Ashford Hospitality Trust Reports Fourth Quarter Results and Increases

DALLAS, March 9 /PRNewswire-FirstCall/ -- Ashford Hospitality Trust, Inc. , a hotel real estate investment trust focused exclusively on the hospitality industry, today reported results for the fourth quarter and year ended December 31, 2004. The reconciliation of non-GAAP financial measures is included in the financial tables accompanying this press release.

HIGHLIGHTS - Completed or announced investments reach $890 million - Increased common dividend for fifth consecutive quarter to $0.16 per share - Increased fourth quarter RevPAR by 8.9% for hotels not under renovation - Increased fourth quarter hotel operating profit by 14.6% - Completed follow-on common stock offering, raising $94.3 million in net proceeds - Arranged $75 million Series B preferred stock commitment - Announced agreement to acquire 21-hotel portfolio for $250 million Reporting Basis

The financial results presented below and in the accompanying financial tables include the results of the Company for the fourth quarter and year ended December 31, 2004, the results of the Company since its formation on August 29, 2003 through December 31, 2003, and the results of the Predecessor prior to August 29, 2003.

Financial Results

Total revenue for the fourth quarter ended December 31, 2004, increased 172.0% to $40,443,000 from $14,870,000 for the fourth quarter ended December 31, 2003. The Company reported a net loss of $794,000, or $0.03 per diluted share, compared with a net loss of $1,329,000 in the prior-year period. Funds from operations (FFO, as defined by NAREIT) was $3,364,000, or $0.11 per diluted share, compared with $52,000 for the fourth quarter of 2003. EBITDA, which represents Earnings before Interest, Income Taxes, Depreciation, and Amortization, increased to $9,402,000 compared with $362,000 in the prior-year period. CAD, which represents Cash Available for Distribution, equaled $3,495,000 or $0.11 per diluted share.

Total revenue for the year ended December 31, 2004, increased 176.6% to $116,925,000 from $42,279,000 for the combined year ended December 31, 2003. The Company reported net income of $64,000, or $0.00 per diluted share, for 2004 compared with a combined net loss of $3,920,000 in the prior year. FFO was $11,078,000, or $0.36 per diluted share, for 2004 compared with $653,000 for the combined prior year. EBITDA increased 334.1% to $23,909,000 for 2004 compared with $5,508,000 for the combined prior year. Results for 2004 include charges of $1.6 million, or $0.05 per diluted share, related to write-off of loan costs.

Monty Bennett, President and CEO, commented, "We are very pleased with the operating performance of our portfolio as evidenced by the continued improvement in RevPAR at our hotels not under renovation. Although we have posted solid growth in RevPAR, we do not believe our properties have fully reflected the positive benefit from completed renovations and changes in management. A more telling statistic is the 279-basis-point improvement in same property hotel operating profit during the fourth quarter, which more closely reflects the emphasis we place on improving operating margins and controlling expenses at the property level. With certain capital improvements now in place or close to completion at many of the properties acquired subsequent to our IPO, we expect to show improved RevPAR penetration within our markets in 2005.

"The fourth quarter was another active one for us in terms of acquisitions and financing transactions. We closed or announced a total of $331 million in acquisitions in the quarter and are already off to a strong start in the first quarter with another new hotel acquisition and a high profile mezzanine loan origination. We have also enhanced our capital base and investment capacity with a $75 million private placement arrangement with Security Capital and a follow-on offering of common stock that raised $94.3 million in net proceeds."

Operating Results - Direct Hotel Investments

As of December 31, 2004, the Company had a portfolio of direct hotel investments consisting of 33 properties. During the quarter three of the acquired hotels were undergoing significant renovations. The Company believes reporting its operating metrics on a pro forma consolidated and not-under- renovation basis more accurately reflects the operating improvement in its direct hotel portfolio. Details of each category are provided in the tables attached to this release.

All Hotels (33 properties)

RevPAR for the fourth quarter of 2004 increased 5.1% over the same period in 2003 to $63.61 from $60.52 due to a 2.5% increase in ADR to $95.87 and a 167-basis point increase in occupancy to 66.35%.

Hotels Not Under Renovation (30 properties)

RevPAR for the fourth quarter of 2004 increased 8.9% over the same period in 2003 to $65.46 from $60.09 due to a 4.4% increase in ADR to $95.27 and a 285-basis point increase in occupancy to 68.71%.

