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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K
CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of Report (date of earliest event reported): October 12, 2021

ASHFORD HOSPITALITY TRUST, INC.
(Exact name of registrant as specified in its charter)

Maryland 001-31775 86-1062192
(State or other jurisdiction of incorporation or organization) (Commission
File Number)
(IRS employer
identification number)
14185 Dallas Parkway, Suite 1200
Dallas
Texas 75254
(Address of principal executive offices) (Zip code)

Registrant’s telephone number, including area code: (972) 490-9600

Check the appropriated box if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14-a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company    
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock AHT New York Stock Exchange
Preferred Stock, Series D AHT-PD New York Stock Exchange
Preferred Stock, Series F AHT-PF New York Stock Exchange
Preferred Stock, Series G AHT-PG New York Stock Exchange
Preferred Stock, Series H AHT-PH New York Stock Exchange
Preferred Stock, Series I AHT-PI New York Stock Exchange



ITEM 7.01     REGULATION FD DISCLOSURE
On October 12, 2021, Ashford Hospitality Trust, Inc. (the “Company”) released an investor presentation, attached hereto as Exhibit 99.1.

The investor presentation is being furnished pursuant to General Instruction B.2 of Form 8-K. The information in this Current Report is not deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor is it subject to the liabilities of that section or deemed incorporated by reference in any filing under the Exchange Act unless specifically identified therein as being incorporated therein by reference.

ITEM 9.01     FINANCIAL STATEMENTS AND EXHIBITS

(d)    Exhibits
Exhibit Number         Description

99.1    October 2021 Investor Presentation
104    Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101)



SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: October 12, 2021
    
ASHFORD HOSPITALITY TRUST, INC.
By: /s/ Alex Rose
Alex Rose
Executive Vice President, General Counsel & Secretary


