Ashford Hospitality Trust Inc

Greetings and welcome to the Ashford Hospitality Trust first quarter 2020 results conference call. At this time, all participants are in a listen-only mode. A question and answer session will follow the formal presentation. If anyone should require operator assistance during the conference, please press star zero on your telephone keypad. Please note that this conference is being recorded. I will now turn the conference over to our host, Jordan Jennings, Manager of Investor Relations. Thank you. You may begin.

Good day, everyone, and welcome to today's conference call to review the results for Ashford Hospitality Trust for the first quarter 2020 and to update you on recent development. On the call today will be Rob Hayes, President and Chief Executive Officer, Derek Eubanks, Chief Financial Officer, and Jeremy Welter, Chief Operating Officer. The results as well as notice of the accessibility of this conference call on a listen-only basis over the internet were distributed yesterday afternoon and a press release that has been covered by the financial media. At this time, let me remind you that certain statements and assumptions in this conference call contain or are based upon forward-looking information and are being made pursuant to the safe harbor provisions of the federal securities regulations. Such forward-looking statements are subject to numerous assumptions, uncertainties, and known or unknown risks, which could cause actual results to differ materially from those anticipated. These factors are more fully discussed in the company's filings with the Securities and Exchange Commission. The forward-looking statements included in this conference call are only made as of the date of the call, and the company is not obligated to publicly update or revise them. In addition, certain terms used in this call are non-GAAP financial measures, reconciliations of which are provided in the company's earnings release and accompanying tables or schedules, which have been filed on Form 8K with the SEC on May 20, 2020, and may also be accessed through the company's website at www.htreat.com. Each listener is encouraged to review those reconciliations provided in the earnings release together with all information provided in the release. Also, unless otherwise stated, all reports or results discussed in this call compare the first quarter of 2020 with the first quarter of 2019. I will now turn the call over to Rob Hayes. Please go ahead, sir.

Good morning and welcome to our call. First, I'd like to begin by expressing our sincere hope that you and your families are safe and doing well. Our thoughts are with everyone who has been affected by this health crisis. These are challenging times for our country, the economy, and of course, the hospitality industry. Given these trying times, I believe the appropriate starting point for today's call will be to update you on how Ashford Trust has navigated the COVID-19 pandemic. After that, Derek will review our financial results. And Jeremy will provide an operational update on the portfolio. We are in unprecedented times, and while our results in January and February continued the overall solid trends we had seen over prior quarters, we are now operating in a very different environment. The impact of COVID-19 on the U.S. hospitality industry and our day-to-day operations have been profound. Our response to this crisis has been swift and comprehensive as we have focused our efforts on providing a safe environment for our guests and the staff of our properties. while at the same time taking aggressive measures to protect our properties and maintain our financial flexibility so we can be in a position to return profitability as travel resumes. Given the economic impact of this pandemic, we were required to make some difficult and painful decisions. As a precautionary measure, and in conjunction with local, state, and federal guidelines, we have temporarily suspended operations at 23 properties, and our remaining 93 properties have been operating at greatly reduced levels. However, Several of our assets are being used by local government agencies, medical staffing organizations, as well as hotel brands to support COVID-19 response efforts. We are pleased to assist in these efforts through various initiatives. More than 48 Ashford Trust hotels have provided temporary lodging for first responders, healthcare professionals, and other community residents impacted by the crisis. When we first became aware of this virus in China in late January, we worked quickly to develop a comprehensive plan in case the virus came to the US. That plan was quickly put into place when in late February, early March, it became clear that our business would be significantly impacted by the pandemic. We worked closely with our property managers to cut costs and to maximize liquidity. This is where our relationship with our affiliated property manager, Remington, really does set us apart. Remington has been able to quickly cut costs and rapidly adjust to this new operating environment. And we're proud of their efforts and believe it sets us up well to outperform as the industry recovers. And Jeremy will discuss this more in detail in his section. We've also significantly reduced our planned spend for capital expenditures for the year, suspended our common dividend, and reduced our corporate G&A by approximately 25%. Derek will discuss this in more detail around our liquidity shortly. Beginning on April 1st, we did not make principal or interest payments on nearly all of our loans, which constituted an event of default as such terms defined in our loan documents. We have been actively working with our lenders on our property-level debt to arrange mutually agreeable forbearance agreements to reduce our near-term cash utilization and improve our liquidity. We have had some success around those discussions, but the vast majority continue to be ongoing, and we look forward to providing additional information as we continue to work through that process. Speaking to you for the first time as the president and CEO of Ashford Trust, I cannot be prouder with the effort and the performance of our team during this time. While we are closely monitoring this fluid situation and have plans in place to reopen closed properties as government edicts allow and business demand conditions improve, our management team has had extensive experience in effectively navigating tough market environments and extended downturns. Now, each crisis is invariably different, but we believe we have the right management team in place to protect long-term values of our assets and the companies. I'll now turn the call over to Derek to review first quarter financial performance.