Hotel Operating Profit

Total hotel operating profit for the three months ended December 31, 2004, increased 14.6% to $10,118,000 from $8,827,000 for the period ended December 31, 2003. Total hotel operating profit for the year ended December 31, 2004, increased 6.4% to $42,979,000 from $40,392,000 for the period ended December 31, 2003.

Operating Results-First Mortgage and Mezzanine Investments

As of December 31, 2004, the Company had a $79.7 million mezzanine and first mortgage loan portfolio across 20 hotel properties. The loan portfolio weighted average interest rate is 13.04%. During December 2004, the Company sold its $10 million first mortgage on the Hotel Teatro in Denver with an interest rate of LIBOR plus 280 basis points at its par value.

Balance Sheet and Financing Transactions

As of December 31, 2004, the Company had approximately $301 million of mortgage debt outstanding at a weighted average interest rate of 5.1%.

At December 31, 2004, the Company's net debt, defined as total debt less unrestricted cash, to total enterprise value, defined as net debt plus the market value of all common shares, preferred shares and operating partnership units outstanding (other than units owned by the REIT), was 38% based upon the Company's closing stock price of $10.87.

On December 30, 2004, the Company issued 993,049 shares of Series B-1 preferred stock at $10.07 per share to Security Capital, generating proceeds of approximately $10.0 million.

Subsequent to year end, the Company issued 10,350,000 shares of common stock at $9.62 per share, including 1,350,000 shares sold pursuant to an over- allotment option, for net proceeds after expenses of approximately $94.3 million. Additionally the Company has an agreement in place pursuant to this offering to sell subject to certain conditions an additional 2,070,000 shares of common stock to Security Capital.

Fourth Quarter Investment Activity

On October 1, 2004, the Company acquired the 654-room Hyatt Orange County hotel in Anaheim, CA, for approximately $81.0 million in cash, inclusive of the seller's commitment to fund a $6.0 million renovation completed in December 2004. Annualized revenue of the hotel is approximately $27.8 million.

On December 27, 2005, the Company announced a definitive agreement to acquire a portfolio of 21 hotels for $250 million in total consideration, including $35 million in cash, $164.7 million in assumed mortgage debt, and approximately $50.3 million in operating partnership units of the Company. Annualized revenue of these 21 properties is approximately $114.9 million. The Company expects this acquisition to close by March 31, 2005.

Subsequent Investment Activity

On January 20, 2005, the Company sold the 56,000-square-foot office building located adjacent to its Sheraton Bucks County hotel in suburban Philadelphia for approximately $2.9 million net of closing costs.

On February 8, 2005, the Company originated a mezzanine loan of $8.0 million with an interest rate of 912.5 basis points over LIBOR, maturing February 2007 with three one-year extension options. The loan is secured by the 163-room Viceroy Santa Monica in Santa Monica, CA.

On March 9, 2005, the Company announced a definitive agreement to acquire the 157-room Hilton Santa Fe in Santa Fe, NM, for $18.2 million in cash. Annualized revenue of this property is approximately $7.7 million. The Company intends to invest $2.5 million in capital improvements to the property. The Company expects to close the acquisition in March 2005.

First Quarter Dividend Increase

The Company also announced that the Board of Directors has declared an increase in its common stock dividend for the fifth consecutive quarter. The quarterly dividend of $0.16 per common share, which equates to an annualized dividend of $0.64 per share, is payable on April 15, 2005, to shareholders of record on March 31, 2005. On an annualized basis the dividend equates to a 6.4% dividend yield based on the Company's closing price on March 9, 2005.

Outlook

Mr. Bennett concluded, "We are very encouraged by the favorable outlook projected for the hotel industry in 2005. This continued recovery is consistent with where we thought the industry would be when we originally developed our investment strategy. New supply continues to lag demand while group and corporate business is picking up, shifting the balance of pricing power to hotel owners. With the renovations we have completed in the last 12 months, the high-barrier-to-entry markets where we have established a presence, and the range of chain-scale segments in which we are diversified, we believe we are very well positioned to benefit from this environment and accelerate RevPAR growth in 2005.

