false000151133700015113372023-11-012023-11-01

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): November 01, 2023
 
RLJ LODGING TRUST
(Exact name of registrant as specified in its charter)
 
Maryland 001-35169 27-4706509
(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification Number)
 
3 Bethesda Metro Center Suite 1000 
Bethesda,Maryland20814
(Address of principal executive offices) (Zip Code)
 
(301) 280-7777
(Registrant’s telephone number, including area code)
 
Not applicable
(Former name or former address, if changed since last report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
☐      Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
☐      Soliciting material pursuant to Rule 14a-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))


Securities registered pursuant to Section 12 (b) of the Exchange Act:
Title of Class Trading Symbol Name of Exchange on Which Registered
Common Shares of beneficial interest, par value $0.01 per share RLJ New York Stock Exchange

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. ☐






Item 2.02.       Results of Operations and Financial Condition.
 
On November 1, 2023, RLJ Lodging Trust (the “Company”) issued a press release announcing its financial results for the quarter ended September 30, 2023.  A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
 
The information included in this Current Report on Form 8-K (including Exhibit 99.1 hereto) shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing made by the Company under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
 
Item 9.01.       Financial Statements and Exhibits.
 
(a)  Not applicable.
 
(b)  Not applicable.
 
(c)  Not applicable.
 
(d)  The following exhibits are filed as part of this report:
 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 RLJ LODGING TRUST
  
Dated: November 1, 2023By:/s/ Leslie D. Hale
  Leslie D. Hale
  President and Chief Executive Officer

EXHIBIT LIST
 


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Press Release                                        


RLJ Lodging Trust Reports Third Quarter 2023 Results

–Q3 RevPAR increased 3.4% over last year
–Increased third quarter dividend by 25%
–Continued share repurchases

Bethesda, MD, November 1, 2023 – RLJ Lodging Trust (the “Company”) (NYSE: RLJ) today reported results for the three and nine months ended September 30, 2023.

Third Quarter Highlights
•Portfolio Comparable RevPAR of $141.81; an increase of 3.4% from last year, led by both Occupancy and ADR growth
•Total revenue of $334.4 million
•Net income per diluted share attributable to common shareholders of $0.06
•Comparable Hotel EBITDA of $98.1 million
•Adjusted EBITDA of $88.8 million
•Adjusted FFO per diluted common share and unit of $0.40
•Continued to repurchase common shares, repurchasing 1.5 million common shares for approximately $14.4 million at an average price per share of $9.81

“We were pleased that our urban-centric portfolio achieved RevPAR growth that exceeded the industry for the third straight quarter. Our results were led by our urban markets, which benefited from the continued improvement in business travel, ongoing robust group demand, healthy urban leisure trends and recovering inbound international travel. Our RevPAR growth accelerated throughout the third quarter, with RevPAR exceeding 2019 levels for the first time in September. These positive trends also carried into October,” commented Leslie D. Hale, President and Chief Executive Officer. “Overall, we remain constructive on the outlook for lodging fundamentals, which continue to unfold with trends favorable for our urban-centric portfolio. In addition to achieving above industry RevPAR growth, we also executed on multiple capital allocation initiatives including share repurchases and increasing our dividend, demonstrating the optionality of our strong balance sheet."