Thanks, Rob. For the first quarter of 2020, we reported a net loss attributable to common stockholders of $94.8 million, or 94 cents per diluted share. For the quarter, we reported AFFO per diluted share of negative 12 cents. Adjusted EBITDA RE totaled $47.4 million for the quarter. At the end of the first quarter, we had $4.1 billion of mortgage loans with a blended average interest rate of 4.4%. Our loans were 9% fixed rate and 91% floating rate. Our loans are all non-recourse and we have no corporate loans. We are in the process of discussing forbearance agreements with our property level lenders. We have signed a few agreements and several more are in process. As we disclosed earlier this week in an 8K filing, we did have one lender accelerate the loan on our Embassy Suites New York Manhattan Times Square, and use excess cash held by the lender to pay down their loan. New York City is obviously subject to a government-mandated stay-at-home order, but this hotel has remained open and is currently housing first responders in New York City, the center of the COVID-19 outbreak in the US. While the hotel is not profitable currently, we believe staying open and providing a place of refuge for these workers is the right thing to do We continue to call on Congress, the Treasury Department, and the Federal Reserve to assist the hotel industry during this crisis. We ended the quarter with $386 million of liquidity, including cash and cash equivalents of $240 million and restricted cash of $127 million. The vast majority of that restricted cash is comprised of lender and manager-held reserve accounts. We have been and continue to work with our property managers and lenders in order to utilize these lender and manager-held reserves to fund operating shortfalls at our hotels. At the end of the quarter, we also had $19 million in due from third-party hotel managers. This represents cash held by one of our property managers, which is also available to fund operating costs. As Rob mentioned, in response to this pandemic, we have taken decisive measures to reduce our cash utilizations. We have reduced corporate G&A and reimbursable expenses under our advisory agreement by approximately 25% on an annual basis. To further preserve our liquidity, our Board of Directors suspended our common stock dividend, which will save approximately $7 million on a quarterly basis. We estimate that our current monthly cash utilization of our hotels, given their current state of either having suspended operations or operating in a limited capacity, is approximately $20 million per month. As I mentioned, all of our debt is property level non-recourse debt, and the interest is currently approximately $13 million per month. Our run rate for corporate GNA and advisory fees is approximately $4 million per month. We believe that hotel occupancy bottomed in the middle of April. Since then, occupancy continues to increase on a weekly basis. Net new bookings are positive. we are seeing pickup of room nights on a short-term basis, and the pace of that pickup is increasing almost daily. We expect drive-to leisure hotels to be among the first to bounce back, and we are already seeing this at our One Ocean Resort in Jacksonville, Florida, and our Lakeway Resort in Austin, Texas, which both sold out last weekend. We also expect those two hotels to be sold out Memorial Day weekend as well. As of March 31, 2020, Our portfolio consisted of 116 hotels with 24,719 net rooms. Our share count at quarter end stood at 124.8 million fully diluted shares outstanding, which is comprised of 105.1 million shares of common stock and 19.7 million OP units. During the first quarter, we refinanced the mortgage loan for the 226-room Le Pavillon Hotel in New Orleans, Louisiana, which had an existing outstanding balance of approximately $43.8 million, floating interest rate of LIBOR plus 5.1%, and a final maturity date in June 2020. The new non-recourse loan totals $37 million and has a three-year initial term with two one-year extension options, subject to the satisfaction of certain conditions. The loan is interest-only for the first four years, with $200,000 quarterly amortization payments in the fifth year. The loan provides for a floating interest rate of LIBOR plus 3.4%. During the quarter, we also sold the Crowne Plaza Annapolis, generating approximately $5.1 million in cash proceeds. This concludes our financial review, and I would now like to turn it over to Jeremy to discuss our asset management activities for the quarter.

