile $3.06 $3.48 Median $2.23 $2.83 25%-tile $1.95 $2.70 Source: S&P CapIQ, Factset, and Company Filings/ Press Releases. Note: No precedent transactions are completely comparable to the proposed Antelope transaction. (1) Historical price data adjusted for stock splits. (2) Antelope 1-Day Share Price of $1.91 and 30-Day Share Price of $2.56 as of 3/19/2024.

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40 Go-Dark Precedents 30-Day Premium: 5.4% – 36.0% Go-Dark Precedents 1-Day Premium: 2.0% – 60.4% $1.95 $2.70 $3.06 $3.48 FY 2023A Adj. EBITDA FY 2024P Adj. EBITDA Discounted Cash Flow Analysis (Unlevered) Discount Rate: 13.1% – 15.1% EBITDA Multiple: 9.5x – 10.5x Selected Publicly Traded Companies ($22.57) ($15.48) ($4.30) $3.52 $13.50 $10.88 Preliminary Financial Analyses Summary Implied Share Price Reference Ranges Note: Market data as of 3/19/2024. No particular weight given to any individual analysis. No selected public company is completely comparable to Antelope. Proposed Cash Payment: $4.00 / share FOR ILLUSTRATIVE PURPOSES ONLY

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Appendix

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42 WACC Calculation ($ in millions) (1) Based on 20-year U.S. Treasury bond rate as of 3/19/2024. (2) Source: Ibbotson Associates, SBBI 2022 Yearbook Long-horizon expected equity risk premium: large company stock total returns minus intermediate-term government bond income returns. (3) Source: Ibbotson Associates, SBBI 2022 Yearbook. CRSP Deciles Size Premium equals 6.37% for a market capitalization range of ~$79.5 million to ~$123.8 million. (4) Source: Bloomberg adjusted 5-year betas as of 3/19/2024. (5) Source: Latest available Company filings and CapIQ as of 3/19/2024. (6) Unlevered beta calculated as levered beta / [1 + (Book Value of Debt / Market Value of Equity) * (1 – Marginal Tax Rate)]. (7) Assumes average industry capital structure is the optimal capital structure for the Unlevered DCF. (8) Reflects market rate of SOFR + 500 bps. Key Assumptions Risk Free Rate(1) 4.5% Marginal Tax Rate 25.0% Market Risk Premium(2) 6.0% Cost of Debt⁽⁸⁾ 9.0% Equity Size Premium(3) 6.4% Levered Mkt. Val. Book Val. Book Val. BV Debt / BV Pref. / BV Debt + Pref. Unlevered Selected Company Beta(4) Equity(5) Debt(5) Preferred(5) MV Equity MV Equity / Total Cap Beta(6) Marriott International, Inc. 1.29 $70,654.7 $12,760.0 - 18.1% - 15.3% 1.13 Hilton Worldwide Holdings Inc. 1.17 51,607.1 10,004.0 - 19.4% - 16.2% 1.02 InterContinental Hotels Group PLC 1.36 18,026.7 3,592.0 - 19.9% - 16.6% 1.18 Hyatt Hotels Corporation 1.24 15,805.6 3,370.0 - 21.3% - 17.6% 1.07 Choice Hotels International, Inc. 1.11 6,391.3 1,677.5 - 26.2% - 20.8% 0.93 Wyndham Hotels & Resorts, Inc. 1.35 6,349.6 2,201.0 - 34.7% - 25.7% 1.07 Playa Hotels & Resorts N.V. 1.13 1,285.8 1,061.4 - 82.5% - 45.2% 0.70 Industry Average 1.23 $24,303.0 $4,952.3 - 31.7% - 22.5% 0.71 Cost of Equity Estimate (7) WACC Estimate Unlevered Beta 0.71 Industry BV Debt/MV Equity 31.7% Industry BV Debt/MV Equity 31.7% Industry BV Debt/Total Market Capitalization 22.5% Industry BV Preferred/MV Equity - Industry MV Equity/Total Market Capitalization 77.5% Levered Beta 0.88 After-Tax Cost of Debt 6.8% Risk Free Rate 4.5% Cost of Equity 16.2% Market Risk Premium 6.0% Equity Size Premium 6.4% Cost of Equity 16.2% WACC 14.1%

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43 CONFIDENTIAL THIS DOCUMENT IS FOR DISCUSSION PURPOSES ONLY AND DOES NOT CONSTITUTE ADVICE OF ANY KIND, INCLUDING TAX, ACCOUNTING, LEGAL OR REGULATORY ADVICE, AND OPPENHEIMER & CO. INC. IS NOT AND DOES NOT HOLD ITSELF OUT TO BE AN ADVISOR AS TO TAX, ACCOUNTING, LEGAL OR REGULATORY MATTERS. THIS DOCUMENT WAS PREPARED ON A CONFIDENTIAL BASIS SOLELY FOR DISCUSSION BY THE COMPANY AND OPPENHEIMER & CO. INC. AND NOT WITH A VIEW TOWARD PUBLIC DISCLOSURE. THIS DOCUMENT SHALL BE TREATED AS CONFIDENTIAL BY ITS RECIPIENTS. THE INFORMATION CONTAINED HEREIN WAS OBTAINED FROM THE COMPANY AND PUBLIC SOURCES AND WAS RELIED UPON BY OPPENHEIMER & CO. INC. WITHOUT ASSUMING RESPONSIBILITY FOR INDEPENDENT VERIFICATION AS TO THE ACCURACY OR COMPLETENESS OF SUCH INFORMATION. ANY ESTIMATES AND PROJECTIONS FOR THE COMPANY CONTAINED HEREIN HAVE BEEN SUPPLIED BY THE MANAGEMENT OF THE COMPANY OR ARE PUBLICLY AVAILABLE, AND INVOLVE NUMEROUS AND SIGNIFICANT SUBJECTIVE DETERMINATIONS, WHICH MAY NOT BE CORRECT. NO REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, IS MADE AS TO THE ACCURACY OR COMPLETENESS OF SUCH INFORMATION AND NOTHING CONTAINED HEREIN IS, OR SHALL BE RELIED UPON AS, A REPRESENTATION OR WARRANTY, WHETHER AS TO THE PAST OR THE FUTURE. THE INFORMATION CONTAINED HEREIN WAS DESIGNED FOR USE BY SPECIFIC PERSONS FAMILIAR WITH THE BUSINESS AND AFFAIRS OF THE COMPANY AND OPPENHEIMER & CO. INC. ASSUMES NO OBLIGATION TO UPDATE OR OTHERWISE REVISE THESE MATERIALS. OPPENHEIMER & CO. INC.’S RESEARCH DEPARTMENT IS REQUIRED TO BE INDEPENDENT FROM ITS INVESTMENT BANKING DEPARTMENT, AND ITS RESEARCH ANALYSTS MAY HOLD AND MAKE STATEMENTS OR INVESTMENT RECOMMENDATIONS WITH RESPECT TO THE COMPANY AND/OR ANY OFFERING CONDUCTED BY THE COMPANY THAT DIFFER FROM THE VIEWS OF ITS INVESTMENT BANKERS. FURTHER, PURSUANT TO APPLICABLE LAW OPPENHEIMER & CO. INC. IS (AMONG OTHER THINGS) PRECLUDED FROM OFFERING FAVORABLE RESEARCH, A SPECIFIC RATING OR A SPECIFIC PRICE TARGET, OR THREATEN TO CHANGE RESEARCH, A RATING OR A PRICE TARGET, TO THE COMPANY AS CONSIDERATION OR INDUCEMENT FOR THE RECEIPT OF BUSINESS OR COMPENSATION.

Exhibit (c)(iii)

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STRICTLY PRIVATE AND CONFIDENTIAL March 30, 2024 Project Antelope Discussion Materials

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2 This presentation, and any supplemental information (written or oral) or other documents provided in connection therewith (collectively, the “materials”), are provided solely for the information of the Special Committee of the Board of Directors of a Company for which we are utilizing the code name Antelope (“Antelope” or the “Company”) by Oppenheimer & Co. Inc. (“Oppenheimer”) in connection with the cash offer to Company shareholders that will only own fractional shares following the contemplated 10,000:1 reverse stock split of the Company’s common stock (the “Transaction”). This presentation is incomplete without reference to, and should be considered in conjunction with, any supplemental information provided by and discussions with Oppenheimer in connection therewith. The materials are for discussion purposes only. Oppenheimer expressly disclaims any and all liability which may be based on the materials and any errors therein or omissions therefrom. The materials were prepared for specific persons familiar with the business and affairs of the Company for use in a specific context and were not prepared with a view to public disclosure or to conform with any disclosure standards under any state or federal securities laws or other laws, rules or regulations, and none of the Special Committee of the Board of Directors of the Company, the Company or Oppenheimer takes any responsibility for the use of the materials by persons other than the Special Committee of the Board of Directors of the Company. The materials are provided on a confidential basis solely for the information of the Special Committee of the Board of Directors of the Company and may not be disclosed, summarized, reproduced, disseminated or quoted or otherwise referred to, in whole or in part, without Oppenheimer’s express prior written consent. Oppenheimer is not an expert on, and nothing contained in the materials should be construed as advice with regard to, legal, accounting, regulatory, insurance, tax or other specialist matters. Oppenheimer’s role in reviewing any information was limited solely to performing such a review as it deemed necessary to support its own advice and analysis and was not on behalf of the Special Committee of the Board of Directors of the Company. The materials necessarily are based on financial, economic, market and other conditions as in effect on, and the information available to Oppenheimer as of, the date of the materials. Although subsequent developments may affect the contents of the materials, Oppenheimer has not undertaken, and is under no obligation, to update, revise or reaffirm the materials, except as may be expressly contemplated by Oppenheimer’s engagement letter with the Company. The materials are not intended to provide the sole basis for evaluation of the Transaction and do not purport to contain all information that may be required. The materials do not address the underlying business decision of the Company or any other party to proceed with or effect the Transaction, or the relative merits of the Transaction as compared to any alternative business strategies or transactions that might be available for the Company or any other party. The materials do not constitute any opinion, nor do the materials constitute a recommendation to the Special Committee of the Board of Directors of the Company, the Company, any security holder of the Company, or any other party as to how to vote or act with respect to any matter relating to the Transaction or otherwise or whether to buy or sell any assets or securities of any company. Oppenheimer’s only opinion is the opinion, if any, that it actually delivers to the Special Committee of the Board of Directors of the Company. The materials may not reflect information known to other professionals in other business areas of Oppenheimer and its affiliates. The preparation of the materials was a complex process involving quantitative and qualitative judgments and determinations with respect to the financial, comparative and other analytic methods employed and the adaption and application of these methods to the unique facts and circumstances presented and, therefore, is not readily susceptible to partial analysis or summary description. Furthermore, Oppenheimer did not attribute any particular weight to any analysis or factor considered by it, but rather made qualitative judgments as to the significance and relevance of each analysis and factor. Each analytical technique has inherent strengths and weaknesses, and the nature of the available information may further affect the value of particular techniques. Accordingly, the analyses contained in the materials must be considered as a whole. Selecting portions of the analyses, analytic methods and factors without considering all analyses and factors could create a misleading or incomplete view. The materials reflect judgments and assumptions with regard to industry performance, general business, economic, regulatory, market and financial conditions and other matters, many of which are beyond the control of the participants in the Transaction. Any estimates of value contained in the materials are not necessarily indicative of actual value or predictive of future results or values, which may be significantly more or less favorable. Any analyses relating to the value of assets, businesses or securities do not purport to be appraisals or to reflect the prices at which any assets, businesses or securities may actually be sold. The materials do not constitute a valuation opinion or credit rating. In preparing the materials, Oppenheimer has not conducted any independent appraisal or evaluation of any of the assets, properties or liabilities (contingent or otherwise) of the Company or any other party and has no obligation to evaluate the solvency of the Company or any other party.