"On the investment front, we continue to see an active pipeline. The acquisitions we have completed or announced in the last few months demonstrate our ability to pre-empt widely marketed deals and source both portfolio and one-off transactions that offer compelling growth opportunities. We also expect our hotel lending program to continue to gain momentum in 2005 as we capitalize on the growing demand for mezzanine and first mortgage loans and the increasing interest on the part of some owners for sale-leaseback transactions."

Investor Conference Call and Simulcast

Ashford Hospitality Trust, Inc. will conduct a conference call at 11:00 a.m. eastern time on March 10, 2005, to discuss the fourth quarter results. The number to call for this interactive teleconference is 913-981-5509. A seven-day replay of the conference call will be available by dialing 719-457- 0820 and entering the confirmation number, 5673458.

The Company will also provide an online simulcast and rebroadcast of its fourth quarter 2004 earnings release conference call. The live broadcast of Ashford's quarterly conference call will be available online at the Company's website at http://www.ahtreit.com/ as well as http://phx.corporate-/ ir.net/phoenix.zhtml?p=irol-eventDetails&c=147105&eventID=1003093 (due to length of URL, please copy and paste into browser) on March 10, 2005, beginning at 11:00 a.m. eastern time. The online replay will follow shortly after the call and continue for approximately one year.

Both FFO and EBITDA are non-GAAP financial measures within the meaning of the Securities and Exchange Commission rules. FFO is computed in accordance with our interpretation of standards established by NAREIT, which may not be comparable to FFO reported by other REITs that do not define the term in accordance with the current NAREIT definition or that interpret the NAREIT definition differently than us. Neither FFO nor EBITDA represents cash generated from operating activities as determined by GAAP and should not be considered as an alternative to a) GAAP net income (loss) as an indication of our financial performance or b) GAAP cash flows from operating activities as a measure of our liquidity, nor is it indicative of funds available to fund our cash needs, including our ability to make cash distributions. However, management believes both FFO and EBITDA to be key measures of a REIT's performance and should be considered along with, but not as an alternative to, net income and cash flow as a measure of our operating performance.

Ashford Hospitality Trust is a self-administered real estate investment trust focused on investing in the hospitality industry across all segments and at all levels of the capital structure, including direct hotel investments, first mortgages, mezzanine loans and sale-leaseback transactions. Additional information can be found on the Company's web site at http://www.ahtreit.com/ .

Certain statements and assumptions in this press release contain or are based upon "forward-looking" information and are being made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties. When we use the words "will likely result," "may," "anticipate," "estimate," "should," "expect," "believe," "intend," or similar expressions, we intend to identify forward-looking statements. Such forward-looking statements include, but are not limited to, our business and investment strategy, timing for closings, our understanding of our competition, current market trends and opportunities, and projected capital expenditures. Such statements are subject to numerous assumptions and uncertainties, many of which are outside Ashford's control.

These forward-looking statements are subject to known and unknown risks and uncertainties, which could cause actual results to differ materially from those anticipated, including, without limitation: general volatility of the capital markets and the market price of our common stock; changes in our business or investment strategy; availability, terms and deployment of capital; availability of qualified personnel; changes in our industry and the market in which we operate, interest rates or the general economy; and the degree and nature of our competition. These and other risk factors are more fully discussed in the section entitled "Risk Factors" in Ashford's Registration Statement on Form S-3, (File Number 333-114283), and from time to time, in Ashford's other filings with the Securities and Exchange Commission.

The forward-looking statements included in this press release are only made as of the date of this press release. Investors should not place undue reliance on these forward-looking statements. We are not obligated to publicly update or revise any forward-looking statements, whether as a result of new information, future events or circumstances, changes in expectations or otherwise.