Investor Day | October 2021


 
In keeping with the SEC's "Safe Harbor" guidelines, certain statements made during this presentation could be considered forward-looking and subject to certain risks and uncertainties that could cause results to differ materially from those projected. When we use the words "will likely result," "may," "anticipate," "estimate," "should," "expect," "believe," "intend," or similar expressions, we intend to identify forward-looking statements. Such forward-looking statements include, but are not limited to, our business and investment strategy, our understanding of our competition, current market trends and opportunities, projected operating results, and projected capital expenditures. Certain statements and assumptions in this presentation contain or are based upon “forward-looking” information and are being made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements in this press release include, among others, statements about the Company’s strategy and future plans. These forward-looking statements are subject to risks and uncertainties. When we use the words “will likely result,” “may,” “anticipate,” “estimate,” “should,” “expect,” “believe,” “intend,” or similar expressions, we intend to identify forward-looking statements. Such statements are subject to numerous assumptions and uncertainties, many of which are outside Ashford Trust’s control. These forward-looking statements are subject to known and unknown risks and uncertainties, which could cause actual results to differ materially from those anticipated, including, without limitation: the impact of COVID-19, and the rate of adoption and efficacy of vaccines to prevent COVID-19, on our business and investment strategy; the timing and outcome of the Securities and Exchange Commission’s investigation; our ability to meet the NYSE continued listing standards; our ability to regain S-3 eligibility; our ability to repay, refinance or restructure our debt and the debt of certain of our subsidiaries; anticipated or expected purchases or sales of assets; our projected operating results; completion of any pending transactions; our understanding of our competition; market trends; projected capital expenditures; the impact of technology on our operations and business; general volatility of the capital markets and the market price of our common stock and preferred stock; availability, terms and deployment of capital; availability of qualified personnel; changes in our industry and the markets in which we operate, interest rates or the general economy; and the degree and nature of our competition. These and other risk factors are more fully discussed in Ashford Trust’s filings with the Securities and Exchange Commission. The forward-looking statements included in this press release are only made as of the date of this press release. Such forward-looking statements are based on our beliefs, assumptions, and expectations of our future performance taking into account all information currently known to us. These beliefs, assumptions, and expectations can change as a result of many potential events or factors, not all of which are known to us. If a change occurs, our business, financial condition, liquidity, results of operations, plans, and other objectives may vary materially from those expressed in our forward-looking statements. You should carefully consider this risk when you make an investment decision concerning our securities. Investors should not place undue reliance on these forward- looking statements. The Company can give no assurance that these forward-looking statements will be attained or that any deviation will not occur. We are not obligated to publicly update or revise any forward-looking statements, whether as a result of new information, future events or circumstances, changes in expectations, or otherwise, except to the extent required by law. EBITDA is defined as net income before interest, taxes, depreciation and amortization. EBITDA yield is defined as trailing twelve month EBITDA divided by the purchase price or debt amount. A capitalization rate is determined by dividing the property's net operating income by the purchase price. Net operating income is the property's funds from operations minus a capital expense reserve of either 4% or 5% of gross revenues. Hotel EBITDA flow-through is the change in Hotel EBITDA divided by the change in total revenues. EBITDA, FFO, AFFO, CAD and other terms are non-GAAP measures, reconciliations of which have been provided in prior earnings releases and filings with the SEC or in the appendix to this presentation. The calculation of implied equity value is derived from an estimated blended capitalization rate (“Cap Rate”) for the entire portfolio using the capitalization rate method. The estimated Cap Rate is based on recent Cap Rates of publically traded peers involving a similar blend of asset types found in the portfolio, which is then applied to Net Operating Income (“NOI”) of the company’s assets to calculate a Total Enterprise Value (“TEV”) of the company. From the TEV, we deduct debt and preferred equity and then add back working capital to derive an equity value. The capitalization rate method is one of several valuation methods for estimating asset value and implied equity value. Among the limitations of using the capitalization rate method for determining an implied equity value are that it does not take into account the potential change or variability in future cash flows, potential significant future capital expenditures, the intended hold period of the asset, or a change in the future risk profile of an asset. This overview is for informational purposes only and is not an offer to sell, or a solicitation of an offer to buy or sell, any securities of Ashford Hospitality Trust, Inc. or any of its respective affiliates, and may not be relied upon in connection with the purchase or sale of any such security. Our business has been and will continue to be materially adversely affected by the impact of COVID -19. Prior to investing in Ashford Hospitality Trust, Inc. potential investors should carefully review Ashford Hospitality Trust, Inc.’s periodic filings made with the Securities and Exchange Commission, including but not limited to Ashford Hospitality Trust, Inc.’s most current Form 10-K, Form 10-Q and Form 8-K’s, including the risk factors therein. F o r wa r d L o o k i n g S t a t e m e n t s a n d N o n - G A A P M e a s u r e s AHT | Page 2


 
Attractive Portfolio Well Positioned for the Recovery Best-in-class Asset Management Growth & Acquisition Strategy Balance Sheet & Capital Structure Leverage Strategy Reasons to Own AHT Appendix Investor Day Agenda AHT | Page 3


 
Attractive High Quality Portfolio O w n e r o f I n s t i t u t i o n a l Q u a l i t y , G e o g r a p h i c a l l y D i v e r s e L o d g i n g A s s e t s w i t h E x p o s u r e t o L e i s u r e a n d T r a n s i e n t S e g m e n t s Crowne Plaza La Concha Key West, FL W Atlanta Downtown Atlanta, GA Marriott Beverly Hills Beverly Hills, CA Hilton Back Bay Boston, MA One Ocean Jacksonville, FL La Posada Santa Fe, NM Renaissance Palm Springs Palm Springs, CA Marriott Crystal Gateway Arlington, VA Hyatt Coral Gables Coral Gables, FL The Churchill Washington, D.C. Lakeway Resort and Spa Austin, TX Hyatt Savannah Savannah, GA AHT | Page 4