The prefix “comparable” as defined by the Company, denotes operating results which include results for periods prior to its ownership and excludes sold hotels. Explanations of EBITDA, EBITDAre, Adjusted EBITDA, Hotel EBITDA, Hotel EBITDA Margin, FFO, and Adjusted FFO, as well as reconciliations of those measures to net income or loss, if applicable, are included within this release.
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Financial and Operating Highlights
($ in thousands, except ADR, RevPAR, and per share amounts)
(unaudited)
For the three months ended September 30,For the nine months ended September 30,
2023202220232022
Operational Overview: (1)
Comparable ADR$191.33$188.54$197.94$187.56
Comparable Occupancy74.1%72.7%72.6%69.5%
Comparable RevPAR$141.81$137.09$143.74$130.41
Financial Overview:
Total Revenues$334,406$318,071$1,005,869$891,471
Comparable Hotel Revenue$334,389$318,673$1,005,782$894,674
Net Income$16,343$17,683$68,577$35,415
Comparable Hotel EBITDA (2)$98,065$100,020$311,788$282,423
Comparable Hotel EBITDA Margin29.3%31.4%31.0%31.6%
Adjusted EBITDA$88,767$91,952$285,281$257,522
Adjusted FFO$63,092$63,994$207,009$168,288
Adjusted FFO Per Diluted Common Share and Unit$0.40$0.40$1.31$1.03
Note:
(1) Comparable statistics reflect the Company's 96 hotel portfolio owned as of September 30, 2023.
(2) Comparable Hotel EBITDA for the three months ended September 30, 2023 and 2022 excludes $0.1 million and $0.2 million net income, respectively, from sold hotels. Comparable Hotel EBITDA for the nine months ended September 30, 2023 and 2022 excludes $0.5 million net income from sold hotels. Comparable Hotel EBITDA for the three months ended September 30, 2022 includes $0.1 million net loss from acquired hotels. Comparable Hotel EBITDA for the nine months ended September 30, 2022 includes $0.6 million net income from acquired hotels.

Operational Update
During the third quarter, the Company’s portfolio generated Comparable RevPAR of $141.81, an increase of 3.4% from the comparable period in 2022 and achieved 98% of the third quarter of 2019. Comparable Revenues were $334.4 million for the third quarter, a 4.9% increase over the prior year. The third quarter comparable RevPAR increase over last year was led by a 1.9% increase in Occupancy and a 1.5% increase in ADR. The Company’s performance during the third quarter was positively impacted by sustained positive trends in its Urban markets.

Share Repurchases
During the third quarter the Company repurchased approximately 1.5 million common shares for approximately $14.4 million at an average price per share of $9.81.

Year-to-date the Company has repurchased approximately 6.6 million common shares for approximately $70 million, at an average price per share of $10.12 including repurchasing approximately 0.3 million shares for $2.7 million, subsequent to September 30, 2023. As of November 1, 2023, the 2023 Share Repurchase Program had a remaining capacity of $219.9 million.

Balance Sheet
As of September 30, 2023, the Company had approximately $1.1 billion of total liquidity, comprising approximately $494.6 million of unrestricted cash and $600.0 million available under its revolving credit facility, and $2.2 billion of debt outstanding, 93.0% of which is currently either fixed or hedged.

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Dividends
The Company’s Board of Trustees declared a third quarter cash dividend of $0.10 per common share of beneficial interest of the Company. The dividend was paid on October 16, 2023 to shareholders of record as of September 29, 2023.

The Company's Board of Trustees declared a third quarter cash dividend of $0.4875 on the Company’s Series A Preferred Shares. The dividend was paid on October 31, 2023 to shareholders of record as of September 29, 2023.

Q4 2023 Outlook
Based on current trends and assuming no material disruptions to travel or worsening macro-economic conditions, the Company's fourth quarter 2023 outlook is as follows:

Q4 2023
Comparable RevPAR$129.50 to $134.50
Comparable Hotel EBITDA$82.0M to $92.0M
Adjusted EBITDA$73.0M to $83.0M
Adjusted FFO per diluted share$0.30 to $0.36

No future acquisitions, dispositions, financings, or share repurchases are incorporated into the Company's outlook and could result in a material change to the Company's outlook.

Earnings Call
The Company will conduct its quarterly analyst and investor conference call on November 2, 2023 at 12:00 p.m. (Eastern Time). The conference call can be accessed by dialing (877) 407-3982 or (201) 493-6780 for international participants and requesting RLJ Lodging Trust’s third quarter earnings conference call. Additionally, a live webcast of the conference call will be available through the Company’s website at http://www.rljlodgingtrust.com. A replay of the conference call webcast will be archived and available through the Investor Relations section of the Company’s website for two weeks.