Thank you, Derek. Comparable red par for our portfolio decreased 22.9% during the first quarter of 2020. This decrease actually represents 1.7 percentage point and 0.6 percentage point outperformances relative to our hotel's competitive sets and sub-market change scales, respectively. During the first quarter, hotel EBITDA flow-through was 38%. The ongoing COVID-19 pandemic has disproportionately impacted the travel and tourism industry. Prior to the COVID-19 pandemic, many of our hotels were performing well to start 2020. Year-to-date February comparable rev par for the Hyatt Regency Coral Gables and Courtyard Fort Lauderdale Westin grew 26.4% and 15.6% respectively, positively impacted by Miami hosting the Super Bowl. On the back of a large Amazon Citywide in January and hosting the NBA All-Star Game in February, comparable rep par for Chicago's The Silversmith grew 12.3%. When it became apparent that the COVID-19 pandemic was going to severely impact our hotel's performance, we took swift action to put ourselves in position for long-term success. In March, we reduced operating expenses significantly by 38.6% or $29.7 million relative to March 2019. These decreases will be even more pronounced in the second quarter numbers. We've also temporarily suspended operations at 23 hotels. These are unprecedented and difficult times Asset management, property management, and the brands are all working together. We want to bring back as many associates as soon as we can when demand justifies bringing them back. Our associates have been pushed hard, working through a challenging situation. Folks have risen to the occasion. It makes us proud to see how everyone has pitched in to help while being asked to do more for less pay. The following are a few of the many steps we have taken at our hotels to reduce expenses and generate revenue. We've reduced staff through furloughs and layoffs to skeleton crews. We've put a freeze on employee hiring and are deferring new hires. We're scheduling partial shifts when full shifts are not necessary. And we have eliminated housekeeping service for stayovers. We've eliminated van transportation, airport shuttle service, valet parking services, turndown service, and all amenities that exceed brand standards. We have suspended services at concierge lounges and clubs and all spas and kids clubs. We have blocked off and shut down floors and wings of hotels. We have set all thermostats in rooms and public spaces to temperatures that conserve the most power. We have turned off in-room refrigerators and unplugged kitchen, back of house, and office equipment. We have suspended services at many food and beverage outlets. We've canceled advertising. We have renegotiated pricing on or are canceling service contracts. We're deferring numerous maintenance items. We're working diligently to collect cancellation fees or partner with group customers to rebook their programs for a later date. We're participating in Hilton's 1 million thank yous, and we have registered hotels with FEMA, CLC, Hotels for Hope, state lodging associations, and California's Hotels for Healthcare Workers. We're actively seeking how we can best partner with local and city groups to help in our communities and provide shelter for first responders and vulnerable populations. I also want to highlight the extraordinary job Remington has done in responding to the pandemic and minimizing the financial impact to owners while keeping associates and guests safe. During the first quarter, our Remington managed hotels, both franchised and independent, were able to more nimbly respond to the crisis. Comparable rev par at our 80 Remington managed hotels decreased 22.8%, and hotel EBITDA flow-through was 41%. Both numbers outperforming our portfolio totals. March comparable rev par decreased 58.4%, 4.2 percentage points less than the upper upscale chain scale nationally. Operating expenses at our Remington managed hotels decreased 41.8%, again outpacing our portfolio totals. Remington was also aggressive in cutting the cost of shared services. Remington also implemented a lean staffing model, which we refer to as a 2-2-1 model, which consists of two associates in the morning, two in the evening, and one overnight with general managers and other executive staff covering front desk and overnight shifts. While it is unknown how fast the recovery will be, we believe the worst is behind us. The Pierce to Trough occurred in the middle of April, Incredibly, we have hotels open and operating with 8 to 10 FTEs, and in some cases, even less than that. As we look at our portfolio, we believe the fastest segments to rebound will be leisure and other transient business with group segment lagging and recovery. It seems that larger box hotels will struggle more than smaller hotels because it will be difficult for them to drive occupancy via large blocks of rooms. In addition to smaller hotels having an advantage, we believe hotels to drive to markets will experience a quicker recovery as well. In 2019, our portfolios group occupancy as a percentage of total occupancy was 19%, while the transient segment accounted for nearly four times as many room nights. We're not relying on the group segment. Our average hotel size is 213 rooms, and many of our hotels are smaller. More than half the hotels in our portfolio have fewer than 200 rooms, and many of them are in drive-to markets. Our portfolio will benefit from being well diversified and having a mix of select service and full service hotels. Our extended stay hotels, for instance, our residence in, are positioned to perform well during the recovery. The Washington, D.C. market, where we have our highest concentration of keys, will also benefit from the inauguration next year. Prior to the pandemic, supply growth in our domestic markets was slow, and we expect that tailwind to continue. In addition to position ourselves for long-term success, we have continued to prioritize doing the right thing, including being community partners and leasing space to the homeless. As examples in Austin, Texas, we stand ready to aid in local city contingency plans while at Marriott Research Triangle Park, we have been leasing space to shelter the homeless for over a month. During the last few years, we invested significant capital in renovating our portfolio to maintain competitiveness. Looking ahead to 2020, these investments will pay off and provide us with a competitive advantage while our industry weathers a storm brought on by the COVID-19 pandemic. Additionally, our capital investment strategies will allow us to allocate capital more surely for the remainder of the year. These expenditures will primarily consist of completing the guest rooms renovation at Hilton Fort Worth, the guest rooms and public space renovation at Sheridan Ann Arbor, and the guest rooms renovation at W Minneapolis. I will now hand it back to Rob for some final comments before Q&A. Thank you, Jeremy. I wanted to make a few final comments before starting the Q&A portion of this call. And while I've only been the president and CEO of Asheville Trust for a handful of days, has been here at Ashford for 15 years. And as a team, we have had many successes in those years, as well as our share of failures and hard lessons learned. But nothing compares to the devastation we are experiencing today. This pandemic is impacting our shareholders, our associates, our guests, our management team, our brand partners, our lenders, and all of the other stakeholders of the company in ways we couldn't have imagined just a few weeks ago. But There are silver linings in every crisis and blessings that can come out of suffering. And leaders in our organization are rising to respond to the chaos with long hours, serious determination, and a real hope for the future. Our associates at the hotels across the portfolio are working hard to welcome back guests safely with genuine hospitality and gratitude. All of us have a better grasp today on what is truly important in life and have benefited from the reminder of how quickly tragedy can strike. So hear me clearly on this. We will get through this, and I promise you it will make us a better company, one that does give us a deeper respect and thankfulness for all of our stakeholders. In that light, I want to mention that once we make our way through COVID-19, I anticipate that we will spend some time analyzing lessons learned from this crisis and over the past decade, and we'll likely update the strategy of Ashford Trust going forward. This could include changes to our leverage profile, capital stack, our liquidity profile, and our investment strategy. I would not be doing my job as the new CEO if I didn't take a hard look at our performance the last few years and take some steps to adjust the strategy, particularly in light of new strategies. That concludes our prepared remarks, and we'll now open up the call for Q&A.