ASHFORD HOSPITALITY TRUST, INC. CONSOLIDATED AND COMBINED STATEMENTS OF OPERATIONS (Unaudited) The Company The Company Quarter Quarter Ended Ended December 31, 2004 December 31, 2003 REVENUE Rooms $29,806,437 $12,229,711 Food and beverage 6,160,024 2,065,984 Other 1,555,761 437,222 Total hotel revenue 37,522,222 14,732,917 Interest income from notes receivable 2,602,898 110,000 Asset management fees from related parties 318,121 26,728 Total Revenue 40,443,241 14,869,645 EXPENSES Hotel operating expenses Rooms 7,312,245 2,968,725 Food and beverage 4,629,786 1,528,465 Other direct 815,993 326,406 Indirect 12,199,532 5,051,170 Management fees, including related parties 1,203,574 552,483 Total hotel expenses 26,161,130 10,427,249 Property taxes, insurance, and other 1,726,830 1,008,068 Depreciation and amortization 4,040,118 1,675,341 Corporate general and administrative: Stock-based compensation 605,061 636,237 Other corporate and administrative 2,548,619 2,435,928 Total Operating Expenses 35,081,758 16,182,823 OPERATING INCOME (LOSS) 5,361,483 (1,313,178) Interest income 88,408 165,846 Interest expense (3,820,252) (300,890) Amortization of loan costs (964,800) (31,121) Write-off of loan costs - - INCOME (LOSS) BEFORE INCOME TAXES AND MINORITY INTEREST 664,839 (1,479,343) Benefit from (provision for) income taxes 28,903 (142,178) Minority interest (132,574) 292,360 NET INCOME (LOSS) 561,168 (1,329,161) Preferred dividends 1,355,250 - NET LOSS AVAILABLE TO COMMON SHAREHOLDERS $(794,082) $(1,329,161) Net Loss Per Share Available To Common Shareholders: Basic and Diluted $(0.03) $(0.05) Weighted Average Common Shares Outstanding: Basic and Diluted 25,280,502 25,015,730 ASHFORD HOSPITALITY TRUST, INC. AND PREDECESSOR CONSOLIDATED AND COMBINED STATEMENTS OF OPERATIONS The The Company The Predecessor Company Period From Period From Year August 29, January 1, Ended 2003 to 2003 to December 31, December 31, August 28, 2004 2003 2003 REVENUE Rooms $89,798,311 $14,994,567 $19,688,349 Food and beverage 14,336,531 2,529,109 3,629,807 Other 3,922,621 507,794 681,656 Total hotel revenue 108,057,463 18,031,470 23,999,812 Interest income from notes receivable 7,549,445 110,000 - Asset management fees from related parties 1,318,154 137,319 - Total Revenue 116,925,062 18,278,789 23,999,812 EXPENSES Hotel operating expenses Rooms 20,907,848 3,601,465 4,511,632 Food and beverage 10,859,032 1,901,778 2,801,002 Other direct 2,150,404 402,536 498,085 Indirect 35,560,902 6,136,070 8,687,362 Management fees, including related parties 3,395,106 651,480 718,408 Total hotel expenses 72,873,292 12,693,329 17,216,489 Property taxes, insurance, and other 6,654,858 1,257,968 1,600,082 Depreciation and amortization 10,767,785 2,016,899 2,915,777 Corporate general and administrative: Stock-based compensation 2,397,130 864,452 - Other corporate and administrative 9,457,814 3,138,498 - Total Operating Expenses 102,150,879 19,971,146 21,732,348 OPERATING INCOME (LOSS) 14,774,183 (1,692,357) 2,267,464 Interest income 335,495 266,333 22,800 Interest expense (9,217,377) (374,223) (4,225,289) Amortization of loan costs (1,883,841) (42,837) (357,857) Write-off of loan costs (1,633,369) - - INCOME (LOSS) BEFORE INCOME TAXES AND MINORITY INTEREST 2,375,091 (1,843,084) (2,292,882) Provision for income taxes (658,273) (142,178) - Minority interest (297,611) 357,943 - NET INCOME (LOSS) 1,419,207 (1,627,319) (2,292,882) Preferred dividends 1,355,250 - - NET INCOME (LOSS) AVAILABLE TO COMMON SHAREHOLDERS $63,957 $(1,627,319) $(2,292,882) Net Income (Loss) Per Share Available To Common Shareholders: Basic and Diluted $0.00 $(0.07) Weighted Average Common Shares Outstanding: Basic and Diluted 25,120,653 24,627,298 ASHFORD HOSPITALITY TRUST, INC. CONSOLIDATED BALANCE SHEETS December 31, December 31, 2004 2003 ASSETS Investment in