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3 All budgets, projections, estimates, financial analyses, reports and other information with respect to operations reflected in the materials have been prepared by management of the relevant party or are derived from such budgets, projections, estimates, financial analyses, reports and other information or from other sources, which involve numerous and significant subjective determinations made by management of the relevant party and/or which such management has reviewed and found reasonable. The budgets, projections and estimates contained in the materials may or may not be achieved and differences between projected results and those actually achieved may be material. Oppenheimer has relied upon representations made by management of the Company that such budgets, projections and estimates have been reasonably prepared in good faith on bases reflecting the best currently available estimates and judgments of such management (or, with respect to information obtained from public sources, represent reasonable estimates), and Oppenheimer expresses no opinion with respect to such budgets, projections or estimates or the assumptions on which they are based. The scope of the financial analysis contained herein is based on discussions with the Company (including, without limitation, regarding the methodologies to be utilized), and Oppenheimer does not make any representation, express or implied, as to the sufficiency or adequacy of such financial analysis or the scope thereof for any particular purpose. Oppenheimer has assumed and relied upon the accuracy and completeness of the financial and other information provided to, discussed with or reviewed by it without (and without assuming responsibility for) independent verification of such information, makes no representation or warranty (express or implied) in respect of the accuracy or completeness of such information and has further relied upon the assurances of the Company that it is not aware of any facts or circumstances that would make such information inaccurate or misleading. In addition, Oppenheimer has relied upon and assumed, without independent verification, that there has been no change in the business, assets, liabilities, financial condition, results of operations, cash flows or prospects of Antelope or any other participant in the Transaction since the respective dates of the most recent financial statements and other information, financial or otherwise, provided to, discussed with or reviewed by Oppenheimer that would be material to its analyses, and that the final forms of any draft documents reviewed by Oppenheimer will not differ in any material respect from such draft documents. The materials are not an offer to sell or a solicitation of an indication of interest to purchase any security, option, commodity, future, loan or currency. The materials do not constitute a commitment by Oppenheimer or any of its affiliates to underwrite, subscribe for or place any securities, to extend or arrange credit, or to provide any other services. In the ordinary course of business, certain of Oppenheimer’s affiliates and employees, as well as investment funds in which they may have financial interests or with which they may co-invest, may acquire, hold or sell, long or short positions, or trade or otherwise effect transactions, in debt, equity, and other securities and financial instruments (including loans and other obligations) of, or investments in, the Company, any Transaction counterparty, any other Transaction participant, any other financially interested party with respect to any transaction, other entities or parties that are mentioned in the materials, or any of the foregoing entities’ or parties’ respective affiliates, subsidiaries, investment funds, portfolio companies and representatives (collectively, the “Interested Parties”), or any currency or commodity that may be involved in the Transaction. Oppenheimer provides mergers and acquisitions and other advisory services to clients, which may have in the past included, or may currently or in the future include, one or more Interested Parties, for which services Oppenheimer has received, and may receive, compensation. Although Oppenheimer in the course of such activities and relationships or otherwise may have acquired, or may in the future acquire, information about one or more Interested Parties or the Transaction, or that otherwise may be of interest to the Company, Oppenheimer shall have no obligation to, and may not be contractually permitted to, disclose such information, or the fact that Oppenheimer is in possession of such information, to the Company or to use such information on the Company’s behalf. Oppenheimer’s personnel may make statements or provide advice that is contrary to information contained in the materials. Oppenheimer’s research department is required to be independent from its investment banking department, and its research analysts may hold and make statements or investment recommendations with respect to the Company and/or any offering conducted by the Company that differ from the views of its investment bankers. Further, pursuant to applicable law, Oppenheimer is (among other things) precluded from offering favorable research, a specific rating or a specific price target, or threaten to change research, a rating or a price target, to the Company as consideration or inducement for the receipt of business or compensation.

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4 1. Executive Summary 2. Selected Financial Analyses Appendix Weighted Average Cost of Capital Calculation “Go-Dark” Reverse Stock Split Precedent Analysis ‒ For Informational Purposes Only Table of Contents

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1. Executive Summary

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6 Executive Summary Oppenheimer & Co. Inc. has been asked to render an opinion to the Special Committee of the Board of Directors of a Company we have code named Antelope (“Antelope” or the “Company”) as to the fairness, from a financial point of view, of the cash consideration to be paid to Antelope shareholders that only own fractional shares following the contemplated 10,000:1 reverse stock split of the Company’s common stock (the “Transaction”).

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2. Selected Financial Analyses

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8 Financial Analyses Overview In evaluating the fairness, from a financial point of view, of the cash consideration of $5.00 per pre-reverse stock split share to be paid to Antelope shareholders that only own fractional shares following the contemplated 10,000:1 reverse stock split of the Company’s common stock, we evaluated the value of the Company using a number of valuation metrics and analyses as of March 28, 2024: Sum-of-the-Parts Selected Publicly Traded Companies Analysis – FY2023A – FY2024P Discounted Cash Flow Analysis

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Selected Publicly Traded Companies Analysis

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10 United Parks & Resorts $56.21 91.0% 6.4% $3,682 $5,656 7.9x 7.8x 13.0x 12.2x n/a n/a 41.3% 3.1x ABM Industries 44.62 84.1 (0.5) 2,909 4,306 9.3 8.8 13.0 13.1 16.0 0.8 5.7 3.2 Cedar Fair 41.90 91.2 5.3 2,196 4,510 8.5 8.1 14.4 12.7 n/a n/a 29.3 4.5 Viad Corp 39.49 98.8 9.1 1,126 1,739 11.8 9.7 n/m 24.3 22.5 1.1 11.9 3.9 Healthcare Services Group 12.48 78.1 20.3 935 824 8.0 7.5 19.0 15.8 9.0 1.8 6.2 0.4 Median 91.0% 6.4% $2,196 $4,306 8.5x 8.1x 13.7x 13.1x 16.0% 1.1x 11.9% 3.2x Selected Real Estate Service Companies Selected Publicly Traded Company Valuation Metrics Source: Capital IQ Pro, FactSet, Company Filings, and Equity Research. Note: “n/m” denotes multiples that are “not meaningful” for this analysis. In order of largest to smallest total market capitalization. Note: No selected publicly traded company is identical or directly comparable to the Company. 1) Calculated using fully diluted share count via treasury stock method; VVI assumes as converted method on in-the-money convertible preferred. ($ in millions, except per share figures) Market Statistics Valuation Operating Leverage Price % of 52 Δ Share Price Market Enterprise EV / EBITDA Price / Earnings 2023A Debt + Pref / Company Name 3/28/24 High YTD Cap ¹ Value 2023A 2024E 2023A 2024E LTG PEG Ratio EBITDA Margin 2023A EBITDA Selected Lodging C-Corps Marriott International $252.31 98.4% 11.9% $73,826 $86,248 18.5x 17.4x 24.8x 26.7x 14.5% 1.8x 19.6% 2.7x Hilton Worldwide 213.31 98.9 17.1 54,522 63,739 20.6 18.9 n/m 29.9 15.7 1.9 30.2 3.2 InterContinental Hotels 105.66 94.3 15.9 17,656 19,926 18.3 16.8 23.8 24.5 14.2 1.7 50.2 3.3 Hyatt Hotels 159.62 98.8 22.4 17,111 19,588 19.0 16.2 n/m n/m n/a n/a 15.4 3.3 Wyndham Hotels & Resorts 76.75 93.9 (4.6) 6,355 8,490 12.9 12.4 22.5 18.1 n/a n/a 47.2 3.3 Choice Hotels 126.35 92.9 11.5 6,343 7,994 14.8 13.8 24.9 19.3 9.1 2.1 35.0 3.1 Playa Hotels & Resorts 9.70 98.6 12.1 1,374 2,163 8.0 8.5 26.7 20.1 n/m n/a 27.8 3.9 Median 98.4% 12.1% $17,111 $19,588 18.3x 16.2x 24.8x 22.3x 14.3% 1.8x 30.2% 3.3x Selected Real Estate-Related Asset Managers Bridge Investment Group $6.85 52.4% (30.0)% $830 $1,727 10.6x 8.0x 9.1x 8.6x 6.0% 0.8x 41.7% 3.0x The RMR Group, Inc. 24.00 83.3 (15.0) 761 779 7.7 8.4 7.0 14.4 n/a n/a 10.6 0.4 Median 67.8% (22.5)% $ 796 $ 1,253 9.1x 8.2x 8.1x 11.5x 6.0% 0.8x 26.1% 1.7x Antelope $2.26 17.3% (38.6)% $8 $619 10.2x 8.8x n/m n/m n/a n/a 17.9% 10.9x Overall Median 92.9% 9.1% $2,909 $4,510 10.6x 8.8x 19.0x 18.1x 14.3% 1.7x 27.8% 3.2x

