Chatham Lodging Trust

Previous wording

At March 31, 2024, our leverage ratio was 24.8% measured as the ratio of our net debt (total debt outstanding before deferred financing costs less unrestricted cash and cash equivalents) to hotel investments at cost. Over the past several years, we have maintained a leverage ratio between the mid 20s and the low 50s. As of March 31, 2024, we have total debt of $484.5 million at a weighted average interest rate of approximately 5.5%.

Current wording

At June 30, 2024, our leverage ratio was 25.8% measured as the ratio of our net debt (total debt outstanding before deferred financing costs less unrestricted cash and cash equivalents) to hotel investments at cost. Over the past several years, we have maintained a leverage ratio between the mid 20s and the low 50s. As of June 30, 2024, we have total debt of $452.4 million at a weighted average interest rate of approximately 6.8%.

Previous wording

Smith Travel Research reported that U.S. lodging industry RevPAR increased 0.2% for the three months ended March 31, 2024, with RevPAR up 0.9% in January 2024, up 2.0% in February 2024 and down 2.2% in March 2024. We expect that over the remainder of 2024, lodging industry RevPAR will continue to increase modestly.

Current wording

Smith Travel Research reported that U.S. lodging industry RevPAR increased 2.5% for the three months ended June 30, 2024, with RevPAR up 2.0% in April 2024, up 4.0% in May 2024 and up 1.5% in June 2024. We expect that over the remainder of 2024, lodging industry RevPAR will increase modestly.

Previous wording

Results of operations for the three months ended March 31, 2024 include the operating activities of the hotels we owned during the period. We sold one hotel located in Denver, CO on January 9, 2024. The changes in results described below were driven primarily by the continued recovery of business travel following the COVID-19 pandemic, the sale of one hotel, and inflationary cost pressures.

Current wording

Results of operations for the three months ended June 30, 2024 include the operating activities of the hotels we owned during the period. We sold one hotel located in Denver, CO on January 9, 2024 and acquired one hotel located in Phoenix, AZ on May 30, 2024. The changes in results described below were driven primarily by the continued recovery of business travel following the COVID-19 pandemic, the sale of one hotel, the acquisition of one hotel, and inflationary cost pressures.

Previous wording

Revenue, which consists primarily of room, food and beverage and other operating revenues from our wholly owned hotels, was as follows for the periods indicated (dollars in thousands):

Current wording

Revenue, which consists primarily of room, food and beverage and other operating revenues from our hotels, was as follows for the periods indicated (dollars in thousands):

Previous wording

Total revenue was $68.4 million for the three months ended March 31, 2024, up $0.8 million compared to total revenue of $67.6 million for the corresponding 2023 period. The increase in total revenue primarily was related to the 1.5% increase in same property RevPAR, partially offset by the decrease in revenue from the sale of one hotel during the three months ended March 31, 2024. The one hotel sold contributed $0.1 million in room revenue for the three months ended March 31, 2024, down $0.9 million from the $1.0 million that hotel contributed for the corresponding 2023 period. Since all of our hotels are select-service or limited-service hotels, room revenue is the primary revenue source as these hotels do not have significant food and beverage revenue or large group conference facilities. Room revenue comprised 91.3% and 91.2% of total revenue for the three months ended March 31, 2024 and 2023, respectively.

Current wording

Total revenue was $86.5 million for the three months ended June 30, 2024, up $2.0 million compared to total revenue of $84.5 million for the corresponding 2023 period. The increase in total revenue primarily was related to the 3.6% increase in same property RevPAR. One hotel acquired during the three months ended June 30, 2024, which was not owned during the three months ended June 30, 2023, contributed $0.5 million of revenue during the three months ended June 30, 2024. This was partially offset by the decrease in revenue from the sale of one hotel that contributed $0 in room revenue for the three months ended June 30, 2024, down $1.9 million from the $1.9 million that hotel contributed for the corresponding 2023 period. Since all of our hotels are select-service or limited-service hotels, room revenue is the primary revenue source as these hotels do not have significant food and beverage revenue or large group conference facilities. Room revenue comprised 91.4% and 91.7% of total revenue for the three months ended June 30, 2024 and 2023, respectively.

Previous wording

Food and beverage revenue was $1.8 million for the three months ended March 31, 2024, down $0.3 million compared to $2.1 million for the corresponding 2023 period.

Current wording

Food and beverage revenue was $2.1 million for the three months ended June 30, 2024, up $33 thousand compared to $2.1 million for the corresponding 2023 period.

Previous wording

Other operating revenue is comprised of parking, meeting room, gift shop, in-room movie and other ancillary amenities revenue. Other operating revenue was $3.8 million and $3.5 million for the three months ended March 31, 2024 and 2023, respectively. The increase in other operating revenue primarily was related to increases in revenue from parking.