Supplemental Information
Please refer to the schedule of supplemental information for additional detail and comparable operating statistics, which is available through the Investor Relations section of the Company's website.

About Us
RLJ Lodging Trust is a self-advised, publicly traded real estate investment trust that owns primarily premium-branded, high-margin, focused-service and compact full-service hotels. The Company's portfolio currently consists of 96 hotels with approximately 21,200 rooms, located in 23 states and the District of Columbia and an ownership interest in one unconsolidated hotel with 171 rooms.





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Forward Looking Statements
This information contains certain statements, other than purely historical information, including estimates, projections, statements relating to the Company’s business plans, objectives and expected operating results, and the assumptions upon which those statements are based, that are “forward looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements generally are identified by the use of the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “plan,” “may,” “will,” “will continue,” “intend,” “should,” “may,” or similar expressions. Although the Company believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions, beliefs and expectations, such forward-looking statements are not predictions of future events or guarantees of future performance and our actual results could differ materially from those set forth in the forward-looking statements. Except as required by law, the Company undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise. The Company cautions investors not to place undue reliance on these forward looking statements and urges investors to carefully review the disclosures the Company makes concerning risks and uncertainties in the sections entitled “Risk Factors,” “Forward-Looking Statements,” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s Annual Report and the Company's Quarterly Reports on Form 10-Q, as well as risks, uncertainties and other factors discussed in other documents filed by the Company with the Securities and Exchange Commission.


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 Additional Contact:
Sean M. Mahoney, Executive Vice President and Chief Financial Officer – (301) 280-7774
For additional information or to receive press releases via email, please visit our website:
 http://www.rljlodgingtrust.com



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RLJ Lodging Trust
Non-GAAP and Accounting Commentary
 
Non-Generally Accepted Accounting Principles (“Non-GAAP”) Financial Measures
The Company considers the following non-GAAP financial measures useful to investors as key supplemental measures of its performance: (1) FFO, (2) Adjusted FFO, (3) EBITDA, (4) EBITDAre, (5) Adjusted EBITDA, (6) Hotel EBITDA, and (7) Hotel EBITDA Margin. These Non-GAAP financial measures should be considered along with, but not as alternatives to, net income or loss as a measure of its operating performance. FFO, Adjusted FFO, EBITDA, EBITDAre, Adjusted EBITDA, Hotel EBITDA, and Hotel EBITDA Margin, as calculated by the Company, may not be comparable to other companies that do not define such terms exactly as the Company defines such terms.
 
Funds From Operations (“FFO”)
The Company calculates Funds from Operations (“FFO”) in accordance with standards established by the National Association of Real Estate Investment Trusts, or NAREIT, which defines FFO as net income or loss (calculated in accordance with GAAP), excluding gains or losses from sales of real estate, impairment, the cumulative effect of changes in accounting principles, plus depreciation and amortization, and adjustments for unconsolidated partnerships and joint ventures. Historical cost accounting for real estate assets implicitly assumes that the value of real estate assets diminishes predictably over time. Since real estate values have instead historically risen or fallen with market conditions, most real estate industry investors consider FFO to be helpful in evaluating a real estate company’s operations. The Company believes that the presentation of FFO provides useful information to investors regarding the Company’s operating performance and can facilitate comparisons of operating performance between periods and between real estate investment trusts (“REITs”), even though FFO does not represent an amount that accrues directly to common shareholders.
 
The Company’s calculation of FFO may not be comparable to measures calculated by other companies who do not use the NAREIT definition of FFO or do not calculate FFO per diluted share in accordance with NAREIT guidance. Additionally, FFO may not be helpful when comparing the Company to non-REITs. The Company presents FFO attributable to common shareholders, which includes unitholders of limited partnership interest (“OP units”) in RLJ Lodging Trust, L.P., the Company’s operating partnership, because the OP units may be redeemed for common shares of the Company. The Company believes it is meaningful for the investor to understand FFO attributable to all common shares and OP units.
 