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11 Sum-of-the-Parts Selected Publicly Traded Companies Analysis (FY2023A) FY2023A FY2023A Adj. EBITDA Multiple Implied TEV (FY2023A) Adj. EBITDA Low High Low High Asset Management⁽¹⁾ $10.9 8.5x - 9.5x $92.4 - $103.2 Property Management⁽²⁾ $21.3 9.0x - 10.0x $191.8 - $213.2 Hotel Services⁽³⁾ $31.4 8.0x - 9.0x $251.3 - $282.7 Pure & Warwick $0.2 8.0x - 9.0x $1.6 - $1.8 Other / JVs⁽⁴⁾ ($3.4) n.m. - n.m. $5.0 - $25.0 Total $60.4 9.0x - 10.4x $542.1 - $625.9 Total Enterprise Value $542.1 - $625.9 (-) Total Debt (140.6) (140.6) (-) Dividends Payable (28.8) (28.8) (+) Unrestricted Cash⁽⁵⁾ 46.4 46.4 (-) Series D Convert. Pref. Stock (478.0) (478.0) (-) Series CHP Units (9.6) (9.6) Total Equity Value ($68.5) - $15.3 (/) Fully Diluted Shares Outstanding⁽⁶⁾ 3.6 3.6 Implied Price / Share ($18.98) - $4.23 Premium to Current Share Price - $⁽⁷⁾ n.m. - $1.97 Premium to Current Share Price - %⁽⁷⁾ n.m. - 87.4% ($ and shares in millions, except per share values) Note: No selected publicly traded company is identical or directly comparable to the Company. Source: FY2023A Adj. EBITDA and Balance Sheet Figures (as of 2/29/2024) provided by Company Management. (1) Includes Advisory business and Lismore. (2) Includes Remington. (3) Includes Premier, Inspire, and RED. (4) Includes RobertDouglas, OpenKey, J/V Ownership Adjustments and other (5) Assumes $5.0 of Unrestricted Cash is reserved as Net Working Capital. (6) Fully diluted shares outstanding includes common shares outstanding of 3.4 as of 3/25/2024 and LTIP units / Deferred Stock Units of 0.2 as of 12/31/2023. (7) Current Antelope share price of $2.26 as of 3/28/2024.

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12 FY2024P FY2024P Adj. EBITDA Multiple Implied TEV (FY2024P) Adj. EBITDA Low High Low High Asset Management⁽¹⁾ $8.9 7.5x - 8.5x $67.1 - $76.0 Property Management⁽²⁾ $23.3 8.0x - 9.0x $186.7 - $210.0 Hotel Services⁽³⁾ $38.9 7.5x - 8.5x $291.8 - $330.7 Pure & Warwick $1.9 7.0x - 8.0x $13.3 - $15.2 Other / JVs⁽⁴⁾ ($3.1) n.m. - n.m. $5.0 - $25.0 Total $70.0 8.1x - 9.4x $563.9 - $657.0 Total Enterprise Value $563.9 - $657.0 (-) Total Debt (140.6) (140.6) (-) Dividends Payable (28.8) (28.8) (+) Unrestricted Cash⁽⁵⁾ 46.4 46.4 (-) Series D Convert. Pref. Stock (478.0) (478.0) (-) Series CHP Units (9.6) (9.6) Total Equity Value ($46.7) - $46.4 (/) Fully Diluted Shares Outstanding⁽⁶⁾ 3.6 3.6 Implied Price / Share ($12.93) - $12.85 Premium to Current Share Price - $⁽⁷⁾ n.m. - $10.59 Premium to Current Share Price - %⁽⁷⁾ n.m. - 468.7% Sum-of-the-Parts Selected Publicly Traded Companies Analysis (FY2024P) Note: No selected publicly traded company is identical or directly comparable to the Company. Source: FY2024P Adj. EBITDA and Balance Sheet Figures (as of 2/29/2024) provided by Company Management. (1) Includes Advisory business and Lismore. (2) Includes Remington. (3) Includes Premier, Inspire, and RED. (4) Includes RobertDouglas, OpenKey, J/V Ownership Adjustments and other (5) Assumes $5.0 of Unrestricted Cash is reserved as Net Working Capital. (6) Fully diluted shares outstanding includes common shares outstanding of 3.4 as of 3/25/2024 and LTIP units / Deferred Stock Units of 0.2 as of 12/31/2023. (7) Current Antelope share price of $2.26 as of 3/28/2024. ($ and shares in millions, except per share values)

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Discounted Cash Flow Analysis

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14 Discounted Cash Flow Analysis Implied Enterprise Value and Share Price Calculations Source: Projections and Balance Sheet figures (as of 2/29/2024) provided by Company Management. (1) Per Management guidance. (2) Per Management guidance, assumes Net Working Capital grows at Adj. EBITDA growth rate. (3) Calculated using: Total Debt (including Finance Leases) of $140.6, Dividends Payable of $28.8, Unrestricted Cash of $46.4, Series D Convert. Pref. Stock of $478.0, Series CHP Units of $9.6; Fully diluted shares outstanding includes common shares outstanding of 3.4 as of 3/25/2024 and LTIP units / Deferred Stock Units of 0.2 as of 12/31/2023. ($ and shares in millions, except per share values) Projections FYE 12/31 2024P 2025P 2026P 2027P 2028P Total Revenue $367.6 $376.8 $396.6 $412.1 $426.7 %-Growth 1.4% 2.5% 5.3% 3.9% 3.6% Adj. EBITDA $70.0 $76.0 $80.5 $84.2 $87.9 %-Margin 19.0% 20.2% 20.3% 20.4% 20.6% (Less): Depreciation & Amortization⁽¹⁾ (22.5) (14.1) (13.5) (13.6) (13.4) Pre-Tax Income $47.5 $61.8 $66.9 $70.6 $74.5 (Less): Income Taxes @ 25.0% Tax Rate (11.9) (15.5) (16.7) (17.7) (18.6) Unlevered After-Tax Income $35.6 $46.4 $50.2 $53.0 $55.8 Plus: Depreciation & Amortization⁽¹⁾ 22.5 14.1 13.5 13.6 13.4 (Less): Increase in Net Working Capital⁽²⁾ (0.8) (0.5) (0.4) (0.3) (0.3) (Less) / Plus: Investment in TSGF/SHR/TX NAV (0.2) - - 0.5 10.2 (Less): Capital Expenditures (25.5) (12.8) (12.5) (12.8) (13.3) Unlevered Free Cash Flow $31.7 $47.2 $50.8 $53.9 $65.9 PV of FCF PV of Terminal Value Total Enterprise Value Implied Share Price⁽³⁾ Discount PV of Discount Terminal EBITDA Multiple Discount Terminal EBITDA Multiple Discount Terminal EBITDA Multiple Rate FCF Rate 9.5x 10.0x 10.5x Rate 9.5x 10.0x 10.5x Rate 9.5x 10.0x 10.5x 13.3% $167.4 13.3% $446.1 $469.6 $493.1 13.3% $613.6 $637.1 $660.5 13.3% $0.83 $7.33 $13.84 14.3% 163.0 14.3% 426.9 449.4 471.9 14.3% 589.9 612.4 634.9 14.3% ($5.72) $0.51 $6.73 15.3% 158.7 15.3% 408.7 430.2 451.8 15.3% 567.5 589.0 610.5 15.3% ($11.94) ($5.98) ($0.02)

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Financial Analyses Summary

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16 Financial Analyses Summary Implied Share Price Reference Ranges Note: Market data as of 3/28/2024. No particular weight given to any individual analysis. Proposed Cash Payment: $5.00 / share Share Price For Informational Purposes Only Current Price: $2.26 / share Go-Dark Precedents 30-Day Premium: 5.1% – 59.0% Go-Dark Precedents 1-Day Premium: 7.4% – 66.7% $2.47 $2.61 $3.84 $3.94 FY 2023A Adj. EBITDA FY 2024P Adj. EBITDA Discounted Cash Flow Analysis Discount Rate: 13.3% – 15.3% EBITDA Multiple: 10.0x Selected Publicly Traded Companies $0.00 $0.00 $0.00 $4.23 $12.85 $7.33 $0.00 $2.00 $4.00 $6.00 $8.00 $10.00 $12.00 $14.00 $16.00

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Appendix

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18 WACC Calculation ($ in millions) 1) Based on 20-year U.S. Treasury bond rate as of 3/28/2024. 2) Source: Ibbotson Associates, SBBI 2022 Yearbook Long-horizon expected equity risk premium: large company stock total returns minus intermediate-term government bond income returns. 3) Source: Ibbotson Associates, SBBI 2022 Yearbook. CRSP Deciles Size Premium equals 4.83% for a market capitalization range of ~$2 million to ~$218 million. 4) Source: Bloomberg adjusted 5-year betas as of 3/28/2024. Key Assumptions Risk Free Rate(1) 4.5% Marginal Tax Rate⁽⁸⁾ 25.0% Market Risk Premium(2) 6.0% Cost of Debt⁽⁹⁾ 9.0% Equity Size Premium(3) 4.8% Levered Mkt. Val. Book Val. Book Val. BV Debt / BV Pref. / BV Debt + Pref. Unlevered Selected Company Beta(4) Equity(5) Debt(5) Preferred(5) MV Equity MV Equity / Total Cap Beta(6) Marriott International, Inc. 1.29 $73,825.9 $12,760.0 - 17.3% - 14.7% 1.14 Hilton Worldwide Holdings Inc. 1.17 54,522.0 10,004.0 - 18.3% - 15.5% 1.03 InterContinental Hotels Group PLC 1.36 17,655.8 3,592.0 - 20.3% - 16.9% 1.18 Hyatt Hotels Corporation 1.24 17,111.3 3,370.0 - 19.7% - 16.5% 1.08 Wyndham Hotels & Resorts, Inc. 1.34 6,354.9 2,201.0 - 34.6% - 25.7% 1.07 Choice Hotels International, Inc. 1.11 6,342.8 1,677.5 - 26.4% - 20.9% 0.92 Playa Hotels & Resorts N.V. 1.13 1,374.5 1,061.4 - 77.2% - 43.6% 0.72 Bridge Investment Group 1.20 830.0 484.0 - 58.3% - 36.8% 0.84 The RMR Group, Inc. 1.17 761.1 36.2 - 4.8% - 4.5% 1.13 United Parks & Resorts Inc 1.44 3,681.8 2,221.3 - 60.3% - 37.6% 0.99 ABM Industries 1.17 2,909.2 1,454.8 - 50.0% - 33.3% 0.85 Cedar Fair, L.P. 1.27 2,195.6 2,380.0 - 108.4% - 52.0% 0.70 Viad Corp 1.91 1,126.1 576.1 - 51.2% - 33.8% 1.38 Healthcare Services Group, Inc. 0.76 934.8 36.2 - 3.9% - 3.7% 0.74 Industry Average 1.25 $13,544.7 $2,989.6 - 39.3% - 25.4% 0.98 Cost of Equity Estimate (7) WACC Estimate Unlevered Beta 0.98 Industry BV Debt/MV Equity 39.3% Industry BV Debt/MV Equity 39.3% Industry BV Debt/Total Market Capitalization 25.4% Industry BV Preferred/MV Equity - Industry MV Equity/Total Market Capitalization 74.6% Levered Beta 1.27 After-Tax Cost of Debt 6.8% Risk Free Rate 4.5% Cost of Equity 16.9% Market Risk Premium 6.0% Equity Size Premium 4.8% Cost of Equity 16.9% WACC 14.3% 5) Source: Latest available Company filings and CapIQ as of 3/28/2024. 6) Unlevered beta calculated as levered beta / [1 + (Book Value of Debt / Market Value of Equity) * (1 – Marginal Tax Rate)]. 7) Assumes average industry capital structure is the optimal capital structure for the Unlevered DCF. 8) Source: Company Management. 9) Reflects market rate of SOFR + 400 bps.