Thank you. At this time, we'll be conducting a question and answer session. If you would like to ask a question, please press star 1 on your telephone keypad. A confirmation tone will indicate that your line is in the question queue. You may press star followed by the number two if you would like to remove your question from the queue. For participants using speaker equipment, it may be necessary to pick up your handset before pressing the star keys. Once again, to ask a question, press star one on your telephone keypad. Our first question comes from Tyler Batory with Janney Capital Markets. Please state your question.

Hey, good morning. Thanks for taking my question. There's a couple for me. And first, Rob, I wanted to follow up on some of the comments that you just made there. And I appreciate it's early. Maybe not a whole lot that you can say, but you've been with this company for a number of years. And just in terms of reviewing the strategy, I mean, is anything and everything on the table here? Are there a few items maybe you're focused on in terms of strategy, company structure, et cetera, just any high-level thoughts or anything you can tease out in terms of potential changes that we might expect going forward?

Yeah, I don't know if there's anything in terms of pure expectations, but I can say that from my perspective, anything and everything is on the table, and that's the sort of situation that we're in. You know, I do think that, you know, we've gone into this you know, crisis with too much leverage. You know, it's something that, you know, I think, you know, Douglas looked for opportunities and we, as a company, had looked for opportunities to de-leverage somewhat, you know, going, you know, prior to this and had, you know, in many ways been unsuccessful, you know, due to just the environment that we were in. But, you know, in this, you know, crisis, that's something that we've got to take, you know, a real look at, at, you know, what I'm not going to be content with is, you know, quote, just survival, you know, that we set up this company with all non-recourse debt for a reason. We set up this company and building our cash balances, um, for a reason, you know, and we obviously didn't imagine it'd be this sort of situation, but here we are. Um, and so it does allow us a certain amount of, of flexibility, um, in, in doing that. I'm sure glad as I sit here today that I don't have bondholders, uh, for example. Um, we've got to take an honest you know an honest look at that and what i like said i'm not going to be content with is just making it through this crisis you know surviving and having a company that um you know some investors may not think is investable and some and many think will have too much leverage i'm not okay with that i want to set up this company on the back side of all this to be able to grow and to be able to raise capital and to be able to flourish and i'm not okay continuing to be quote-unquote in a box. We're not going to do that anymore. By definition, that means everything needs to be on the table. That's something that we've had discussions with the board, discussions with Monty very generally, and I think everyone was on board with that. It's going to take time to figure out what that strategy looks like once we make it through all this. We have a lot of things in front of us right now we've got to deal with, but You know, that's the situation we are today.

Okay, perfect. I appreciate that caller. And then just in terms of some of the conversations you're having with your lenders, you know, can you talk a little bit more general about how some of those are progressing and, you know, any commentary in terms of helping us thinking about how we should handicap the range of outcomes here? Sure.

You know, those, you know, there's, I'd say I kind of put it into stages. You know, right now, You know, lenders are obviously overwhelmed. They've got a lot of loans coming back their way. And this is obviously true for both balance sheet lenders and for, you know, CMBS lenders. You know, they're a little overwhelmed, and no one, I think, is really willing to engage on any serious discussions that, you know, quote, unquote, solve the problem. You know, right now, everyone is just trying to postpone the problem. And frankly, you know, you know, kind of hold out hope that things will just get better. And so as a result, most of the discussions that we're having are just on temporary forbearances. And these are looking at things like, you know, three to six month forbearances, you know, deferring interest to a later date. Sometimes it's spread out over time. Sometimes it's paid back at maturity. Sometimes it's paid back earlier than that. You know, getting access to FF&E and other reserves to pay operating expenses. you know, those are kind of the main terms. And frankly, we've had a wide variety of, you know, success with that. We have signed up some and have made good progress with others. And there's other, you know, lenders or servicers out there that have, you know, frankly been fairly difficult to deal with and, you know, and may even in some sense be seen as an opportunity to get restructuring fees or other things. And so, you know, and I kind of put it in light of we've had great working relationships with our brands for example um the brands have bent over backwards i think in terms of you know particularly you know our friends at hilton and marriott and hyatt you know where they're giving us access to reserves they're you know suspending brand standards they're allowing us to operate in ways that were completely unimaginable uh just a few months ago and so you know kudos and credit to them because they've been a tremendous help during this time um And the lenders have by and large not taken that approach. And it's been very frustrating. But, you know, it's what we have to deal with. And so we're going to keep kind of chopping wood on those. But at the end of the day, you know, if a lender wants to, you know, dig in and, you know, offer terms that just aren't acceptable, then that's why we have, you know, non-recourse debt. And, you know, our goal is to keep as many of these properties as we can and to, you know, keep the portfolio as it is. But there's obviously the outside opportunity that some of that will not happen. And so we've got to, you know, here internally we've been working on, you know, prioritizing our assets. Which ones do we see that we have a lot of equity value in, as we sit here today? Which ones do we think are going to recover in certain trajectories? Which ones have, you know, reserves that we need, you know, that more cash to the properties? All these sorts of things, all these factors that we're going into. And that will kind of lead into, I think, a longer-term, you know, strategy of, of dealing with these assets and the debt in terms of what needs to be restructured, what needs to be recut, what needs to be extended. And so there's, you know, there's a lot of moving pieces, but as we sit here today, we're mostly focused on creating space to do that work. And so that means, you know, working with our lenders to, you know, come up with kind of three to six month forbearances.