hotel properties, net $427,005,476 $173,723,998 Cash and cash equivalents 47,108,957 76,254,052 Restricted cash 14,058,776 1,373,591 Accounts receivable, net of allowance of $61,479 and $19,408, respectively 5,463,452 1,534,843 Inventories 611,807 262,619 Assets held for sale 2,881,912 - Notes receivable 79,661,549 10,000,000 Deferred costs, net 9,389,506 2,386,937 Prepaid expenses 2,638,842 1,577,628 Other assets 6,676,776 550,636 Due from affiliates 447,784 218,113 Total assets $595,944,837 $267,882,417 LIABILITIES AND OWNERS' EQUITY Indebtedness $300,754,194 $50,201,779 Capital leases payable 312,584 456,869 Accounts payable 8,979,635 2,127,611 Accrued expenses 9,339,656 4,572,594 Other liabilities 90,334 - Dividends payable 6,141,506 - Deferred income 400,919 - Due to affiliates 1,907,057 584,643 Total liabilities 327,925,885 57,943,496 Minority interest 39,346,641 37,646,673 Preferred stock, $0.01 par value, 50,000,000 shares authorized: Series B Cumulative Convertible Preferred Stock, 993,049 issued and outstanding at December 31, 2004 9,980,529 - Commitments and contingencies - - Preferred stock, $0.01 par value, 50,000,000 shares authorized: Series A Cumulative Preferred Stock, 2,300,000 issued and outstanding at December 31, 2004 23,000 - Common stock, $0.01 par value, 200,000,000 shares authorized, 25,810,447 and 25,730,047 shares issued and outstanding at December 31, 2004 and 2003, respectively 258,104 257,300 Additional paid-in capital 234,993,015 179,226,668 Unearned compensation (3,959,468) (5,564,401) Accumulated other comprehensive income 554,592 - Accumulated deficit (13,177,461) (1,627,319) Total owners' equity 218,691,782 172,292,248 Total liabilities and owners' equity $595,944,837 $267,882,417 ASHFORD HOSPITALITY TRUST, INC. AND PREDECESSOR KEY PERFORMANCE INDICATORS (Unaudited) ALL HOTELS: Quarter Ended December 31, Year Ended December 31, 2004 2003 2004 2003 Consolidated (Pro Forma) Room revenues $29,806,431 $28,356,825 $126,421,946 $121,923,336 RevPAR $63.61 $60.52 $67.82 $65.59 Occupancy 66.35% 64.68% 70.34% 69.76% ADR $95.87 $93.57 $96.42 $94.02 NOTE: The above pro forma tables include the original six hotel properties and assume the 27 hotel properties acquired since the Company's formation in August 2003 were owned as of the beginning of the periods presented. HOTELS NOT UNDER RENOVATION: Quarter Ended December 31, Year Ended December 31, 2004 2003 2004 2003 Hotels Not Under Renovation (Pro Forma) Room revenues $24,226,199 $22,241,928 $88,360,086 $82,587,417 RevPAR $65.46 $60.09 $69.43 $65.08 Occupancy 68.71% 65.86% 72.82% 71.63% ADR $95.27 $91.24 $95.35 $90.85 NOTE: The above pro forma tables include the original six hotel properties and assume hotel properties not under renovation acquired since the Company's formation in August 2003 were owned as of the beginning of the periods presented. For the comparative quarterly periods, the above schedule includes 30 hotel properties not under renovation. For the comparative annual periods, the above schedule includes 27 hotel properties not under renovation. ASHFORD HOSPITALITY TRUST, INC. AND PREDECESSOR FFO (Unaudited) The Company The Company Quarter Quarter Ended Ended December 31, December 31, 2004 2003 Net income (loss) applicable to common shareholders $(794,082) $(1,329,161) Add back dividend on redeemable preferred shares 3,310 - Total $(790,772) $(1,329,161) Plus real estate depreciation and amortization 4,022,100 1,673,616 Remove minority interest 132,574 (292,360) Gross FFO $3,363,902 $52,095 Diluted weighted average shares outstanding 31,492,372 30,760,696 Gross FFO per diluted share $0.11 $0.00 The The Company The Predecessor Company Period From Period From Year August 29, January 1, Ended 2003 to 2003 to December 31, December 31, August 28, 2004 2003 2003 Net income (loss) applicable to