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19 “Go-Dark” Reverse Stock Split Precedent Analysis ‒ For Informational Purposes Only Source: S&P CapIQ, Factset, and Company Filings/ Press Releases. Note: No precedent transaction is identical or directly comparable to the proposed Antelope transaction. (1) Historical price data adjusted for stock splits. (2) Reflects 30 market days. (3) Antelope 1-Day Share Price of $2.30 and 30-Day Share Price of $2.48 as of 3/28/2024. Company Announcement Date Reverse Split Ratio Cash Payment Per Share Premium to 1-Day Before Announ. Premium to 30-Days⁽²⁾ Before Announ. Safeguard Scientifics, Inc. 10/5/2023 100:1 $1.65 63.4% 37.5% A.M. Castle & Co.⁽¹⁾ 10/30/2020 10:1 $0.70 74.6% (17.6%) Reliv' International 10/19/2020 2,000:1 $3.75 (1.6%) 10.6% Westell Technologies, Inc. 7/10/2020 1,000:1 $1.48 70.1% 80.6% Harvest Oil & Gas Corp. 5/8/2020 10:1 $22.08 9.3% (11.3%) Parker Drilling Company 3/19/2020 50:1 $30.00 364.0% 100.0% Dynasil Corporation 5/2/2019 8,000:1 $1.15 5.5% 15.0% Pendrell Corporation⁽¹⁾ 3/10/2017 100:1 $6.73 (6.7%) 1.5% Lime Energy 9/16/2016 300:1 $2.49 58.6% 8.7% Champion Industries Inc.⁽¹⁾ 1/20/2016 200:1 $0.30 62.2% 100.0% Kansas City Life Insurance Co. 7/27/2015 250:1 $52.50 23.4% 16.5% Share Price Premiums 75%-tile 66.7% 59.0% Median 58.6% 15.0% 25%-tile 7.4% 5.1% Implied Antelope Share Price⁽³⁾ 75%-tile $3.84 $3.94 Median $3.65 $2.85 25%-tile $2.47 $2.61

Exhibit (c)(iv)

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PROJECT TWILIGHT DISCUSSION MATERIALS March 2024

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EXECUTIVE SUMMARY Robert W Baird (“Baird”) is pleased to discuss with the Board of Directors of Ashford, Inc (“AINC” or the “Company”) our views on a strategy to deregister and delist the Company from a national exchange Baird has analyzed a transaction as follows: ◼ Reverse split of 5,000(1) -to-1 ◼ Cash consideration of any fractional shares(2) at $4.00± per share – Reduces number of non-fraction shares to an estimated 2.5 million – Reduces number of holders of common shares to well below 300 – Total cash outlay estimated at approximately $8 million including transaction costs ◼ Request shareholder approval, including a Majority-of-the-Minority ◼ Post reverse split, Company would qualify to “Go-Dark,” resulting in a delisting and deregistration of its common shares, eliminating all required exchange governance and disclosure requirements ◼ Once qualification completed, Company completes a forward stock split, so remaining shareholders have roughly the same number of shares they currently own Page 2 _____________________ (1) Company considering reverse stock split of at least 5,000-to-1 up to 20,000-to-1. (2) Cash Consideration is only given to share holders who would own less than one whole share post the reverse stock split.

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EXECUTIVE SUMMARY (CON’T) ◼ Strategic and financial benefits to Company from such a transaction – Elimination of all costs associated with Exchange Act reporting and exchange listing fees – SOX compliance no longer required – Materially lower D&O insurance and reduced liability to officers/directors – No need to comply with exchange governance and disclosure requirements – Enhanced focus of management who won't be distracted by public company reporting and scrutiny – With no set trading price, Company can more easily raise accretive equity capital through private placements tied to fair value of the Company vs current trading price – Reduce or eliminate the obligation to disclose competitive business information – Enhanced freedom to explore, confidentially, major corporate and strategic transactions, such as mergers and acquisitions or dispositions, and to execute such transactions more smoothly, efficiently and cost-effectively ◼ Considerations – Costs of “Go-Dark” process and reduction of Company’s liquidity – Alternative uses of the capital used to tender – Elimination of any third party research – Third party approvals and consents – Reduced liquidity to on-going shareholders – Potential for stockholder litigation – Financial, operational and reputational risks associated with a failed vote – Needs to monitor shareholder base to ensure total shareholders do not increase over 300 Page 3

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FINANCIAL SUMMARY Actual Same-Store Budgeted 2023 2024 2024 2025 2026 2027 2028 Asset Management(1) Revenue $ 52,838 $ 52,573 $ 55,315 $ 55,446 $ 55,581 $ 55,720 $ 55,864 Expense (41,973) (43,629) (46,371) (46,371) (46,371) (46,371) (46,371) EBITDA $ 10,865 $ 8,944 $ 8,944 $ 9,075 $ 9,210 $ 9,349 $ 9,492 Remington Revenue $ 52,675 $ 52,545 $ 56,475 $ 58,583 $ 60,775 $ 63,055 $ 65,426 Expense (31,360) (30,067) (33,139) (34,459) (35,835) (37,269) (38,764) EBITDA $ 21,315 $ 22,478 $ 23,336 $ 24,124 $ 24,941 $ 25,786 $ 26,662 Premier Revenue $ 27,740 $ 19,793 $ 21,095 $ 21,946 $ 22,721 $ 23,525 $ 24,359 Expense (18,198) (14,062) (15,175) (15,631) (16,100) (16,583) (17,080) EBITDA $ 9,542 $ 5,731 $ 5,919 $ 6,315 $ 6,621 $ 6,942 $ 7,279 RED Revenue $ 33,954 $ 45,067 $ 46,592 $ 51,049 $ 54,983 $ 56,633 $ 58,332 Expense (28,785) (35,954) (36,379) (39,860) (42,934) (44,222) (45,548) EBITDA $ 5,169 $ 9,112 $ 10,214 $ 11,189 $ 12,050 $ 12,411 $ 12,784 Inspire Revenue $ 148,774 $ 153,237 $ 162,720 $ 176,587 $ 188,944 $ 199,187 $ 208,395 Expense (132,069) (136,031) (139,942) (151,932) (162,611) (171,456) (179,403) EBITDA $ 16,705 $ 17,206 $ 22,778 $ 24,655 $ 26,333 $ 27,730 $ 28,992 Other Revenue $ 21,915 $ 24,962 $ 25,442 $ 13,153 $ 13,547 $ 13,954 $ 14,373 Expense (25,105) (26,265) (26,633) (12,535) (12,249) (11,972) (11,706) EBITDA $ (3,190) $ (1,303) $ (1,191) $ 618 $ 1,299 $ 1,982 $ 2,667 Combined Business Segments Revenue $ 337,896 $ 348,177 $ 367,639 $ 376,763 $ 396,552 $ 412,074 $ 426,748 Expense (277,489) (286,007) (297,639) (300,787) (316,099) (327,873) (338,873) Total Company Adj. EBITDA $ 60,407 $ 62,169 $ 70,000 $ 75,976 $ 80,453 $ 84,201 $ 87,875 _____________________ (1) Includes Lismore. Page 4

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FINANCIAL SUMMARY (CONT’D) Actual Same-Store Budgeted 2023 2024 2024 2025 2026 2027 2028 Total Company Adj. EBITDA $ 60,407 $ 62,169 $ 70,000 $ 75,976 $ 80,453 $ 84,201 $ 87,875 Deferred Compensation Plan 1,959 - - - - - - Stock/Unit-Based Compensation (2,406) (5,397) (5,397) - - - - Allocated Broker Dealer Costs (94) (4,314) (4,314) (3,020) (3,020) (3,020) (3,020) G&A/O&O (Costs) / Reimbursements (773) (4,590) (4,590) (799) 1,448 1,448 1,448 Severance and Executive Recruiting (4,655) (1,541) (1,541) - - - - Other (4,156) (102) (102) - - - - Total Company EBITDA $ 50,282 $ 46,225 $ 54,056 $ 72,157 $ 78,881 $ 82,628 $ 86,303 Pro forma Adjustments Deferred Compensation Plan(1) $ (1,959) $ - $ - $ - $ - $ - $ - Stock/Unit-Based Compensation(2) 2,406 5,397 5,397 - - - - Severance and Executive Recruiting(3) 3,563 541 541 (1,000) (1,000) (1,000) (1,000) G&A/O&O (Costs) / Reimbursements 773 4,590 4,590 799 (1,448) (1,448) (1,448) OpenKey Adjustment(4) 3,366 3,319 3,319 2,369 1,579 789 (1) Robert Douglas Adjustment(3) 2,395 2,118 2,118 (27) (54) (82) (111) JV Adjustments and Other(5) 1,547 (1,545) (1,545) (303) (108) 8 7 283 Pro Forma Corporate EBITDA $ 62,373 $ 60,645 $ 68,476 $ 73,995 $ 77,849 $ 80,975 $ 84,026 Unlevered Free Cash Flows Pro Forma Corporate EBITDA $ 62,373 $ 60,645 $ 68,476 $ 73,995 $ 77,849 $ 80,975 $ 84,026 + Investment in TSGF/SHR/TX NAV - - (200) - - 500 10,242 - Income Tax (15,593) (15,161) (17,119) (18,499) (19,462) (20,244) (21,007) - Maintenance Capital Expenditures (10,178) (9,218) (9,218) (9,807) (10,502) (10,967) (11,401) - Investment Capital Expenditures (15,800) (7,464) (16,264) (3,007) (2,004) (1,862) (1,926) Unlevered Free Cash Flows $ 20,802 $ 28,802 $ 25,675 $ 42,682 $ 45,881 $ 48,402 $ 59,934 Pro Forma Corporate EBITDA $ 62,373 $ 60,645 $ 68,476 $ 73,995 $ 77,849 $ 80,975 $ 84,026 - Income Tax (2,838) (6,903) (7,458) (14,144) (15,336) (15,895) (17,472) - Interest Expense (14,378) (15,772) (15,772) (14,171) (14,189) (14,369) (14,573) - Preferred Dividend Expense (36,139) (36,236) (36,236) (36,341) (36,453) (36,574) (36,703) Net Income $ 9,018 $ 1,734 $ 9,010 $ 9,338 $ 11,871 $ 14,137 $ 15,278 + Investment in TSGF/SHR/TX NAV - - (200) - - 500 10,242 - Debt Principal Payments (20,257) (4,697) (4,697) (2,676) (5,704) (6,424) (7,151) - Maintenance Capital Expenditures (10,178) (9,218) (9,218) (9,807) (10,502) (10,967) (11,401) - Investment Capital Expenditures (15,800) (7,464) (16,264) (3,007) (2,004) (1,862) (1,926) Levered Free Cash Flows $ (37,217) $ (19,645) $ (21,369) $ (6,153) $ (6,339) $ (4,617) $ 5,041 _____________________ (1) Non-Cash Item. (2) Full addback; Non-recurring, non-cash discretionary. (3) Adjusted from actual/projected to $1.0M per year. (4) Adjusted from actual/projected to zero. (5) Represents JV adjustments and other. Page 5