 
Portfolio Positioned for the Recovery F u l l - S e r v i c e , U p p e r U p s c a l e , B e s t - i n - C l a s s B r a n d s a n d M a n a g e r s Portfolio by Hotel EBITDA(2) (1) As of June 30, 2021 excludes WorldQuest (2) Pro forma TTM Hotel EBITDA as of December 31, 2019 excluding assets disposed of in 2020 and 2021; excludes WorldQuest Note: 2019 pro forma Hotel EBITDA is $437,479 (In thousands) 100 H O T E L S ( 1 ) 28 S T A T E S ( 1 ) 22,286 H O T E L R O O M S ( 1 ) HOTEL BRAND PROPERTY MANAGER CHAIN SCALE MARRIOTTHILTON 31% INDEPENDENT 6% HYATT 5% IHG 2% 56% REMINGTON 58%32% HILTON 6% HYATT 4% OTHER <1% MARRIOTT FULL-SERVICE 75% SELECT-SERVICE 25% SERVICE TYPE UPPER UPSCALE 63%UPSCALE INDEPENDENT 6% LUXURY 4% UPPER MIDSCALE 2% 25% AHT | Page 5


 
Geographically Diverse P o s i t i o n e d t o B e n e f i t F r o m D e m o g r a p h i c S h i f t AHT Top Markets (by 2019 Hotel EBITDA)(2) % Total Washington, D.C. / Northern Virginia 11.1% San Francisco/Oakland, CA 8.5% Los Angeles, CA 7.3% Nashville, TN 7.1% New York/New Jersey 6.7% Atlanta, GA 6.6% Dallas Fort-Worth, TX 5.9% Boston, MA 5.5% Austin, TX 2.9% Tampa, FL 2.5% Houston, TX 2.4% Jacksonville, FL 2.3% Las Vegas, NV 2.0% Portland, OR 1.9% Philadelphia, PA 1.9% Miami, FL 1.9% Orlando, FL 1.8% 25% of business owners are considering moving operations to a more business friendly state(1) 12 of AHT’s top 17 markets located in inbound migration states Red State - Outbound Migration States 2016-2020 Inbound or Outbound Migration 2016 – 2020(3) Green State – Inbound Migration States 2016-2020 (1) Source: West Monroe Partners Q1 2020 Executive Poll (2) Source: North American Moving Services (3) Pro forma TTM Hotel EBITDA as of December 31, 2019 excluding assets disposed of in 2020 and 2021; excludes WorldQuest AHT | Page 6


 
Portfolio Positioned for the Recovery E x p o s u r e t o T r a n s i e n t L e i s u r e i n T o p - 2 5 M a r k e t s AHT 2019 Hotel EBITDA by MSA TOP-25 76% TOP 26-50 10% OTHER 14% F o c u s e d O n T o p - 2 5 M a r k e t s 73% 24% 3% AHT 2019 Pro Forma Hotel Room Revenue TRANSIENT OTHER GROUP 71% 23% 6% LEISURE OTHER BUSINESS AHT 2019 Pro Forma Hotel Transient Revenue H i g h E x p o s u r e t o T r a n s i e n t L e i s u r e AHT | Page 7


 
CapEx Outlook R e c e n t R e n o v a t i o n s P r o v i d e C o m p e t i t i v e A d v a n t a g e 13.1% 13.7% 15.4% 14.5% 10.6% 9.1% 0.0% 2.5% 5.0% 7.5% 10.0% 12.5% 15.0% 17.5% 20.0% 22.5% 25.0% $- $50 $100 $150 $200 $250 2015 2016 2017 2018 2019 2020 2021 2022 2023 ($ I n m ill io n s) Hotel CapEx Invested Capex As % of Revenue  Recently Renovated Portfolio  Minimal CapEx in short-term AHT | Page 8 Highlights


 
Attractive Portfolio Well Positioned for the Recovery Best-in-class Asset Management Growth & Acquisition Strategy Balance Sheet & Capital Structure Leverage Strategy Reasons to Own AHT Appendix AHT | Page 9 Investor Day Agenda