EBITDA and EBITDAre
Earnings Before Interest, Taxes, Depreciation, and Amortization (“EBITDA”) is defined as net income or loss excluding: (1) interest expense; (2) income tax expense; and (3) depreciation and amortization expense. The Company considers EBITDA useful to an investor in evaluating and facilitating comparisons of its operating performance between periods and between REITs by removing the impact of its capital structure (primarily interest expense) and asset base (primarily depreciation and amortization expense) from its operating results. In addition, EBITDA is used as one measure in determining the value of hotel acquisitions and dispositions.

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In addition to EBITDA, the Company presents EBITDAre in accordance with NAREIT guidelines, which defines EBITDAre as net income or loss (calculated in accordance with GAAP) excluding interest expense, income tax expense, depreciation and amortization expense, gains or losses from sales of real estate, impairment, and adjustments for unconsolidated joint ventures. The Company believes that the presentation of EBITDAre provides useful information to investors regarding the Company's operating performance and can facilitate comparisons of operating performance between periods and between REITs.

Adjustments to FFO and EBITDA
The Company adjusts FFO, EBITDA, and EBITDAre for certain items that the Company considers outside the normal course of operations. The Company believes that Adjusted FFO, Adjusted EBITDA, and Adjusted EBITDAre provide useful supplemental information to investors regarding its ongoing operating performance that, when considered with net income or loss, FFO, EBITDA, and EBITDAre, are beneficial to an investor’s understanding of the Company's operating performance. The Company adjusts FFO, EBITDA, and EBITDAre for the following items:

•Transaction Costs: The Company excludes transaction costs expensed during the period
•Pre-Opening Costs: The Company excludes certain costs related to pre-opening of hotels
•Non-Cash Expenses: The Company excludes the effect of certain non-cash items such as the amortization of share-based compensation, non-cash income tax expense or benefit, and non-cash interest expense related to discontinued interest rate hedges
•Other Non-Operational Expenses: The Company excludes the effect of certain non-operational expenses representing income and expenses outside the normal course of operations

Hotel EBITDA and Hotel EBITDA Margin
With respect to Consolidated Hotel EBITDA, the Company believes that excluding the effect of corporate-level expenses and certain non-cash items provides a more complete understanding of the operating results over which individual hotels and operators have direct control. The Company believes property-level results provide investors with supplemental information about the ongoing operational performance of the Company’s hotels and the effectiveness of third-party management companies.
 
Comparable Hotel EBITDA and Comparable Hotel EBITDA margin include prior ownership information provided by the sellers of the hotels for periods prior to our acquisition of the hotels and excludes results from sold hotels as applicable. The following is a summary of Comparable hotel adjustments:

Comparable adjustments: Acquired hotel
For the three and nine months ended September 30, 2022, Comparable adjustments included the following acquired hotel:
•21c Hotel Nashville acquired in July 2022

Comparable adjustments: Sold hotels
For the nine months ended September 30, 2022, comparable adjustments included the following sold hotels:
•Marriott Denver Airport at Gateway Park sold in March 2022
•SpringHill Suites Denver North Westminster sold in April 2022