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BALANCE SHEET 2022 2023 Current Assets Cash & Cash Equivalents(1) $ 44,390 $ 52,054 Restricted Cash 37,058 23,216 Restricted Investments 303 128 Accounts Receivable 17,615 26,945 Due from Affiliates 463 41 Due from Ashford Trust - 18,933 Due from Braemar 11,828 714 Inventories 2,143 2,481 Prepaid Expenses and Others 11,226 16,418 Total Current Assets $ 125,026 $ 140,930 Investments 4,217 9,265 Property and Equipment, net 41,791 56,852 Operating Lease Right-of-Use Assets 23,844 21,193 Goodwill 58,675 61,013 Intangible Assets, net 226,544 210,095 Other Assets, net 2,259 1,101 Total Assets $ 482,356 $ 500,449 Current Liabilities Accounts Payable and Accrued Expenses $ 56,079 $ 54,837 Dividends Payable 27,285 28,508 Due to Affiliates 15 - Due to Ashford Trust 1,197 - Deferred Income 444 11,963 Notes Payable, net 5,195 4,387 Finance Lease Liabilities 1,456 437 Operating Lease Liabilities 3,868 4,160 Claims Liabilities and Other 25,630 31,112 Total Current Liabilites $ 121,169 $ 135,404 Deferred Income 7,356 6,415 Deferred Tax Liability, net 27,873 25,159 Deferred Compensation Plan 2,849 891 Notes Payable, net 89,680 132,579 Finance Lease Liabilities 1,962 2,832 Operating Lease Liabilities 20,082 19,174 Other Liabilities 3,237 2,590 Total Liabilities $ 274,208 $ 325,044 _____________________ (1) $5.0M of unrestricted cash allocated to net working capital. Page 6

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EV TO PRO FORMA CORPORATE EBITDA MULITPLES _____________________ (1) Balance Sheet figures as of 12/31/2023. (2) Based on 30-day VWAP as of 3/3/2024. (3) Excludes $5.0M of unrestricted cash allocated to Net Working Capital. Implied Market Valuation(1) Continuing Cost of Equity Common Equity Market Cap(2) $7,983 Total Debt 136,966 Preferred Equity 487,450 Accrued Preferred Dividends 28,508 Unrestricted Cash(3) (47,054) Implied Enterprise Value $613,853 Page 7

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IMPLIED SHARE PRICE $4.00 Proposed Tender Share Price Page 8

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PRECEDENT TRANSACTIONS VALUATION

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PRECEDENT TRANSACTIONS VALUATION Same-Store Budgeted EBITDA Year 2024 2024 Total Pro Forma Corporate EBITDA $60,645 $68,476 Asset Management Segment Total Asset Management EBITDA(1) $8,944 $8,944 Applied Multiple 12.0x 12.0x Implied Valuation $107,332 $107,328 Property Management Segment Total Property Management EBITDA $22,478 $23,336 Applied Multiple 10.0x 10.0x Implied Valuation $224,779 $233,362 Premier Business Segment Total Premier EBITDA $5,731 $5,919 Applied Multiple 10.0x 10.0x Implied Valuation $57,312 $59,192 Inspire Business Segment Total Inspire EBITDA $17,206 $22,778 Applied Multiple 8.0x 8.0x Implied Valuation $137,649 $182,224 RED Business Segment Total RED EBITDA $9,112 $10,214 Applied Multiple 6.0x 6.0x Implied Valuation $54,674 $61,282 Remaining Business Segments & Other Corporate Items Total Remaining EBITDA ($2,827) ($2,715) Applied Multiple 8.0x 8.0x Implied Valuation ($22,615) ($21,719) Enterprise Value $559,131 $621,668 Total Debt (136,966) (136,966) Excess Cash 47,054 47,054 Tangible Net Working Capital (4,036) (4,036) Total Preferred Equity (487,450) (487,450) Total Accrued Preferred Dividends (28,508) (28,508) Implied Equity Value ($50,775) $11,762 Share Count 3,206 3,206 Implied Equity Value Per share ($15.84) $3.67 _____________________ (1) Includes Lismore. Page 10

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SENSITIVITY ANALYSIS: PRECEDENT TRANSACTIONS VALUATION Step: Same-Store Multiple Spread to Selected Multiple (Across All Business Segments) -0.5x -0.3x 0.0x 0.3x 0.5x $528,808 $543,970 $559,131 $574,292 $589,453 Enterprise Value Range $528,808 − $589,453 Equity Value Range ($81,098) − ($20,453) Equity Value Per Share Range ($25.29) − ($6.38) Step: Budgeted Multiple Spread to Selected Multiple (Across All Business Segments) -0.5x -0.3x 0.0x 0.3x 0.5x $587,430 $604,549 $621,668 $638,787 $655,906 Enterprise Value Range $587,430 − $655,906 Equity Value Range ($22,476) − $46,000 Equity Value Per Share Range ($7.01) − $14.35 Page 11

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PRECEDENT TRANSACTIONS: HOSPITALITY BRANDS / PROPERTY MANAGERS / ASSET MANAGERS _____________________ Source: S&P Capital IQ, SNL Financial, and Company Filings. Sorted by Close Date. Note: Adjusted mean calculated by removing the highest and lowest values. (1) Baird Investment Banking estimate. (2) Source: Janney Fairness Opinion for Hotel Management Business acquisition. (3) Source: Baird Equity Research on 11/1/18. (4) Source: Baird Equity Research. EBITDA multiple includes expected post-transaction synergies. (5) Source: Baird Equity Research. (6) Source: Transaction announcement. (7) EBITDA multiple includes the incremental value to Reit Management & Research LLC as a result of the change in termination fee that was included in the transaction. (8) 2014 EBITDA multiple reported by InterContinental was 21x. Stabilized Implied EV / EBITDA multiple at the time of the announcement expected to be lower, figure shown represents Baird estimate of stabilized multiple. (9) Based on MLV research report at 6.0x fees, assuming a 50% margin. (10) Source: Marriott Hotels press release. Values based on the exchange rate as of the closing date. (11) Source: Annualized T-3 EBITDA per latest available public filing. (12) Source Cap IQ and press releases. (13) Adjusted mean is calculated by removing the max and the min from each range. (14) Source: Cap IQ; FirstService Corporation bought a majority stake in Colliers Macaulay Nicolls in 2004 and then bought the remaining minority stake in 2005. Buyer Target Announce Date Close Date Gross Transaction Value ($MM) Implied Equity Value Implied Enterprise Value Implied Enterprise Value / EBITDA Hyatt Dream Hotel Group 11/29/2022 2/2/2023 300.0 300.0 300.0 11.9x (1) Marriott Hoteles City 10/19/2022 5/1/2023 100.0 NA NA 14.0x (5) Wyndham Vienna House 9/8/2022 9/8/2022 44.0 NA NA 10.4x (5) Choice Hotel Radisson Hotel 6/13/2022 8/11/2022 675.0 675.0 675.0 11.0x (5) Hyatt Apple Leisure Group 8/15/2021 11/1/2021 2,769.0 NA 2,769.0 11.5x (5) Sonesta International RLH Corp (Red Lion Hotels) 12/30/2020 3/17/2021 90.0 NA 90.0 14.6x (11) Marriott Elegant Hotels Group 10/18/2019 12/9/2019 199.0 125.6 193.8 11.1x (5) Ashford Inc. Remington Holdings, LP 6/3/2019 11/6/2019 275.0 NA 275.0 11.5x (2) Advent International Aimbridge Hospitality 1/10/2019 2/28/2019 NA NA NA 11.0x (3) Hyatt Two Roads Hospitality LLC 10/9/2018 11/30/2018 483.0 415.0 446.0 13.2x (4) Red Lion Knights Inn 4/4/2018 5/14/2018 27.0 NA NA 9.0x (5) Wyndham Worldwide Corp. La Quinta Franchise / Management 1/18/2018 5/31/2018 1,950.0 995.0 1,950.0 12.5x (5) Choice Hotels International, Inc. WoodSpring Hotels Franchise Services LLC 12/18/2017 2/1/2018 231.3 NA 231.3 13.5x (4) Accor Mantra 10/9/2017 5/31/2018 1,200.0 NA NA 12.4x (5) Kohlberg & Company, L.L.C. Interstate Hotels & Resorts, Inc. 5/4/2016 5/4/2016 NA NA NA 8.0x (1) General Atlantic Service Company, L.P. Aimbridge Hospitality, LLC 7/13/2015 7/13/2015 NA NA NA 10.0x (4) Marriott Delta Hotels & Resorts 1/27/2015 4/1/2015 136.0 NA NA 10.0x (5) InterContinental Hotels Group PLC Kimpton Hotel & Restaurant Group, LLC 12/16/2014 1/16/2015 430.0 430.0 430.0 12.0x (8) Jin Jiang International Holdings Louvre Hotels Group 11/12/2014 1/15/2015 NA NA NA 12.2x (3) Northstar Asset Management Group Inc. Island Hospitality Management, LLC 11/6/2014 1/9/2015 37.0 82.1 82.1 12.0x (9) Trilantic Capital Management L.P. Highgate Hotels, L.P. 10/7/2014 10/7/2014 NA NA NA 10.0x (4) Brookfield Asset Management Inc. Thayer Lodging Group Inc. 5/16/2014 5/16/2014 NA NA NA 12.0x (4) Marriott International, Inc. Protea Hospitality Holdings (Pty) Ltd 11/7/2013 4/1/2014 186.0 186.0 186.0 10.0x (10) Lee Equity Partners, LLC Aimbridge Hospitality, LLC 10/8/2013 10/8/2013 NA NA NA 8.0x (4) Marriott Gaylord 5/31/2012 10/1/2012 210.0 NA NA 8.4x (5) Mean $ 401 $ 636 11.2x Adjusted Mean(13) $ 355 $ 478 11.2x 13 Page 12