Okay, great. I appreciate all that. Thank you. That's all for me. Yeah.

Our next question comes from Chris Woronka with Deutsche Bank. Please state your question.

Hey, good morning, guys. Rob, welcome into the new seat. Thanks, Chris. Yeah, no, great. Thanks, Rob. Just a quick question, a follow-up on that, on Tyler's question. I guess as you think about the New York City Embassy Suites, and I think there was another one, right, Santa Cruz, Hilton. What are kind of the next steps there, and how does that process kind of play out? It seems like it's been a little bit more formalized now, so can you just walk us through what happens?

Yeah, no, it's a good question. I mean, in some ways, you know, in one sense, nothing happens. It's just terminology that's used and in many cases it can be unwound. But there was an acceleration and it just means that we need to spend some time focusing on that and working with the various people that are in that capital stack. As you know, there is the realities of it being in New York City. There's the reality that you had Governor Cuomo put out his kind of moratorium on foreclosures. No one really even knows what that means, frankly. There's different cases that are going on, you know, in the state. But regardless is that, you know, foreclosures and that sort of process in New York takes time. You know, we know that, the lenders know that, the servicers know that. And so it's something that we are, it just means that we are actively working, you know, with them to, you know, come to a mutual solution. And New York's in a pretty rough place right now. And it's not exactly clear what the trajectory of recovery is going to be. When will it cease to be a hotspot? As Jeremy mentioned in his comments, this asset specifically has been housing a lot of first responders and workers in regards to this pandemic. It's not profitable. It is losing money, but it is at least kind of covering the incremental costs fixed expenses that operate the incremental variable expenses as part of it. But it's something that I'm hopeful that we, you know, we'll, you know, we'd like to work something out. It's an asset that we recently purchased. You know, it's our only asset in Manhattan proper. So it's just going to be a process of working with the various members of the capital stack.

And Chris, this is Derek. I would just add that, you know, really the acceleration is just sort of the next step in the process after there's an event of default. And, you know, what really needed to happen here was just kind of everybody hit the pause button because, you know, we were forced to close, obviously, several of our properties given government mandates and government orders. And the, you know, the Federal Reserve gave guidance to banks, which obviously as a borrower, very appreciative of where they encouraged banks to work with borrowers that have been impacted by the COVID-19 pandemic. And basically said, like, look, give your borrowers some breathing room. Like Rob said, we just need some time to kind of work this out. unfortunately, in terms of hotel lending world and hotel financing, banks only make up about 50% of the outstanding hotel debt. So there's another half the financing world out there that are not commercial banks that are governed and regulated by the Federal Reserve. And unfortunately, there's no single voice yet that has given those lenders guidance in terms of what to do. And so, as Rob said, it's been a little frustrating because different lenders are doing different things. To us, to have a loan be accelerated and take our reserve accounts and used to pay down a loan for a hotel in New York City that is housing first responders just doesn't feel right. And so we've called on Congress, we've called on the Treasury Department, we've called on the Federal Reserve, someone to give some guidance to these other lenders that are not regulated by the Federal Reserve to assist hotel borrowers. There are a lot of borrowers that are just like us. Most hotel owners are individuals that own a small portfolio, maybe one asset, maybe a handful of assets, and they finance their assets through property-level mortgages. And so our industry has just been crushed and really needs some guidance from our government officials in terms of how lenders should be working with borrowers right now to make it through this crisis.

Okay, great. I appreciate all that, Culler. Rob, I think you mentioned their prepared comments, a reduction in the advisory fee, I guess, with Ashford Inc. Can you give us maybe a little bit more color on that? And is that something as, you know, in your new role, does this situation kind of put that back on the table in terms of maybe doing another amendment to the master agreements?

