Hospitality Properties Trust Prices $1.70 Billion of Unsecured Senior Notes

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Hospitality Properties Trust (Nasdaq: HPT) today announced that it has priced underwritten public offerings of $825 million aggregate principal amount of 4.350% unsecured senior notes due 2024, $450 million aggregate principal amount of 4.750% unsecured senior notes due 2026 and $425 million aggregate principal amount of 4.950% unsecured senior notes due 2029. The settlement of the offerings is expected to occur on September 18, 2019, subject to the satisfaction of customary closing conditions.

HPT expects to use the net proceeds from these offerings to finance, in part, its previously announced transaction with Spirit MTA REIT (NYSE: SMTA). Pending the consummation of the SMTA transaction and the use of proceeds described in the prior sentence, HPT may repay future amounts outstanding under its revolving credit facility or use the net proceeds for general business purposes, or HPT may invest the net proceeds in short term investments.

The joint book-running managers for these offerings were BofA Securities, Inc., Citigroup Global Markets Inc., Morgan Stanley & Co. LLC, RBC Capital Markets, LLC and Wells Fargo Securities, LLC. The joint lead managers for these offerings were BMO Capital Markets Corp., Regions Securities LLC, SMBC Nikko Securities America, Inc., UBS Securities LLC and U.S. Bancorp Investments, Inc. The co-managers for these offerings were Samuel A. Ramirez & Company, Inc. and FTN Financial Securities Corp.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which the offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of that state or jurisdiction. Copies of the prospectus supplement relating to these offerings and the related prospectus may be obtained by contacting the offices of: BofA Securities, Inc., NC1-004-03-43, 200 North College Street, 3rd Floor, Charlotte, NC 28255-001, Attn: Prospectus Department, or by email at [email protected], telephone (800) 294-1322; Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by calling (800) 831-9146 or by email at [email protected]; Morgan Stanley & Co. LLC, at 180 Varick Street, 2nd Floor, New York, NY 10014, Attention: Prospectus Department, by telephone at (866) 718-1649 or by emailing [email protected]; RBC Capital Markets, LLC, Brookfield Place, 200 Vesey Street, 8th Floor, New York, NY 10281, Attention: DCM Transaction Management, or by calling toll free at (866) 375-6829; or Wells Fargo Securities, LLC, Attn: WFS Customer Service, 608 2nd Ave S, Suite 1000, Minneapolis, MN 55402 or by telephone at (800) 645-3751, or by email at [email protected].

Hospitality Properties Trust is a real estate investment trust, or REIT, which owns a diverse portfolio of hotels and travel centers located in 45 states, Washington, DC, Puerto Rico and Canada. HPT’s properties are operated under long term management or lease agreements. HPT is managed by the operating subsidiary of The RMR Group Inc. (Nasdaq: RMR), an alternative asset management company that is headquartered in Newton, Massachusetts.

WARNING REGARDING FORWARD-LOOKING STATEMENTS

This press release contains statements that constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other securities laws. Also, whenever we use words such as “believe”, “expect”, “anticipate”, “intend”, “plan”, “estimate”, “will”, “may” and negatives or derivatives of these or similar expressions, HPT is making forward-looking statements. These forward-looking statements are based upon HPTs present intent, beliefs or expectations, but forward-looking statements are not guaranteed to occur and may not occur for various reasons, some of which are beyond HPTs control. For example:

  • This press release states that the closing of the notes offerings is expected to occur on September 18, 2019. The closing of these offerings is subject to various conditions and contingencies as are customary in underwriting agreements in the United States. If these conditions are not satisfied or the specified contingencies do not occur, these offerings may not close.
  • HPTs current intent is to use the proceeds from the offerings of the notes to finance, in part, the SMTA transaction, and, pending the consummation of the SMTA transaction and such use of proceeds, HPT may repay future amounts outstanding under its revolving credit facility or use the net proceeds for general business purposes, or HPT may invest the net proceeds from these offerings in short term investments, some or all of which may not be investment grade rated; the receipt and use of the proceeds is dependent on the closing of these offerings and may not occur; further the SMTA transaction is subject to certain customary conditions and HPT cannot be sure that such conditions will be satisfied. Accordingly, the SMTA transaction may not close or the terms of the SMTA transaction may change.

For these reasons, among others, investors are cautioned not to place undue reliance upon forward-looking statements.

The information contained in HPTs filings with the Securities and Exchange Commission, or SEC, including under Risk Factors in HPTs periodic reports, or incorporated therein identifies other important factors that could cause HPTs actual results to differ materially from those in its forward-looking statements. HPTs filings with the SEC are available on the SECs website at www.sec.gov.

Except as required by law, HPT does not intend to update or change any forward-looking statements as a result of new information, future events or otherwise.

A Maryland Real Estate Investment Trust with transferable shares of beneficial interest listed on the Nasdaq. No shareholder, Trustee or officer is personally liable for any act or obligation of the Trust.

Katie Strohacker, Senior Director, Investor Relations

(617) 796-8232

www.hptreit.com