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PRECEDENT TRANSACTIONS: OTHER REAL ESTATE SERVICES PROVIDERS _____________________ Source: S&P Capital IQ, SNL Financial, and Company Filings. Sorted by Close Date. Note: Adjusted mean calculated by removing the highest and lowest values. (1) Baird Investment Banking estimate. (2) Source: Janney Fairness Opinion for Hotel Management Business acquisition. (3) Source: Baird Equity Research on 11/1/18. (4) Source: Baird Equity Research. EBITDA multiple includes expected post-transaction synergies. (5) Source: Baird Equity Research. (6) Source: Transaction announcement. (7) EBITDA multiple includes the incremental value to Reit Management & Research LLC as a result of the change in termination fee that was included in the transaction. (8) 2014 EBITDA multiple reported by InterContinental was 21x. Stabilized Implied EV / EBITDA multiple at the time of the announcement expected to be lower, figure shown represents Baird estimate of stabilized multiple. (9) Based on MLV research report at 6.0x fees, assuming a 50% margin. (10) Source: Marriott Hotels press release. Values based on the exchange rate as of the closing date. (11) Source: Annualized T-3 EBITDA per latest available public filing. (12) Source Cap IQ and press releases. (13) Adjusted mean is calculated by removing the max and the min from each range. (14) Source: Cap IQ; FirstService Corporation bought a majority stake in Colliers Macaulay Nicolls in 2004 and then bought the remaining minority stake in 2005. Buyer Target Announce Date Close Date Gross Transaction Value ($MM) Implied Equity Value Implied Enterprise Value Implied Enterprise Value / EBITDA RMR Group Carroll 7/31/2023 12/19/2023 100.0 NA NA 5.7x (12) Westinghouse Electric BHI Energy 4/14/2022 5/31/2022 720.0 NA NA 9.6x (1) Johns Lyng Group Reconstruction Experts 12/8/2021 1/1/2022 202.0 NA NA 9.9x (1) Trilantic Capital Management L.P. Strada 12/1/2021 12/1/2021 380.0 NA NA 11.9x (1) Bernhard Capital Partners RailWorks Corporation 9/30/2021 11/10/2021 500.0 NA NA 6.1x (1) Columbia Property Trust Normandy Real Estate Management 10/16/2019 1/27/2020 100.0 NA NA 9.0x (1) Sterling Constrcution Plateau Excavation, Inc. 8/14/2019 10/2/2019 418.0 NA NA 5.8x (12) FirstService Corporation Global Restoration Holdings 5/22/2019 6/21/2019 634.2 531.6 660.6 12.9x (12) Jones Lang LaSalle Incorporated HFF, Inc. 3/18/2019 7/1/2019 2,054.6 2,054.1 2,054.1 13.7x (11) Industrea Concrete Pumping Holdings, Inc. 12/4/2018 12/4/2018 609.0 NA NA 8.0x (1) Ashford Inc. Remington Project Management 4/9/2018 8/8/2018 203.0 NA 203.0 11.5x (2) ABM Industries Incorporated GCA Services Group, Inc. 7/11/2017 9/1/2017 1,237.3 1,237.3 1,237.3 12.4x (12) Oaktree Trench Plate Rental Co. 9/26/2016 10/14/2016 235.0 NA NA 8.1x (1) Fluor Corporation Stork Technical Services Holding B.V. 12/4/2015 3/1/2016 695.0 695.0 695.0 7.0x (12) Sun Life Investment Management Bentall Kennedy (Canada) Limited Partnership 6/15/2015 9/1/2015 453.9 453.9 NA 10.0x (6) GOV, HPT & SNH ABP Trust (nka:RMR Group LLC) 6/5/2015 6/5/2015 172.8 357.0 NA 11.5x (7) AECOM URS Corporation 7/11/2014 10/17/2014 5,999.9 4,024.9 5,716.9 7.4x (12) AECOM Earth Tech Consulting, Inc. 2/11/2008 7/25/2008 581.7 455.0 551.1 15.4x (12) FirstService Corporation Colliers Macaulay Nicolls Inc. 10/1/2005 10/1/2005 10.0 90.9 90.9 5.5x (14) FirstService Corporation Colliers Macaulay Nicolls Inc. 10/14/2004 11/30/2004 88.0 NA 88.0 5.3x (14) Mean $ 1,100 $ 1,255 9.3x Adjusted Mean(13) $ 826 $ 785 9.2x Page 13

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COMPARABLE PUBLIC COMPANIES

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COMPARABLE COMPANIES VALUATION Same-Store Budgeted EBITDA Year 2024 2024 Total Pro Forma Corporate EBITDA $60,645 $68,476 Asset Management Segment Total Asset Management EBITDA(1) $8,944 $8,944 Applied Multiple 10.0x 10.0x Implied Valuation $89,443 $89,440 Property Management Segment Total Property Management EBITDA $22,478 $23,336 Applied Multiple 10.0x 10.0x Implied Valuation $224,779 $233,362 Premier Business Segment Total Premier EBITDA $5,731 $5,919 Applied Multiple 8.0x 8.0x Implied Valuation $45,849 $47,354 Inspire Business Segment Total Inspire EBITDA $17,206 $22,778 Applied Multiple 8.0x 8.0x Implied Valuation $137,649 $182,224 RED Business Segment Total RED EBITDA $9,112 $10,214 Applied Multiple 8.0x 8.0x Implied Valuation $72,899 $81,709 Remaining Business Segments & Other Corporate Items Total Remaining EBITDA ($2,827) ($2,715) Applied Multiple 8.0x 8.0x Implied Valuation ($22,615) ($21,719) Enterprise Value $548,005 $612,369 Total Debt (136,966) (136,966) Excess Cash 47,054 47,054 Total Preferred Equity (487,450) (487,450) Total Accrued Preferred Dividends (28,508) (28,508) Implied Equity Value ($57,865) $6,499 Share Count 3,206 3,206 Implied Equity Value Per share ($18.05) $2.03 _____________________ (1) Includes Lismore. Page 15

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SENSITIVITY ANALYSIS: COMPARABLE COMPANIES VALUATION Step: Same-Store EBITDA Multiple Spread to Selected Multiple (All Business Segments) -0.5x -0.3x 0.0x 0.3x 0.5x $517,682 $532,843 $548,005 $563,166 $578,327 Enterprise Value Range $517,682 − $578,327 Equity Value Range ($88,188) − ($27,543) Equity Value Per Share Range ($27.51) − ($8.59) Step: Budgeted EBITDA Multiple Spread to Selected Multiple (All Business Segments) -0.5x -0.3x 0.0x 0.3x 0.5x $578,131 $595,250 $612,369 $629,488 $646,607 Enterprise Value Range $578,131 − $646,607 Equity Value Range ($27,739) − $40,737 Equity Value Per Share Range ($8.65) − $12.71 Page 16

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LODGING C-CORPS + REITS _____________________ (1) Pricing data from CapIQ as of March 5, 2024. (2) Estimates from FactSet as of March 5, 2024. (3) Adjusted mean is calculated by removing the max and the min from each range. Company Ticker Market Cap(1) Enterprise Value(1) 2024 EBITDA(2) 2025 EBITDA(2) Implied Enterprise Value / 2024 EBITDA Implied Enterprise Value / 2025 EBITDA Price / 2024E(2) Price / 2025E(2) Marriott International, Inc. MAR $ 71,758 $ 84,285 $ 4,955 $ 5,319 17.0x 15.8x 26.2x 23.1x Hilton Worldwide Holdings Inc. HLT 51,393 60,726 3,365 3,638 18.0x 16.7x 28.7x 24.7x InterContinental Hotels Group PLC IHG 13,716 15,515 1,180 1,268 13.2x 12.2x 19.6x 17.5x Hyatt Hotels Corporation H 16,241 18,718 1,177 1,263 15.9x 14.8x 47.6x 37.9x Wyndham Hotels & Resorts, Inc. WH 6,081 8,226 690 725 11.9x 11.4x 17.8x 16.1x Choice Hotels International, Inc. CHH 5,644 7,299 577 595 12.6x 12.3x 17.4x 16.4x Mean $ 27,472 $ 32,461 $ 1,991 $ 2,135 14.8x 13.9x 26.2x 22.6x Adjusted Mean(3) $ 21,858 $ 25,796 $ 1,603 $ 1,724 14.7x 13.8x 23.1x 20.4x Company Ticker Market Cap(1) Enterprise Value(1) 2024 EBITDA(2) 2025 EBITDA(2) Implied Enterprise Value / 2024 EBITDA Implied Enterprise Value / 2025 EBITDA Price / 2024 FFO(2) Price / 2025 FFO2 ) Host Hotels & Resorts, Inc. HST $ 14,628 $ 18,449 $ 1,630 $ 1,678 11.3x 11.0x 10.6x 10.3x Apple Hospitality REIT, Inc. APLE 3,976 5,444 461 472 11.8x 11.5x 10.0x 9.8x Park Hotels & Resorts Inc. PK 3,647 7,597 660 677 11.5x 11.2x 8.2x 7.9x Sunstone Hotel Investors, Inc. SHO 2,300 2,987 241 258 12.4x 11.6x 13.6x 12.2x DiamondRock Hospitality Company DRH 1,985 3,165 277 288 11.4x 11.0x 9.9x 9.3x Pebblebrook Hotel Trust PEB 1,930 4,492 349 363 12.9x 12.4x 10.4x 9.6x RLJ Lodging Trust RLJ 1,849 4,032 375 388 10.7x 10.4x 7.2x 6.9x Xenia Hotels & Resorts, Inc. XHR 1,564 2,837 251 263 11.3x 10.8x 9.7x 9.1x Braemar Hotels & Resorts Inc. BHR 134 1,783 174 180 10.2x 9.9x 3.8x 3.6x Mean $ 3,557 $ 5,643 $ 491 $ 507 11.5x 11.1x 9.1x 8.4x Adjusted Mean(3) $ 2,464 $ 4,365 $ 373 $ 387 11.5x 11.1x 9.3x 8.7x Mean $ 13,123 $ 16,370 $ 1,091 $ 1,158 12.8x 12.2x 16.1x 14.3x Adjusted Mean(3) $ 9,612 $ 12,268 $ 864 $ 913 12.6x 12.0x 14.6x 13.3x Page 17