common shareholders $63,957 $(1,627,319) $(2,292,882) Add back dividend on redeemable preferred shares 3,310 - - Total $67,267 $(1,627,319) $(2,292,882) Plus real estate depreciation and amortization 10,713,546 2,015,019 2,915,777 Remove minority interest 297,611 (357,943) - Gross FFO $11,078,424 $29,757 $622,895 Diluted weighted average shares outstanding 30,993,250 30,372,264 NA Gross FFO per diluted share $0.36 $0.00 NA For year ended December 31, 2004, EBITDA has not been adjusted to add back the non-recurring write-off of loan costs of approximately $1.6 million, which is included in net income (loss). ASHFORD HOSPITALITY TRUST, INC. AND PREDECESSOR EBITDA (Unaudited) The Company The Company Quarter Quarter Ended Ended December 31, December 31, 2004 2003 Net income (loss) $561,168 $(1,329,161) Add back: Interest income 88,408 165,846 Interest expense and amortization of loan costs (4,785,052) (332,011) Minority interest (132,574) 292,360 Depreciation and amortization (4,040,118) (1,675,341) Provision for income taxes 28,903 (142,178) (8,840,433) (1,691,324) Gross EBITDA $9,401,601 $362,163 The The Company The Predecessor Company Period From Period From Year August 29, January 1, Ended 2003 to 2003 to December 31, December 31, August 28, 2004 2003 2003 Net income (loss) $1,419,207 $(1,627,319) $(2,292,882) Add back: Interest income 335,495 266,333 22,800 Interest expense and amortization of loan costs (11,101,218) (417,060) (4,583,146) Minority interest (297,611) 357,943 - Depreciation and amortization (10,767,785) (2,016,899) (2,915,777) Provision for income taxes (658,273) (142,178) - (22,489,392) (1,951,861) (7,476,123) Gross EBITDA $23,908,599 $324,542 $5,183,241 For year ended December 31, 2004, EBITDA has not been adjusted to add back the non-recurring write-off of loan costs of approximately $1.6 million, which is included in net income (loss). ASHFORD HOSPITALITY TRUST, INC. CASH AVAILABLE FOR DISTRIBUTION (Unaudited) CAD Three Months Ended December 31, 2004 (per share) Net loss available to common shareholders $(794,082) Add back dividend on redeemable preferred stock 3,310 Total $(790,772) Plus real estate depreciation and amortization 4,022,100 $0.13 Remove minority interest 132,574 0.00 Plus stock-based compensation 605,061 0.02 Plus amortization of loan costs 964,800 0.03 Plus income tax provision over income tax payments (102,678) (0.00) Less capital improvements reserve (1,335,980) (0.04) Plus write-off of loan costs - 0.00 CAD $3,495,105 $0.11 ASHFORD HOSPITALITY TRUST, INC. AND PREDECESSOR HOTEL OPERATING PROFIT (Unaudited) Company & The Company The Company The Company Predecessor Three Months Three Months Year Year Ended Ended Ended Ended December 31, December 31, December 31, December 31, 2004 2003 2004 2003 REVENUE Rooms $29,806,431 $28,356,825 $126,421,946 $121,923,336 Food and beverage 6,160,025 6,605,236 24,073,265 24,065,385 Other 1,549,813 1,549,892 6,806,924 6,591,485 Total hotel revenue 37,516,269 36,511,953 157,302,135 152,580,206 EXPENSES Hotel operating expenses Rooms 6,494,823 5,950,994 25,619,460 24,649,600 Food and beverage 4,629,787 4,987,954 18,760,721 19,205,462 Other direct 819,914 948,070 3,588,261 3,839,144 Indirect 12,393,409 12,028,830 51,423,117 49,082,808 Management fees 1,203,575 1,394,702 5,421,123 5,377,338 Total hotel operating expenses 25,541,508 25,310,550 104,812,682 102,154,352 Property taxes, insurance, and other 1,856,396 2,374,335 9,510,588 10,034,277 HOTEL OPERATING PROFIT $10,118,365 $8,827,068 $42,978,865 $40,391,577 NOTE: The above pro forma tables assume the twenty-seven hotel properties acquired since the Company's formation in August 2003 were owned as of the beginning of the periods presented. Contact: David Kimichik Tripp Sullivan Chief Financial Officer Corporate Communications, Inc. (972) 490-9600 (615) 254-3376