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RLJ Lodging Trust
Consolidated Balance Sheets
(Amounts in thousands, except share and per share data)
(unaudited)
September 30, 2023December 31, 2022
Assets  
Investment in hotel properties, net$4,142,365 $4,180,328 
Investment in unconsolidated joint ventures7,294 6,979 
Cash and cash equivalents494,563 481,316 
Restricted cash reserves35,807 55,070 
Hotel and other receivables, net of allowance of $237 and $319, respectively
47,990 38,528 
Lease right-of-use assets137,546 136,915 
Prepaid expense and other assets74,777 79,089 
Total assets$4,940,342 $4,978,225 
Liabilities and Equity  
Debt, net$2,219,781 $2,217,555 
Accounts payable and other liabilities150,650 155,916 
Advance deposits and deferred revenue30,995 23,769 
Lease liabilities119,780 117,010 
Accrued interest12,593 20,707 
Distributions payable22,448 14,622 
Total liabilities2,556,247 2,549,579 
Equity  
Shareholders’ equity:  
Preferred shares of beneficial interest, $0.01 par value, 50,000,000 shares authorized
Series A Cumulative Convertible Preferred Shares, $0.01 par value, 12,950,000 shares authorized; 12,879,475 shares issued and outstanding, liquidation value of $328,266, at September 30, 2023 and December 31, 2022366,936 366,936 
Common shares of beneficial interest, $0.01 par value, 450,000,000 shares authorized; 156,172,739 and 162,003,533 shares issued and outstanding at September 30, 2023 and December 31, 2022, respectively
1,562 1,620 
Additional paid-in capital3,003,316 3,054,958 
Distributions in excess of net earnings(1,041,171)(1,049,441)
Accumulated other comprehensive income39,553 40,591 
Total shareholders’ equity2,370,196 2,414,664 
Noncontrolling interests:  
Noncontrolling interest in the Operating Partnership6,361 6,313 
Noncontrolling interest in consolidated joint ventures7,538 7,669 
Total noncontrolling interest13,899 13,982 
Total equity2,384,095 2,428,646 
Total liabilities and equity$4,940,342 $4,978,225 
Note: The corresponding notes to the consolidated financial statements can be found in the Company’s Quarterly Report on Form 10-Q.

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RLJ Lodging Trust
Consolidated Statements of Operations
(Amounts in thousands, except share and per share data)
(unaudited)
 For the three months ended
September 30,		For the nine months ended September 30,
 2023202220232022
Revenues    
Operating revenues    
Room revenue$277,088 $267,363 $833,416 $753,818 
Food and beverage revenue34,181 30,600 105,601 82,655 
Other revenue23,137 20,108 66,852 54,998 
Total revenues334,406 318,071 1,005,869 891,471 
Expenses    
Operating expenses    
Room expense71,278 68,394 207,662 188,015 
Food and beverage expense27,430 23,375 81,604 61,314 
Management and franchise fee expense27,095 25,390 82,554 71,846 
Other operating expenses87,736 82,021 254,567 227,563 
Total property operating expenses213,539 199,180 626,387 548,738 
Depreciation and amortization44,727 46,559 134,648 140,346 
Property tax, insurance and other26,936 20,744 76,268 66,206 
General and administrative14,747 13,446 43,030 40,928 
Transaction costs2 (773)26 (575)
Total operating expenses299,951 279,156 880,359 795,643 
Other income, net1,921 710 3,506 8,716 
Interest income5,302 1,281 13,977 1,800 
Interest expense(24,833)(22,625)(73,506)(71,041)
Gain (loss) on sale of hotel properties, net16 (57)(28)996 
Loss on extinguishment of indebtedness, net— — (169)— 
Income before equity in (loss) income from unconsolidated joint ventures16,861 18,224 69,290 36,299 
Equity in (loss) income from unconsolidated joint ventures(186)(150)315 255 
Income before income tax expense16,675 18,074 69,605 36,554 
Income tax expense(332)(391)(1,028)(1,139)
Net income 16,343 17,683 68,577 35,415 
Net (income) loss attributable to noncontrolling interests:    
Noncontrolling interest in the Operating Partnership(50)(53)(238)(74)
Noncontrolling interest in consolidated joint ventures137 (36)131 (29)
Net income attributable to RLJ16,430 17,594 68,470 35,312 
Preferred dividends(6,279)(6,279)(18,836)(18,836)
Net income attributable to common shareholders$10,151 $11,315 $49,634 $16,476 
Basic per common share data:  
Net income per share attributable to common shareholders - basic$0.06 $0.07 $0.31 $0.10 
Weighted-average number of common shares154,563,284 160,368,297 156,805,643 162,681,840 
Diluted per common share data:  
Net income per share attributable to common shareholders - diluted$0.06 $0.07 $0.31 $0.10 
Weighted-average number of common shares155,081,645 160,784,709 157,280,206 163,064,462 
Note: The Statements of Comprehensive Income and corresponding notes to the consolidated financial statements can be found in the Company’s Quarterly Report on Form 10-Q.
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RLJ Lodging Trust
Reconciliation of Non-GAAP Measures
(Amounts in thousands, except per share data)
(unaudited)