 
Best-In-Class Asset Management Team Overview Asset Managers Legal Risk/Property Tax Revenue Optimization Analytics ExecutiveAdministration Capital Management Team Breakdown AHT | Page 10 2 4 3 4 12 5 9


 
2014 8.0% 9.8% 2015 5.4% 6.5% 2016 1.7% 3.2% 2017 1.8% 1.8% 2018 1.4% 0.1% 2019 0.8% 1.4% 2020 -68.3% -64.3% YTD Q2 2021 9.6% 10.7% Peer Group: DRH, INN, RLJ, SHO, HST, HT; shown as simple average Historical Portfolio Results On Pace To Outperform RevPAR Growth in last 7 of 8 years Year Peers AHT AHT | Page 11


 
(1) Acquired hotel in Oct 2018 (2) Incremental NOI TTM October 2019 vs. TTTM October 2018; assumes 7.0% exit cap rate La Posada Santa Fe Post-Acquisition Outperformance  Optimized pricing across channels to maximize retail contribution  Enforced capture of rental and resort fees for groups  Solicited film crew and corporate teams to drive mid-week occupancy  Reduced staffing costs by consolidating positions S t r a t e g y TTM Oct 2018(1) TTM Oct 2019 RevPAR $158 $177+12.0% Hotel EBITDA $3.1M $4.0M+30.2% Estimated Asset Value Added in First Year of Ownership(2) +$12.3M +24.7% Original Purchase Price: $50M AHT | Page 12


 
Marriott DFW Airport Brand To Franchise Conversion  Transitioned to Remington management May 2017  Hired new General Manager  Renovated 15,522 SF of meeting space to capture additional group demand  Completed rooms and lobby renovation July 2017 – September 2019 S t r a t e g y Reno. Hotel EBITDA $8.6M $10.5M+21.0% FY 2017 FY 2019 AHT | Page 13 $108 $110 $112 $114 $116 $118 8.0 8.5 9.0 9.5 10.0 2017 2018 2019 R e v P A R H o te l E B IT D A ( $ M ) Hotel EBITDA RevPAR


 
Renaissance Nashville Repositioning of Convention Center $5 $10 $15 $20 $25 $30 $35 2011 2012 2013 2014 2015 2016 2017 2018 2019 H o te l E B IT D A ( $ M ) Reno. Total Revenue $41.5M $76.3M+84.1% FY 2011 FY 2019 AHT | Page 14  Negotiated with the city to fund new self-contained meeting space and secure fee simple interest in connection with the Fifth & Broadway development, eliminating $500K in annual ground lease payments on the hotel  Acquired office units - $20K annual lease payment  Right to use all meeting space free of rent as exclusive F&B provider - $960K in annual savings  Total cost of renovation - $28.6M funded by AHT  Renovation and development moved heart of city back to hotel’s doorstep S t r a t e g y


 
Lakeway Resort And Spa Optimized Sales Strategy  Increased emphasis on direct bookings while pushing away from OTAs  Implemented new revenue management systems and direct marketing campaigns, reducing reliance on commissionable business S t r a t e g y $100 $109 $113 $120 $125 $102 $129 10% 15% 20% 25% 30% 35% $85 $95 $105 $115 $125 $135 2015 2016 2017 2018 2019 2020 TTM 7/2021 H o te l E B IT D A M a rg in R e v P A R REVPAR Hotel EBITDA Margin Pandemic Hotel EBITDA Margin 6 of 6 Years Hotel RevPAR 5 of 6 Years Consistently Improving Both Top And Bottom Line AHT | Page 15