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REAL ESTATE / CONSTRUCTION SERVICES _____________________ (1) Pricing data from CapIQ as of March 5, 2024. (2) Estimates from FactSet as of March 5, 2024. (3) Adjusted mean is calculated by removing the max and the min from each range. Company Ticker Market Cap(1) Enterprise Value(1) 2024 EBITDA(2) 2025 EBITDA(2) Implied Enterprise Value / 2024 EBITDA Implied Enterprise Value / 2025 EBITDA Price / 2024E(2) Price / 2025E(2) CBRE Group, Inc. CBRE $ 27,608 $ 32,077 $ 2,443 $ 2,879 13.1x 11.1x 20.7x 16.5x EMCOR Group, Inc. EME 15,280 14,831 1,037 1,108 14.3x 13.4x 23.0x 21.4x AECOM ACM 12,048 13,892 1,090 1,189 12.7x 11.7x 19.7x 17.4x Jones Lang LaSalle Inc. JLL 8,944 11,786 1,046 1,274 11.3x 9.3x 16.5x 12.5x Fluor Corporation FLR 6,279 5,102 639 736 8.0x 6.9x 13.1x 11.7x ABM Industries Incorporated ABM 2,579 3,966 496 512 8.0x 7.7x 12.3x 11.2x Cushman & Wakefield PLC CWK 2,207 5,124 648 729 7.9x 7.0x 9.4x 7.5x Newmark Group Inc. NMRK 1,865 3,793 411 487 9.2x 7.8x 10.1x 8.3x RMR Group LLC RMR 397 414 9 4 101 4.4x 4.1x 14.4x 12.8x Mean $ 8,579 $ 10,110 $ 878 $ 1,002 9.9x 8.8x 11.9x 10.3x Adjusted Mean(3) $ 7,029 $ 8,357 $ 767 $ 862 10.0x 8.8x 11.9x 10.4x Page 18

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TRADITIONAL / ALTERNATIVE ASSET MANAGERS _____________________ (1) Pricing data from CapIQ as of March 5, 2024. (2) Estimates from FactSet as of March 5, 2024. (3) Adjusted mean is calculated by removing the max and the min from each range. Company Ticker Market Cap(1) Enterprise Value(1) 2024 EBITDA(2) 2025 EBITDA(2) Implied Enterprise Value / 2024 EBITDA Implied Enterprise Value / 2025 EBITDA Price / 2024E(2) Price / 2025E(2) BlackRock, Inc. BLK $ 123,167 $ 126,123 $ 8,382 $ 9,587 15.0x 13.2x 20.7x 18.3x Blackstone Group Inc. BX 89,202 114,572 7,560 9,331 15.2x 12.3x 25.2x 20.4x Apollo Global Management, Inc. APO 62,163 65,191 6,147 6,919 10.6x 9.4x 14.0x 12.1x Ameriprise Financial, Inc. AMP 41,379 37,947 5,580 5,701 6.8x 6.7x 12.1x 11.1x T.Rowe Price Group, Inc. TROW 26,002 25,120 2,413 2,518 10.4x 10.0x 14.8x 14.4x Carlyle Group L.P. CG 16,686 24,714 1,541 1,993 16.0x 12.4x 11.8x 10.1x Franklin Resources, Inc. BEN 14,559 16,859 2,067 2,345 8.2x 7.2x 10.9x 9.6x SEI Investments Company SEIC 8,967 8,127 627 659 13.0x 12.3x 17.0x 15.7x Invesco Ltd. IVZ 7,044 12,826 1,468 1,596 8.7x 8.0x 9.3x 8.3x Affiliated Managers Group, Inc. AMG 5,200 8,051 940 964 5.5x 8.4x 7.4x 6.6x Victory Capital Holdings, Inc. VCTR 2,509 3,538 446 477 7.9x 7.4x 7.6x 6.9x Virtus Investment Partners, Inc. VRTS 1,610 1,775 293 314 6.1x 5.7x 8.6x 8.0x Sprott Inc. SII 1,258 1,281 8 2 9 3 15.4x 13.7x 29.9x 23.1x Wisdom Tree Investments, Inc. WT 1,173 1,393 128 137 9.2x 10.2x 16.3x 14.6x Mean $ 28,637 $ 31,965 $ 2,691 $ 3,045 10.6x 9.8x 14.7x 12.8x Adjusted Mean(3) $ 23,048 $ 26,676 $ 2,434 $ 2,746 10.5x 9.8x 14.0x 12.4x Page 19

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DCF VALUATION

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DISCOUNTED CASH FLOWS ANALYSIS: ENTERPRISE VALUE APPROACH Discount Period 1 2 3 4 5 Effective Tax Rate (1) 25.00% 25.00% 25.00% 25.00% 25.00% Discount Rate 14.71% 14.71% 14.71% 14.71% 14.71% Enterprise Terminal Multiple 10.0x 10.0x 10.0x 10.0x 10.0x Projected Fiscal Year Ending December 31 2024B 2025P 2026P 2027P 2028P Budgeted Pro Forma Corporate EBITDA $68,476 $73,995 $77,849 $80,975 $84,026 + Investment in TSGF/SHR/TX NAV (200) - - 500 10,242 - Income Tax (17,119) (18,499) (19,462) (20,244) (21,007) - Maintenance Capital Expenditures (9,218) (9,807) (10,502) (10,967) (11,401) - Investment Capital Expenditures (16,264) (3,007) (2,004) (1,862) (1,926) Unlevered Free Cash Flows $25,675 $42,682 $45,881 $48,402 $59,934 Terminal Value - - - - 840,264 Total Cash Flows $25,675 $42,682 $45,881 $48,402 $900,198 Discounted Cash Flows 22,383 32,437 30,397 27,955 453,245 Enterprise Value $566,417 Total Debt (136,966) Unrestricted Cash 47,054 Tangible Net Working Capital (4,036) Total Preferred Equity (487,450) Total Accrued Preferred Dividends (28,508) Implied Equity Value ($43,489) Share Count 3,206 Implied Equity Value Per share ($13.56) _____________________ (1) Estimated corporate tax rate on an unlevered balance sheet neutral basis. (2) Baird Investment Banking estimate of current market. (3) 5-Year SOFR Swap Rate + 500 bps as of 3/1/2024; Baird Investment Banking estimate of current market. Buyer-Neutral Weighted Average Cost of Capital Capital Structure(2) Debt to Total Capitalization 40.00% Preferred Equity to Total Capitalization – Common Equity to Total Capitalization 60.00% Total Capitalization 100.00% Cost of Debt Cost of Debt(3) 9.03% Debt-Neutral Tax Rate 25.00% After Tax Cost of Debt 6.77% Cost of Preferred – Cost of Equity(2) 20.00% WACC 14.71% Page 21

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DISCOUNTED CASH FLOWS ANALYSIS: CONTINUING EQUITY VALUE APPROACH Discount Period 1 2 3 4 5 Effective Tax Rate 10.9% 19.1% 19.7% 19.6% 20.8% Discount Rate 20.70% 20.70% 20.70% 20.70% 20.70% Terminal P/E Ratio 12.0x 12.0x 12.0x 12.0x 12.0x Projected Fiscal Year Ending December 31 2024B 2025P 2026P 2027P 2028P Budgeted Pro Forma Corporate EBITDA $68,476 $73,995 $77,849 $80,975 $84,026 - Interest Expense (15,772) (14,171) (14,189) (14,369) (14,573) - Income Tax (7,458) (14,144) (15,336) (15,895) (17,472) - Preferred Dividend Expense (36,236) (36,341) (36,453) (36,574) (36,703) Adjusted Net Income $9,010 $9,338 $11,871 $14,137 $15,278 + Investment in TSGF/SHR/TX NAV (200) - - 500 10,242 - Debt Principal Payments (4,697) (2,676) (5,704) (6,424) (7,151) - Maintenance Capital Expenditures (9,218) (9,807) (10,502) (10,967) (11,401) - Investment Capital Expenditures (16,264) (3,007) (2,004) (1,862) (1,926) Levered Free Cash Flows ($21,369) ($6,153) ($6,339) ($4,617) $5,041 Terminal Value - - - - 183,337 Total Cash Flows ($21,369) ($6,153) ($6,339) ($4,617) $188,379 Discounted Cash Flows (17,704) (4,224) (3,605) (2,176) 73,543 Total Discounted Equity Cash Flows $45,834 Total Accrued Preferred Dividends (28,508) Implied Equity Value $17,326 Share Count 3,206 Implied Equity Value Per share $5.40 Continuing Cost of Equity Market Risk Premium(1) 7.17% 5-Yr Avg. Beta 1.66 Adjusted Market Risk Premium 11.91% Add: Risk Free Rate(2) 4.09% Add: Size Premium(3) 4.70% _____________________ Cost of Equity 20.70% (1) Market risk premium calculated using the Historical Long-term average (1926-2022), per Kroll report. (2) Risk-free Rate of Return calculated using Spot 10-year Treasury Yield, per Kroll Report. (3) Size Premium calculated using Companies Ranked by Market Value of Equity, per Kroll Estimates. Page 22