Funds from Operations (FFO) Attributable to Common Shareholders and Unitholders
 For the three months ended September 30,For the nine months ended September 30,
 2023202220232022
Net income$16,343 $17,683 $68,577 $35,415 
Preferred dividends(6,279)(6,279)(18,836)(18,836)
Depreciation and amortization44,727 46,559 134,648 140,346 
(Gain) loss on sale of hotel properties, net(16)57 28 (996)
Noncontrolling interest in consolidated joint ventures137 (36)131 (29)
Adjustments related to consolidated joint venture (1)(44)(47)(131)(144)
Adjustments related to unconsolidated joint venture (2)236 241 709 831 
FFO55,104 58,178 185,126 156,587 
Transaction costs2 (773)26 (575)
Pre-opening costs (3)327 907 1,188 1,519 
Loss on extinguishment of indebtedness, net— — 169 — 
Amortization of share-based compensation6,247 5,420 18,028 16,074 
Non-cash interest expense related to discontinued interest rate hedges482 252 1,446 493 
Derivative gains in accumulated other comprehensive income reclassified to earnings (4)— — — (5,866)
Other expenses (5)930 10 1,026 56 
Adjusted FFO$63,092 $63,994 $207,009 $168,288 
Adjusted FFO per common share and unit-basic$0.41 $0.40 $1.31 $1.03 
Adjusted FFO per common share and unit-diluted$0.40 $0.40 $1.31 $1.03 
Basic weighted-average common shares and units outstanding (6)155,335 161,140 157,577 163,454 
Diluted weighted-average common shares and units outstanding (6)155,853 161,557 158,052 163,836 
Notes:
(1)Includes depreciation and amortization expense allocated to the noncontrolling interest in the consolidated joint venture.
(2)Includes our ownership interest in the depreciation and amortization expense of the unconsolidated joint venture.
(3)Represents expenses related to the brand conversions of certain hotel properties prior to opening.
(4)Reclassification of interest rate swap gains from accumulated other comprehensive income to earnings for discontinued interest rate hedges.
(5)Represents expenses and income outside of the normal course of operations. For the three and nine months ended September 30, 2023, other expenses included one-time management company transition costs of $0.6 million.
(6)Includes 0.8 million weighted-average operating partnership units for the three and nine month periods ended September 30, 2023 and 2022.







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RLJ Lodging Trust
Reconciliation of Non-GAAP Measures
(Amounts in thousands)
(unaudited)

Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA)
 For the three months ended September 30,For the nine months ended September 30,
 2023202220232022
Net income$16,343 $17,683 $68,577 $35,415 
Depreciation and amortization44,727 46,559 134,648 140,346 
Interest expense, net of interest income19,531 21,344 59,529 69,241 
Income tax expense332 391 1,028 1,139 
Adjustments related to unconsolidated joint venture (1)344 354 1,034 1,169 
EBITDA 81,277 86,331 264,816 247,310 
(Gain) loss on sale of hotel properties, net(16)57 28 (996)
EBITDAre
81,261 86,388 264,844 246,314 
Transaction costs2 (773)26 (575)
Pre-opening costs (2)327 907 1,188 1,519 
Loss on extinguishment of indebtedness, net— — 169 — 
Amortization of share-based compensation6,247 5,420 18,028 16,074 
Derivative gains in accumulated other comprehensive income reclassified to earnings (3)— — — (5,866)
Other expenses (4)930 10 1,026 56 
Adjusted EBITDA88,767 91,952 285,281 257,522 
General and administrative8,500 8,026 25,002 24,854 
Other corporate adjustments873 358 2,009 (1)
Consolidated Hotel EBITDA98,140 100,336 312,292 282,375 
Comparable adjustments - income from sold hotels(75)(213)(504)(510)
Comparable adjustments - income from acquired hotels— (103)— 558 
Comparable Hotel EBITDA$98,065 $100,020 $311,788 $282,423 
Notes: Comparable statistics reflect the Company's 96 hotel portfolio owned as of September 30, 2023.
(1)Includes our ownership interest in the interest, depreciation, and amortization expense of the unconsolidated joint venture.
(2)Represents expenses related to the brand conversions of certain hotel properties prior to opening.
(3)Reclassification of interest rate swap gains from accumulated other comprehensive income to earnings for discontinued interest rate hedges.
(4)Represents expenses and income outside of the normal course of operations. For the three and nine months ended September 30, 2023, other expenses included one-time management company transition costs of $0.6 million.