 
(1) Negative YOY growth TTM 2/2020 vs 2019 attributable to Super Bowl (2) FY 2013 to TTM 2/2020, excludes Super Bowl lift in 2019 The Ritz-Carlton Atlanta Downtown Renovation Impact $4 $6 $8 $10 $12 $14 $16 2013 2014 2015 2016 2017 2018 2019 TTM 2/2020 H o te l E B IT D A ( $ M ) Super Bowl  Renovation and re-concept of restaurant in 2016  $18M Renovation of guestrooms, suites, concierge lounge in 2018 in preparation for Super Bowl o Increased premium room inventory and added Ritz-Carlton club, driving ADR premiums S t r a t e g y Positive RevPAR Growth 6 of 7 Years(1) 7% CAGR(2) AHT | Page 16


 
Dallas Marriott Market Suites Strategic Initiative To Maximize Parking Capture  Identified parking partner with newly developed license plate reading technology  First hotel in the nation to install and beta test product o July 2021 was second highest revenue month on record despite being lowest occupancy month YTD S t r a t e g y Parking Revenue $18K $185K+914% YTD July 2019 YTD July 2021 AHT | Page 17 $- $2.00 $4.00 $6.00 $8.00 $10.00 $12.00 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Parking Revenue POR 2021 2019 Installed February 2021


 
Portfolio Tax Savings Implemented Focused Strategy To Minimize Property Tax Burden 2020 Appeals 2021 Appeals Marriott Sugarland $488K Property Tax Savings Hilton Fort Worth $286K W Atlanta $281K All Others $2.7M FY 2020 Total $3.7M Marriott Gateway $578K Property Tax Savings Marriott Sugarland $373K Le Pavillon $271K All Others $3.1M YTD 2021 Total $4.3M AHT | Page 18


 
(1) July 2021 vs. July 2019 (2) Source: STR Recovery By Class Poised to Outperform Market High-End Classes’ Occupancy Has Yet To Fully Recover Owners Of Midscale And Economy Properties Have Realized Their Recovery Luxury Upper Upscale Upscale Upper Midscale Midscale Economy -14.3% -19.7% -9.1% -3.2% +1.0% +2.7% July Occ. vs. 2019(1,2)Class 3.9% 64.9% 28.1% 3.1% AHT Portfolio (% Rooms) 0.0% 0.0% Recovery In Upper Midscale to Luxury Classes Is Still Unrealized +$30.1M Rooms Revenue Per Month For AHT To Realize Full Recovery(1) AHT | Page 19


 
Percentage Of Keys In Pipeline Unlikely To Actualize February 2020 July 2021 (1) Source: STR Reduced Pressure From New Supply New Builds Sitting In Planning Phases Forecast New Supply In AHT Markets(1) February 2020 Next 12-Months 2.9% 1.8% July 2021 13-34 Months 2.8% 2.1% Abandoned 7% 6% Unconfirmed 2% 2% Deferred 3% 9% Planning 29% 34% Final Planning 32% 25% In Construction 27% 23% Percentage Of Keys In Pipeline Likely To Actualize February 2020 July 2021 Imminent Keys Down 15% AHT | Page 20


 
Top-25 Markets To Outperform STR Forecast Indicates AHT Growth To Outpace Market AHT | Page 21 YOY RevPAR Growth Peers(1) AHT v 2022 All Other Markets RevPAR Growth(2) 13% 2022 Top-25 Markets RevPAR Growth(2) 32% (1) Peer Group: DRH, INN, RLJ, SHO, HST, HT; shown as simple average (2) Source: STR; Top-25 allocation weighted by key count AHT 56% Top-25 Markets(2) Total U.S. 33% Top-25 Markets(2) YTD Q2 2021 9.6% 10.7% AHT has outperformed in YTD Q2 RevPAR growth by 110bps relative to our peer set(1) STR’s forecast suggests that AHT will continue to exceed market RevPAR growth, in part due to our concentration in the Top-25 markets


 
Attractive Portfolio Well Positioned for the Recovery Best-in-class Asset Management Growth & Acquisition Strategy Balance Sheet & Capital Structure Leverage Strategy Reasons to Own AHT Appendix AHT | Page 22 Investor Day Agenda