Well, I mean, I think at some point in time, you know, we'll, you know, there's going to, you know, we'll, I mean, like I said, we're going to have to, you know, review everything to figure out, you know, what is the best, you know, the best way to set up Ashford Trust for success on the backside of all this. You know, that mechanism, there is a mechanism within the existing advisory agreement where, you know, the fees can be reduced, you know, by 10% year over year. um you know as stock prices and whatnot drop and so you you will see and i've seen the the fees to uh ashford inc uh drop uh as part of all this um and you know to the extent of this process that this uh crisis continues you know you you continue to see probably year-over-year drops potentially um but no we just got to think through uh you know think through all of it i mean there's obviously great benefits that come from that relationship. I mean, the ability to have the team that, for example, Jeremy has in asset management is definitely a massive benefit, and we can do that because we also have $2 billion of assets over at Braemar, and with the goal of continuing to hopefully grow over time. There's also, Asher Inc. has services like Pure, which here in this environment, There are quite a few assets that we have in trust that have pure rooms, hyperallergenic, deep, clean rooms. That may be an offering that is a real strategic advantage for our hotels going forward, and we're looking at ways to potentially roll that out in a bigger scale. We have OpenKey. For example, this was something at Asheville Trust that we've been focused on the last six months prior to all this. which is working on a true skip-the-desk process that, frankly, other than Hilton, which really only does that for certain elite members, that hasn't really existed in a polished form in our industry. And so that's something that we had already been rolling out at Ashford Trust Independent Hotels over the past several months. That's, I think, a key advantage into what may be a contactless process environment for our hotels and operating environment going forward. So that's a big strategic advantage. I guess I did see that some of our other peers on other calls were mentioning that. Well, that's something we've been doing and something that we've been already rolling out prior to all this. And so there's some great key advantages and obviously the relationship with Remington and Premier where we just frankly can control those costs you know, better and manage it better. And, you know, if you saw the speed, and it was brutal. It was brutal to experience, you know, going from, you know, in one, literally in a period of a few days, going from operating full board to, you know, furloughing or laying off, you know, at that end it was kind of 80% and then 90% and then 90% plus of associates across the portfolio. I mean, that was heart-wrenching. But we did it several weeks ahead of most other people and most other groups. And it's because we saw the devastation coming and had no choice. And so there's just great advantages. So those are all the different aspects that we're going to have to consider as we figure out what's the best structure and the best opportunity for trust over the long run.

Okay, very good. Appreciate all that color. Thanks, guys.

Our next question comes from Brian Maher with B Riley FBR. Please do your question. Good morning.

Robert or Derek, can you talk about the potential to have the government come in and do some kind of backstop on the CMBS and foreclosures and what type of

know timing is involved in that what's the status of that and who specifically is lobbying for that yeah hey brian uh this is derek uh i'll address that um you know the the age in la american hotel lodging association's really done a great job uh spearheading a lot of advocacy for our industry um you know something that uh that i've had personal conversations with several federal reserve folks about uh that i think would would be great is if the federal government could just backstop a refinancing program for any hotel loan that was performing in current prior to the declaration of a national emergency. Because the reality is if you've got a hotel mortgage today, pretty much every hotel in the country would be in default, every hotel loan in the country. And that's a way that lenders could get made whole. They, through commercial banks, could basically sponsor a refinancing effort where banks would refinance existing loans that were current prior to the national emergency. Previous lenders get paid off. That capital can get recycled back into the economy. And borrowers are able to hold on to their assets and give them some breathing room to make through this crisis. So, you know, that's a proposal that's out there. You know, the likelihood of that, I don't know. I know there's some bills that have been proposed in Congress recently that regarding declaring the pandemic available for business interruption insurance. And that's something that's been kicked around on a retroactive basis that companies could go back and get coverage through the federal government for any business interruption that can be claimed as a result of the pandemic because most business interruption policies have specific exclusions for pandemics. I know there's some things working. The likelihood of that, I don't know. But clearly, there is a need for it. And our industry has just been crushed. I know hotel industry leaders met with President Trump and Vice President Pence, I think, the second week of March. And we were hopeful that the PPP SBA program would be able to assist hotel owners like us And unfortunately, with the changing of the guidance of that program, we were unable to keep those funds and access those funds. The Main Street facility that's been announced will not work for the REITs, given the requirement to not use that money to refinance any existing loans. So there's still a need, and we're optimistic and hopeful that our elected officials will come up with something.

Yeah. I'll add a couple other points on that, Brian. One, we have to operate as if we assume nothing's coming. So it's not like we're just kind of sitting here twiddling our thumbs hoping that help comes. So we have to move forward as if we don't. There are, I guess, a couple of things that I'll mention that Derek kind of touched on. There is kind of a little bit of a groundswell movement that we've come in contact with with a bunch of small CMBS borrowers. I think they started a group called HotelsTogether.org, which, you know, is trying to, you know, have these, you know, certain standards and guidelines, particularly for CMBS, but other lenders, I think they're calling it, you know, kind of their fairness and lending standards, you know, because it is kind of seen that in our experience, at least my experience has been in the last few weeks, is that you get the sense that the CMBS guys in particular would actually welcome some sort of guidance from the federal government or the Treasury, the Federal Reserve, the FDIC, whomever, in order to kind of give them cover because these guys are very nervous about taking steps. And then in the low likelihood situation that things come ramping back quicker, they look silly and made a bad decision. So I think they would welcome that. And then there's also, as Derek mentioned, this thing called the Workplace Recovery Act, which is getting some traction that we've heard through certain members of Congress that is more or less a business interruption insurance type structure. So again, I think both of those would be very, very helpful for us in our industry, but likelihood is, I would imagine likelihood is low given just the realities that we're dealing with, but maybe one of them gets some traction.

Yeah, just two quick ones for me. The 23 hotels that are still closed, how soon do you think that those reopen? And is it more of a government mandate thing, or is it a lack of demand versus the cost associated with reopening?

Yeah, there are a couple of them that were still kind of, you know, that were government mandated. For example, in Monroe County down in Key West, they're going to be opening up on June 1st. So that was one that was closed down due to the government. Most of the others are more demand driven. And so you're going to see a wave of them. A good amount of them will be coming back on June 1st. And then you do have a few kind of laggards that just based on typically maybe they're bigger assets or have demand generators that are urban that may not be coming back. That could be a little bit later, maybe everywhere from mid-June to sometime in July. So there are a few laggers into July, but most of them will be open in the next 30 days.