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SENSITIVITY ANALYSIS Terminal Multiple 566,416.8 9.50x 9.75x 10.00x 10.25x 10.50x 15.71% $524,425 $534,553 $544,680 $554,808 $564,935 15.21% $534,714 $545,063 $555,412 $565,762 $576,111 14.71% $545,263 $555,840 $566,417 $576,994 $587,570 14.21% $556,081 $566,891 $577,702 $588,512 $599,322 13.71% $567,176 $578,226 $589,276 $600,326 $611,376 Enterprise Value Range $524,425 − $611,376 Equity Value Range ($85,481) − $1,470 Equity Value Per Share Range ($26.66) − $0.46 Discount Rate DCF ENTERPRISE VALUE DCF CONTINUING EQUITY VALUE Terminal Multiple 17,326.1 11.50x 11.75x 12.00x 12.25x 12.50x 21.70% $11,865 $13,296 $14,727 $16,158 $17,589 21.20% $13,088 $14,549 $16,010 $17,470 $18,931 20.70% $14,344 $15,835 $17,326 $18,817 $20,308 20.20% $15,633 $17,156 $18,678 $20,200 $21,723 19.70% $16,957 $18,512 $20,066 $21,621 $23,175 Equity Value Range $11,865 − $23,175 Equity Value Per Share Range $3.70 − $7.23 Discount Rate Page 23

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PRECEDENT REVERSE SPLITS

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PRECEDENT REVERSE / FORWARD STOCK SPLITS Company Announcement Date Reverse Shares Cash Offered Price Day Before Announcemet Premium to Prior Trading Price Fairness Opinon Safeguard Scientifics, Inc. 10/4/2023 1-for-100 $ 1.65 $ 1.01 63.4% No Micron Solutions, Inc. 10/2/2023 1-for-1,000 1.50 0.70 114.3% No Reliv' International, Inc. 10/19/2020 1-for-2,000 3.75 3.81 (1.6%) Yes Westell Technologies, Inc. 9/29/2020 1-for-1,000 1.48 1.27 16.5% Yes Parker Drilling Company 9/10/2019 1-for-100 30.00 20.03 49.8% Yes Dynasil Corporation 5/2/2019 1-for-8,000 1.15 1.09 5.5% Yes Lime Energy 9/16/2016 1-for-300 2.49 1.57 58.6% No Champion Industries, Inc 1/20/2016 1-for-200 0.30 0.19 62.2% No FROM Corp. 1/12/2012 1-for-100 3.00 2.51 19.5% No Gander Mountain 9/28/2009 1-for-30,000 5.15 3.82 34.8% Yes Mean $ 5.05 $ 3.60 42.3% Adjusted Mean $ 2.52 $ 1.97 38.8% _____________________ Source: CapIQ, Public Filings, Company Press Releases. (1) Adjusted mean is calculated by removing the max and the min from each range. (2) Share price as of March 5, 2024. 1 Share Price PREMIUM TO AINC SHARE PRICE(2) $2.49 0% $3.74 50% $4.98 100% Page 25

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PRECEDENT TRADING

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AINC ROLLING 30-DAY VWAP LAST 6 MONTHS _____________________ Source: CapIQ. $5.55 +40% $3.97 Median $2.38 -40% $4.00 Proposed Tender Share Price Page 27

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APPENDIX

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DELISTING ANALYSIS _____________________ Source: CapIQ, Public Filings, Company Press Releases, Stockanalysis.com. (1) % price change between the last day of trading before the announcement and the current OTC price as of February 23, 2024. (2) GMBL, CYAN, & SFES 30 Day ADTV After Delistment is not 30 days and is based on the ADTV from date of delistment up until February 23, 2024. The list below contains all companies YTD and in 2023 that were either voluntarily delisted or suspended from the NASDAQ or NYSE when there were at least two trading days between the announcement of the delisting / suspension and the security being delisted / suspended. Last Trading Day Before Day Before Announcement Day of Delisting Current OTC 30 Day ADTV Prior to the 30 Day ADTV After the Voluntarily Symbol Company Name Announcement Day of Delisting Mkt Cap ($M) Share Price Mkt Cap ($M) Share Price % Change Price % Change1 Announcment Delistment2 % Change Delistment CYAN Cyanotech Corp 2/13/2024 2/20/2024 $ 3.86 $ 0.56 $ 1.80 $ 0.26 (53.4%) $ 0.24 (58.0%) $ 15,640 $ 115,823 640.6% N o GMBL Esports Entertainment Group Inc 2/12/2024 2/20/2024 2.53 2.38 1.98 1.86 (21.8%) 1.55 (34.9%) 581,635 259,025 (55.5%) Yes SFES Safeguard Scientifics Inc 10/4/2023 2/9/2024 16.69 1.01 7.54 0.46 (55.0%) 0.72 (28.7%) 81,706 276,052 237.9% Yes SALM Salem Media Group Inc 12/28/2023 1/18/2024 14.85 0.55 7.10 0.26 (52.2%) 0.33 (39.5%) 90,035 202,795 125.2% Yes HALL Hallmark Financial Services Inc 12/22/2023 1/4/2024 3.60 1.98 1.49 0.82 (58.6%) 0.71 (64.4%) 10,166 32,991 224.5% Yes UTRS Minerva Surgical Inc 12/14/2023 12/28/2023 28.37 3.20 13.14 1.48 (53.7%) 0.56 (82.5%) 68,860 14,539 (78.9%) Yes VAPO Vapotherm Inc 12/8/2023 12/14/2023 12.09 1.97 7.80 1.27 (35.5%) 0.99 (49.7%) 35,360 57,011 61.2% Yes CIZN Citizens Holding Co. 11/30/2023 12/14/2023 58.86 10.48 49.71 8.85 (15.6%) 7.79 (25.7%) 5,695 36,805 546.3% Yes CMRA Comera Life Sciences Holdings Inc 11/14/2023 11/16/2023 7.22 0.24 6.85 0.22 (5.2%) 0.04 (82.4%) 194,272 144,063 (25.8%) N o KBNT Kubient Inc 11/10/2023 11/16/2023 3.17 0.22 1.47 0.10 (53.5%) 0.00 (99.5%) 36,351 130,075 257.8% Yes RIBT Ricebran Technologies 11/1/2023 11/7/2023 2.31 0.35 2.31 0.35 – 0.15 (57.1%) 33,900 43,343 27.9% N o BKSC Bank Of South Carolina Corp 8/23/2023 9/14/2023 76.06 13.71 66.57 12.00 (12.5%) 12.52 (8.7%) 5,079 34,709 583.4% Yes SBIG Springbig Holdings Inc 8/31/2023 9/5/2023 9.56 0.23 5.41 0.13 (43.4%) 0.15 (34.8%) 199,937 108,366 (45.8%) Yes SEAC Seachange International Inc 8/7/2023 8/25/2023 20.34 7.87 12.61 4.88 (38.0%) 1.65 (79.0%) 5,394 36,012 567.6% N o FXLV F45 Training Holdings Inc 8/11/2023 8/24/2023 68.22 0.70 9.49 0.10 (86.1%) 0.04 (94.3%) 267,530 757,586 183.2% Yes MSVB Mid-southern Bancorp Inc 8/1/2023 8/14/2023 34.95 12.79 30.47 11.15 (12.8%) 13.65 6.7% 2,597 8,012 208.5% Yes OFED Oconee Federal Financial Corp 7/19/2023 7/31/2023 87.06 15.52 75.84 13.52 (12.9%) 13.97 (10.0%) 3,082 4,413 43.2% Yes KSPN Kaspien Holdings Inc 5/19/2023 6/9/2023 3.08 0.62 1.00 0.20 (67.5%) 0.02 (97.6%) 125,809 398,612 216.8% Yes BLCM Bellicum Pharmaceuticals Inc 5/26/2023 6/2/2023 7.37 0.78 2.85 0.30 (61.3%) 0.07 (90.4%) 5,402,649 99,639 (98.2%) Yes IDWM Idw Media Holdings Inc 4/26/2023 5/18/2023 11.57 0.82 6.07 0.43 (47.5%) 0.45 (45.1%) 28,240 23,929 (15.3%) N o TKOI Telkonet Inc 3/28/2023 3/31/2023 7.93 0.03 5.80 0.02 (26.8%) 0.01 (73.6%) 87,998 198,673 125.8% Yes ASPU Aspen Group Inc 3/10/2023 3/31/2023 4.26 0.17 1.33 0.05 (69.1%) 0.21 27.6% 214,921 258,485 20.3% Yes REED Reed's Inc 2/13/2023 2/15/2023 8.87 3.52 8.17 3.24 (8.0%) 1.67 (52.6%) 47,617 26,546 (44.3%) N o FFBW Ffbw Inc 1/30/2023 2/13/2023 61.28 12.19 59.22 11.78 (3.4%) 12.60 3.4% 3,802 40,132 955.5% N o ASAP Waitr Holdings Inc 1/23/2023 2/2/2023 6.13 0.59 3.69 0.36 (39.8%) 0.08 (87.3%) 756,288 159,331 (78.9%) Yes Mean $ 22.41 $ 3.70 $ 15.59 $ 2.96 (37.3%) $ 2.81 (50.3%) $ 332,183 $ 138,679 183.3% Median $ 9.56 $ 0.82 $ 6.85 $ 0.43 (39.8%) $ 0.45 (52.6%) $ 47,617 $ 99,639 125.2% Max $ 87.06 $ 15.52 $ 75.84 $ 13.52 – $ 13.97 27.6% $ 5,402,649 $ 757,586 955.5% Min $ 2.31 $ 0.03 $ 1.00 $ 0.02 (86.1%) $ 0.00 (99.5%) $ 2,597 $ 4,413 (98.2%) Page 29

 

Exhibit 107

 

CALCULATION OF FILING FEE TABLES

 

Schedule 13E-3

(Form Type)

Ashford Inc.

Monty J. Bennett

Deric S. Eubanks

J. Robison Hays, III

(Exact Name of Registrant and Name of Person Filing Statement)

  

 

 

 

Table 1: Transaction Valuation

                         
 

Proposed

Maximum

Aggregate Value of

Transaction

 

 

Fee

Rate

 

Amount of

Filing Fee

Fees to be Paid   $ 5,500,000.00 (1)      0.00014760     $ 811.80 (2) 
Fees Previously Paid   $ 0             $ 0  
Total Transaction Valuation   $ 5,500,000.00                  
Total Fees Due for Filing                   $ 811.80  
Total Fees Previously Paid                   $ 0  
Total Fee Offsets                   $ 0  
Net Fee Due                   $ 811.80  

 

(1) Calculated solely for purposes of determining the filing fee. This amount assumes the acquisition of approximately 1,100,000 shares of common stock for $5.00 per share in cash in lieu of issuing fractional shares to holders of less than 5,000 shares of common stock after the proposed reverse/forward stock split.

 

(2) The filing fee is calculated in accordance with Rule 0-11(b) by multiplying the Total Transaction Valuation of $5,500,000.00 by 0.00014760.