 
Industry’s Path to Recovery E x p e c t e d t o R e c o v e r b y 2 0 2 4 0% 10% 20% 30% 40% 50% 60% 70% 80% $0 $20 $40 $60 $80 $100 $120 $140 $160 2019 2020 2021 2022 2023 2024 Occupancy/ADR/RevPAR Forecasts ADR RevPAR Occupancy 100 50 74 88 98 104 0 20 40 60 80 100 120 2019 2020 2021 2022 2023 2024 RevPAR Forecast (2019 Indexed) (1) Source: JLL, STR (2) Source: STR (1) (2) AHT | Page 23


 
Acquisition Outlook G r o w t h O p p o r t u n i t i e s  Full-service assets  Top-25 and leisure markets  Major brands + independents  Preference for franchised properties  High exposure to transient  Target Cap Rate: 6.0% - 8.0%  10% unlevered IRRs  Targeted sellers – small owner/operator, brands, REITs, family-owned, newly developed Asset Focus & Strategic Rationale AHT | Page 24 La Posada de Santa Fe Hilton Santa Cruz Scotts Valley


 
Attractive Portfolio Well Positioned for the Recovery Best-in-class Asset Management Growth & Acquisition Strategy Balance Sheet & Capital Structure Leverage Strategy Reasons to Own AHT Appendix AHT | Page 25 Investor Day Agenda


 
Net Working Capital A C l o s e r L o o k a t C a s h & L i q u i d i t y P o s i t i o n June 30, 2021 Cash and cash equivalents $ 520,340 Restricted cash 69,895 Accounts receivable, net 37,225 Prepaid expenses 15,742 Due from third-party hotel managers, net 15,032 Due from affiliates, net 1,725 Total currents assets $ 659,959 Accounts payable, net & accrued expenses 129,150 Dividends and distributions payable 236 Total currents liabilities 129,386 Net Working Capital(1) $ 530,573 NWC Per Share(1)(2) $16.09 NWC Per Share vs. Stock Price(3) 109% (1) Includes the Company’s pro rata share of net working capital in joint ventures (2) Net working capital (as of 6/30/2021) divided by common shares and units outstanding as of 9/30/2021 (3) Assumes stock price of 14.72, as of 9/30/2021 AHT | Page 26


 
Well-Laddered Maturity Schedule M o s t M a t u r i t i e s a r e A f t e r E x p e c t e d I n d u s t r y R e c o v e r y $78 $0 $132 $495 $2,619 $553 $0 $1,000 $2,000 $3,000 2021 2022 2023 2024 2025 2026 Debt Final Maturity Schedule(1)(2) (in $ millions) Marriott Crystal Gateway Arlington, VA (1) Assumes extension options are exercised (2) As of 6/30/2021, adjusted for the Hilton Back Bay refinancing AHT | Page 27


 
Attractive Portfolio Well Positioned for the Recovery Best-in-class Asset Management Growth & Acquisition Strategy Balance Sheet & Capital Structure Leverage Strategy Reasons to Own AHT Appendix AHT | Page 28 Investor Day Agenda


 
Leverage Strategy O n g o i n g I n i t i a t i v e t o D e l e v e r $3,730 $3,295 $565 $189 $3,000 $3,200 $3,400 $3,600 $3,800 $4,000 $4,200 $4,400 3/31/2020 6/30/2021 Net Debt + Preferred Equity (in $ Millions) Net Debt Perpetual Preferred Face Value $4,294  Build up cash  Buy assets without leverage or reduced leverage  Grow EBITDA  Sell opportunistically  Reduction in preferred equity via exchanges  Refinance assets at lower leverage levels $810 $3,484 Steps to Long-Term Deleveraging AHT | Page 29