And, Rob, when you sit here today, you know, being the new CEO and with the challenges that you face, you know, here with everything that's going on with the lenders and CMBS and what have you, how do you envision this portfolio looking in size a year from now? Is it 50 hotels? Is it 70 hotels? Is it 90 hotels? You know, just a best guess. I mean, I know it's hugely uncertain times. But how are you thinking about this business a year from now?

Well, I mean, I look at – I'd say there's a couple of factors. One is, you know, when we look through what happened in the financial crisis, I think we ended up giving back three hotels, right? It was Hilton and El Conquistador in Tucson, a Chicago hair Westin, and a Hyatt in Michigan in Dearborn. this is materially worse than that situation in what we're seeing and how far underwater certain assets may be. So in one sense, I would say it probably would be more than that. At the same time, what I just don't know is, you know, it's the kind of phrase, right, if I owe you a dollar, it's my problem, and if I owe you a million, it's your problem. There's some of that that may happen with these lenders because they're so underwater and there's so many problems. And so we just don't know how difficult they're going to be and how willing to work with us they are. We also have priorities and keepers and assets that, frankly, if we had to hand back, I would be okay with that. There's all of those. So I just don't know what the lenders are going to do, Brian. I just don't control that. But from a depth of problem situation, it's definitely much more severe than the financial crisis. And so I would anticipate that we're definitely at risk to hand back a few.

Okay, thanks.

That's all for me.

Thanks, Brian.

Thank you. Just a reminder to ask a question, press star 1 on your telephone keypad. To remove your questions from the queue, press star followed by the number two. Once again, to queue up for a question, press star one on your telephone keypad. Our next question comes from Michael Bellisario with Baird. Please state your question.

Good morning, everyone. Good morning, Mike. Just a couple questions for you, more along the same lines of the debt modifications. I think you mentioned you're still making a few principal and interest payments. Can you tell us which loans or which mortgages those are, and then why did you choose those properties?

Yeah, I don't know if I'll go into the detail of which ones, but what I can tell you, there are a handful of ones where either we're in the midst of, say, either a renovation that has certain funds that we want to make sure we'll be able to get access to. you know, or there's just certain, you know, discussions with lenders that, you know, make it, you know, make it more necessary to, you know, to be kind of current in order to deal with them. But it's very limited. I mean, the number of loans that, you know, we're current on as we sit here today is extraordinarily small. So it's mostly just about either the type of relationship or, you know, maintaining access to certain, you know, reserve accounts that, you know, that were important for kind of normal operations or renovations to keep going.

That's helpful. And then maybe a more technical question for Derek, but I guess what can be negotiated or modified with the servicer when you're going through these forbearance agreements? Can you extend the maturity date or is it really all about the smaller items and kind of the current pay items that Rob mentioned earlier?

Well, I can take that, too. I mean, I think, you know, once you're dealing with this special, you know, most things can be changed. I mean, they have their, you know, the rights, the abilities to do quite a few, you know, types of modifications, including extensions, changes in rate, you know, changes in a variety of terms. There are certain things structurally that they may not be able to do. You know, to give you an example, you know, one thing that we had as an early on in some of our forbearance discussions was taking deferred interest and putting it onto the back end as an addition to principal payments at maturity. As we've discovered, that's not something structurally that's very easy to do within the CMBS environment. So there's things like that that are just more difficult. The issue, I think, is less about what they're capable of doing and more about what they're willing to do in this right now. Again, I don't think people have the servicers and lenders have yet come to acknowledge the reality and depth of this crisis and the fact that I don't think there will probably be one forbearance of three to six months that will likely suffice to solve the problem. And I think that's the case almost universally across every hotel loan. No one is ready to solve it. And that may just have to come through, you know, continued pain and, you know, just, you know, watching this slowly, you know, crawl back. And so I just don't know when those legitimate discussions will be ready to have. I don't know if that's after, you know, forbearance 2.0, you know, as people still realize here in a couple of months that, There's still assets that have, you know, still low, you know, double digit, low double digit, you know, 20, 30% occupancy. And they're still, you know, treading water and still, you know, underwater. Is it then, do they kick the can out just another three months or six months and we do this again? You know, but at some point in time, fundamentally every hotel loan in America will likely need to have some sort of, you know, restructuring process. something. And I just don't know, you know, when that will happen. Obviously, we would love for that to happen sooner rather than later. But I think the lenders are, by and large, and the servicers are hesitant to do that because they just, you know, that's a lot of work. That's a lot of, in some sense, risk that they're taking, you know, because they just don't know the trajectory of the recovery. And again, they don't want to look silly as if they, you know, gave the borrower a really friendly deal and then they look back and say, well, that was you know, stupid, we gave them, you know, too much. And they're just not ready to do that yet. So it's not just us. I mean, I think it's the case that every loan, every hotel loan in America is gonna have some sort of need to be extended, you know, and some sort of restructuring, you know, done.