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RLJ Lodging Trust
Reconciliation of Non-GAAP Measures
(Amounts in thousands except %)
(unaudited)
 
Comparable Hotel EBITDA Margin
 For the three months ended September 30,For the nine months ended September 30,
 2023202220232022
Total revenue$334,406 $318,071 $1,005,869 $891,471 
Comparable adjustments - revenue from sold hotels— — (35)(2,337)
Comparable adjustments - revenue from prior ownership of acquired hotels— 614 — 5,585 
Other corporate adjustments / non-hotel revenue(17)(12)(52)(45)
Comparable Hotel Revenue$334,389 $318,673 $1,005,782 $894,674 
Comparable Hotel EBITDA$98,065 $100,020 $311,788 $282,423 
Comparable Hotel EBITDA Margin29.3 %31.4 %31.0 %31.6 %































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RLJ Lodging Trust
Consolidated Debt Summary
(Amounts in thousands except %)
(unaudited)
LoanBase Term (Years)Maturity
(incl. extensions)		Floating / Fixed (1)Interest Rate (2)Balance as of
September 30, 2023 (3)
Mortgage Debt
Mortgage loan - 1 hotel10Jan 2029Fixed5.06%$25,000 
Mortgage loan - 7 hotels3Apr 2024Floating5.94%200,000 
Mortgage loan - 3 hotels5Apr 2026Floating5.02%96,000 
Mortgage loan - 4 hotels5Apr 2026Floating5.61%85,000 
Weighted Average / Mortgage Total5.60%$406,000 
Corporate Debt
Revolver (4)4May 2028Floating—$— 
$225 Million Term Loan Maturing 20263May 2028Floating2.97%225,000 
$200 Million Term Loan Maturing 20263January 2028Floating3.48%200,000 
$400 Million Term Loan Maturing 20255May 2025Floating3.38%400,000 
$500 Million Senior Notes due 20265July 2026Fixed3.75%500,000 
$500 Million Senior Notes due 20298September 2029Fixed4.00%500,000 
Weighted Average / Corporate Total3.61%$1,825,000 
Weighted Average / Total3.97%$2,231,000 
Notes:
(1)The floating interest rate is hedged, or partially hedged, with an interest rate swap.
(2)Interest rates as of September 30, 2023, inclusive of the impact of interest rate hedges.
(3)Excludes the impact of fair value adjustments and deferred financing costs.
(4)As of September 30, 2023, there was $600.0 million of borrowing capacity on the Revolver, which is charged an unused commitment fee of 0.25% annually.


12
v3.23.3
Document and Entity Information
Nov. 01, 2023
Cover [Abstract]  
Amendment Flag false
Entity Central Index Key 0001511337
Document Type 8-K
Document Period End Date Nov. 01, 2023
Entity Registrant Name RLJ LODGING TRUST
Entity Incorporation, State or Country Code MD
Entity File Number 001-35169
Entity Address, Address Line One 3 Bethesda Metro Center Suite 1000
Entity Address, City or Town Bethesda,
Entity Address, State or Province MD
Entity Address, Postal Zip Code 20814
City Area Code 301
Local Phone Number 280-7777
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Shares of beneficial interest, par value $0.01 per share
Trading Symbol RLJ
Security Exchange Name NYSE
Entity Emerging Growth Company false
Entity Tax Identification Number 27-4706509
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