 
Floating Rate Rationale H e d g i n g O u r C a s h F l o w s 5.75% 5.08% 3.47% 4.13% 2.00% 2.50% 3.00% 3.50% 4.00% 4.50% 5.00% 5.50% 6.00% 2018 2019 2020 2021 Q2 Weighted Avg. Interest Rate  Floating rate debt provides a natural hedge  160 bps drop provides $55M of interest expense savings Highlights AHT | Page 30


 
Attractive Portfolio Well Positioned for the Recovery Best-in-class Asset Management Growth & Acquisition Strategy Balance Sheet & Capital Structure Leverage Strategy Reasons to Own AHT Appendix AHT | Page 31 Investor Day Agenda


 
Reasons to Own AHT K e y T a k e a w a y s  Industry positioned for strong recovery  High quality  Geographically diverse  High exposure to transient leisure  Excellent physical shape  Net Working Capital Per Share is 109% of stock price  Much improved balance sheet  Well-laddered debt maturities  Proven operating outperformance  Track record of property level value creation  Improved strategic focus Attractive Portfolio Cash Position & Capital Structure Best-in-Class Asset Management AHT | Page 32


 
Appendix


 
Appendix D e b t Y i e l d a n d C a s h T r a p S u m m a r y Hotel / Pool Principal Amount Interest Rate Final Maturity Date Debt Yield Tests & Extension Options Cash Trap Tests Highland Portfolio $914,280,958 L + 3.20% 9-Apr-25 Five 1-year extension options DY Cash Trap Trigger 7.5% 9.54% DY for 4th & 5th extension Cash trapped released after 2 consecutive quarters MS - 17 $419,000,000 L + 3.00% 9-Nov-24 Five 1-year renewal options DY Cash Trap Trigger 7.75% 8.00% DY for 5th extension Cash trapped released after 2 consecutive quarters 0.125% spread increase at 4th and 5th extensions. JPM - 8 $395,000,000 L + 3.07% 9-Feb-25 Five 1-year extension options DY Cash Trap Trigger 8.0% 0.15% spread increase at 2nd extension Cash trapped released after 2 consecutive quarters 0.10% spread increase at 4th extension 8.00% DY for 4th extension 9.25% DY for 5th extension Keys D $262,640,000 L + 4.02% 9-Jun-25 Five 1-year extension options DY Cash Trap Trigger 7.75% 9.5% DY + 25 BPS for the 4th and 5th extension Cash trapped released after 2 consecutive quarters Renaissance Nashville $240,000,000 L + 2.75% 9-Mar-26 Five 1-year extension options DY Cash Trap Trigger 7.75% Westin Princeton 0.25% margin increase at 4th extension Cash trapped released after 2 consecutive quarters DY test for 4th & 5th extension: 8.5% & 9.5% respectively Keys C $221,040,000 L + 3.73% 9-Jun-25 Five 1-year extension options DY Cash Trap Trigger 7.75% 10.15% DY + 25 BPS for the 4th and 5th extension Cash trapped released after 2 consecutive quarters Keys E $160,000,000 L + 2.73% 9-Jun-25 Five 1-year extension options DY Cash Trap Trigger 7.75% 9.56% DY + 25 BPS for the 4th and 5th extension Cash trapped released after 2 consecutive quarters Keys F $215,120,000 L + 3.68% 9-Jun-25 Five 1-year extension options DY Cash Trap Trigger 7.75% 9.95% DY + 25 BPS for the 4th and 5th extension Cash trapped released after 2 consecutive quarters Keys A $180,720,000 L + 3.65% 9-Jun-25 Five 1-year extension options DY Cash Trap Trigger 7.75% 10.53% DY + 25 BPS for the 4th and 5th extension Cash trapped released after 2 consecutive quarters Keys B $174,400,000 L + 3.39% 9-Jun-25 Five 1-year extension options DY Cash Trap Trigger 7.75% 10.89% DY + 25 BPS for the 4th and 5th extension Cash trapped released after 2 consecutive quarters Hilton Boston Back Bay $98,000,000 L + 3.80% 25-Aug-26 1-year extension DSCR Cash Trap Trigger 1.15x until 2024, 1.25x thereafter 55% LTV Cash trapped released after 2 consecutive quarters AHT | Page 34Note: as of 6/30/ 2021 with the exception of Hilton Back Bay which was refinanced August 2021