That makes sense. And then just on your $127 million of restricted cash, How much of that is held by lenders? How much is held by your managers? I think that's the Remington portion. And then how would you get access to that money if you're not making your monthly mortgage payments today? Can you just kind of walk us through the mechanics of that and where that money is held specifically?

Yeah. So I'd say the vast majority of that is held by the lenders and lender-held reserves. Marriott does hold some of those FF&E reserves. And that's obviously just part of the negotiation with the forbearance because it is held by the lender. There are specific requirements in the loan docs in terms of getting reimbursed when we spend those CapEx dollars to get reimbursed from those. But obviously now we're trying to get access to those to use those funds for operating shortfalls, which all of the brands have really waived their requirements of of even having FF&E reserves and any cash that's in an existing reserve can be utilized to fund operating shortfalls. So now it's just a question of getting there with the lenders, and that's a discussion that we're kind of having at the moment.

Yeah, and that's kind of probably the key part of all of our forbearance agreements is being able to get access to those FF&E reserves. And I think, I mean, generally speaking, the lenders, I think, are amenable to that. It's just what are the other you know, what are the other kind of requirements or asks or terms around that that make it, you know, more difficult to work on. But we're getting there and communication is, you know, active with the lenders and so we're just kind of chopping away and making some progress on it.

And then just last one for me on your preferred, what's your latest thought on why you might still or maybe not pay this coming quarter's dividend and kind of Where's your hat at in terms of that piece of the capital stack today and that quarterly cash outflow?

Good question. The decision to pay the preferred in the first quarter was made for a pretty specific reason for us. At that time, Ashford Inc. had started the Ashford Securities platform and was setting up, in this case it was Braemar, to do an offering that was out in the public market that Braymar had announced was going to be kind of a non-traded preferred paper. And that was something that at some point in time down the road could be an interesting part of the capital stack or an interesting way to raise capital for Ashford Trust. And so as a result, since at that time we didn't know what the trajectory was here at Ashford Trust, And that was potentially a valuable capital raising option. We didn't want to do anything here in the short term to kill that option down the road. To suspend payment on preferreds obviously would be a detriment to that strategy in the story. Now, as we sit here today, the world has changed. As we sit here today, the board is clearly aware of the cash needs we have of the business. and the environment we're in. They have not declared or not declared, you know, the dividends that will be decisions they may go into as they normally do in the second quarter. But they are clearly aware of, you know, the current environment we're operating in. So I'm sure they will take that into account as considering what to do going forward.

Thanks for that, Collar. Appreciate it.

Thanks. Our next question comes from Robin Farley of UBS. Please state your question.

Great. I know you talked about the expectation that leisure business would come back first. Can you – I don't know if you've quantified kind of what percent of your business is leisure and what percent is also drive-in business versus fly-in. I don't know if you have those percentages. And then just lastly, I guess, is the idea of selling assets – In this environment, would that just, I guess, not address any issues with debt due on those properties given the rates that, like a distress sale? Is that why that's kind of not on the table at this point?

Well, that's a good question. I mean, let me answer the second one first. I mean, as we sit here today, you know, we actually, you know, a couple months ago, you know, did kind of dangle out there a couple of assets to kind of see what was market, you know, pricing out there. And, you know, those assets came in, I think, generally maybe 40% off of what we thought kind of pre, you know, pre COVID-19 values were. And that was, you know, pretty significant. And something where we, you know, didn't think that was a, you know, a reasonable, you know, reasonable number. And so we, you know, kind of moved on from those alternatives. You know, as we sit here today, you know, there may be a time where asset sales do make some sense. There may be times where there, there may be assets, if we do, you know, end up wanting to hand them back, we're working with the lender to team up for sale, or, you know, that may be part of a restructuring of certain loans, we will see. But, you know, and there's always, there's always a price, right? There's always, you know, someone comes in with an offer that's, you know, too good to say no to, that's always possible. The reality is that, you know, with with our loans, by and large, in default across the portfolio, It's unlikely that to the extent that we sold an asset that any of those net proceeds would come to us. They'd likely go to the lender just to pay down debt, which again, may be part of what we have to do in order to get the capital structure in a place over time to where we need it to be. But as we sit here today, our focus is clearly on managing our costs, working with our lenders to come to solutions. And as we make progress on that, if there are some asset sales that can make sense to help that and help position a portfolio, we'll do that. In terms of the first question, I will say I don't know if I've seen data that specifically breaks up drive two versus fly two. I don't think we really track that. Like I said, as we did mention, we are about 80% transient and with a little bit of contract but we are predominantly a transient house. And we do have a pretty wide mix of both limited service and full service assets that are transient houses. So at least as we look through the portfolio, there are, let's call it, if you take most of our limited service products and you add some of the other located full service assets, I'm going to say you probably have I don't know, 50 to 60 assets. It's maybe half the portfolio that have a material amount of drive-to traffic. And so it's substantive. It's definitely, I think, more than the vast majority of our peers in the industry who tend to have more urban, more big box type products. So I think we're pretty well positioned from that perspective.

Great. Thank you.

Thank you. There are no further questions at this time. I'll turn it back to management for closing remarks.

Thank you for joining today's call, and we look forward to speaking with you next quarter.

Thank you. This concludes today's conference. All parties may disconnect. Have a good day.