 
Appendix D e b t Y i e l d a n d C a s h T r a p S u m m a r y Hotel / Pool Principal Amount Interest Rate Final Maturity Date Debt Yield Tests & Extension Options Cash Trap Tests Marriott Crystal Gateway $81,261,564 6.26% fixed 1-Nov-21 None DSCR Cash Trap Trigger 1.20x Cash trapped released after 2 consecutive quarters Hilton Alexandria $73,450,000 L + 2.45% 29-Jun-23 None DSCR Cash Trap Trigger 1.30x Cash trapped released after 2 consecutive quarters BAML Pool 3 $50,098,083 4.45% fixed 1-Feb-25 None DSCR Cash Trap Trigger 1.10x Cash trapped released after 2 consecutive quarters Le Pavillon $37,000,000 L + 3.40% 9-Jan-25 Two 1-year options DSCR Cash Trap Trigger 1.20x 60% LTV – 1st ext Cash trapped released after 2 consecutive quarters PIP completed – 1st ext 11.50% DY – 2nd ext MS Pools C2 & C3 $35,370,361 4.89% fixed 1-Aug-24 None DY Cash Trap Trigger 8.0% Cash trapped released after 2 consecutive quarters Sheraton Ann Arbor $33,200,000 L + 3.95% 9-Jul-23 One extension option with 7.9% DY test DY Cash Trap Trigger 7.25% Spread increase to 4.4% Cash trapped released after 2 consecutive quarters La Posada $25,000,000 L + 2.55% 9-Nov-23 Three 1-year options DY Cash Trap Trigger 8.0% 10.5% DY for 2nd extension Cash trapped released after 2 consecutive quarters 15 bps increase 2nd extension 10 bps increase 3rd extension Hilton Scotts Valley $24,150,657 4.66% Fixed 6-Mar-25 None DSCR Cash Trap Trigger 1.15x Cash trapped released after 2 consecutive quarters Indigo Atlanta $16,100,000 L + 2.25% 27-Dec-24 Two 1-year extension options DSCR Cash Trap Trigger 1.20x DSCR of 1.55x Cash trapped released after 2 consecutive quarters 60% LTV @ first extension RI Jacksonville $9,614,701 5.49% fixed 6-Jan-24 None DSCR Cash Trap Trigger 1.15x Cash trapped released after 2 consecutive quarters Ashton Ft Worth $8,881,338 L + 2.00% 7-Jun-24 None DSCR Cash Trap Trigger 1.25x Cash trapped released after 2 consecutive quarters RI Manchester $6,587,483 5.49% fixed 6-Jan-24 None DSCR Cash Trap Trigger 1.15x Cash trapped released after 2 consecutive quarters Courtyard Manchester $6,259,924 4.99% Fixed 1-May-24 None DSCR Cash Trap Trigger 1.15x Cash trapped released after 2 consecutive quarters AHT | Page 35Note: as of 6/30/ 2021 with the exception of Hilton Back Bay which was refinanced August 2021


 
Reconciliation of Net Income to Hotel EBITDA AHT | Page 36 December 31, 2019 TTM Net income (loss) 168,758$ Non-property adjustments 7,341 Interest income (306) Interest expense 19,208 Amortization of loan costs 1,763 Depreciation and amortization 268,896 Income tax expense (benefit) 324 Non-hotel EBITDA ownership expense 10,394H tel EBITDA including amounts attributable to noncontrolling interest 476,378 Non-comparable adjustments (38,900) Comparable hotel EBITDA 437,478$ (unaudited) ASHFORD HOSPITALITY TRUST, INC. AND SUBSIDIARIES RECONCILIATION OF NET INCOME TO HOTEL EBITDA (in thousands)