Current wording

Other operating revenue is comprised of parking, meeting room, gift shop, in-room movie and other ancillary amenities revenue. Other operating revenue was $5.0 million and $4.5 million for the three months ended June 30, 2024 and 2023, respectively. The increase in other operating revenue primarily was related to increases in revenue from parking.

Previous wording

For the three months ended March 31, 2024 same property RevPAR increased 1.5% due to an increase in ADR of 0.4% and an increase in occupancy of 1.2%. Same property RevPAR increased 6.3% in January 2024, decreased 1.2% in February 2024, and increased 0.4% in March 2024. Same property RevPAR was $100.82 in January 2024, $118.34 in February 2024, and $139.64 in March 2024.

Current wording

For the three months ended June 30, 2024 same property RevPAR increased 3.6% due to a decrease in ADR of 0.2% and an increase in occupancy of 3.9%. Same property RevPAR increased 4.8% in April 2024, increased 5.1% in May 2024, and increased 1.2% in June 2024. Same property RevPAR was $146.31 in April 2024, $148.67 in May 2024, and $157.15 in June 2024.

Previous wording

Hotel operating expenses increased $1.3 million, or 3.4%, to $41.8 million for the three months ended March 31, 2024 from $40.5 million for the three months ended March 31, 2023. The primary causes of the increase in hotel operating expenses were an increase in staffing levels and inflation.

Current wording

Hotel operating expenses increased $3.3 million, or 7.5%, to $46.6 million for the three months ended June 30, 2024 from $43.3 million for the three months ended June 30, 2023. The primary causes of the increase in hotel operating expenses were increases in staffing levels, wage and benefit costs, and inflation.

Previous wording

Room expenses, which are the most significant component of hotel operating expenses, increased $1.0 million from $14.1 million for the three months ended March 31, 2023 to $15.1 million for the three months ended March 31, 2024. The increase in room expenses primarily was related to an increase in staffing levels and wage costs.

Current wording

Room expenses, which are the most significant component of hotel operating expenses, increased $2.4 million from $14.6 million for the three months ended June 30, 2023 to $17.0 million for the three months ended June 30, 2024. The increase in room expenses primarily was related to increases in staffing levels, wage and benefit costs.

Previous wording

The remaining hotel operating expenses increased $0.4 million, from $26.3 million for the three months ended March 31, 2023 to $26.7 million for the three months ended March 31, 2024. The increase in other remaining expenses primarily was related to inflation.

Current wording

The remaining hotel operating expenses increased $0.9 million, from $28.7 million for the three months ended June 30, 2023 to $29.6 million for the three months ended June 30, 2024. The increase in other remaining expenses primarily was related to inflation.

Previous wording

Total property taxes, ground rent and insurance expenses decreased $0.8 million from $6.1 million for the three months ended March 31, 2023 to $5.3 million for the three months ended March 31, 2024. The decrease was primarily related to successful property tax appeals at multiple hotel properties.

Current wording

Total property taxes, ground rent and insurance expenses decreased $0.1 million from $6.1 million for the three months ended June 30, 2023 to $6.0 million for the three months ended June 30, 2024. The decrease was primarily related to successful property tax appeals at multiple hotel properties.

Previous wording

General and administrative expenses principally consist of employee-related costs, including base payroll, bonuses and amortization of restricted stock and awards of long-term incentive plan units. These expenses also include corporate operating costs, professional fees and trustees’ fees. Total general and administrative expenses (excluding amortization of stock based compensation of $1.6 million and $1.4 million for the three months ended March 31, 2024 and 2023, respectively) was $3.0 million for the three months ended March 31, 2024 versus $2.9 million for the three months ended March 31, 2023.

Current wording

General and administrative expenses principally consist of employee-related costs, including base payroll, bonuses and amortization of restricted stock and awards of long-term incentive plan units. These expenses also include corporate operating costs, professional fees and trustees’ fees. Total general and administrative expenses (excluding amortization of stock based compensation of $1.7 million and $1.6 million for the three months ended June 30, 2024 and 2023, respectively) was $3.0 million for the three months ended June 30, 2024 versus $3.1 million for the three months ended June 30, 2023.

Previous wording

Interest on cash and cash equivalents and other income increased $0.8 million from $20 thousand for the three months ended March 31, 2023 to $0.8 million for the three months ended March 31, 2024. The increase was due to higher cash balances and higher interest rates received on cash balances during the three months ended March 31, 2024.

Current wording

Interest on cash and cash equivalents and other income increased $0.5 million from $0.2 million for the three months ended June 30, 2023 to $0.7 million for the three months ended June 30, 2024. The increase was due to higher cash balances and higher interest rates received on cash balances during the three months ended June 30, 2024.

Previous wording

Interest expense increased $0.9 million from $6.4 million for the three months ended March 31, 2023 to $7.3 million for the three months ended March 31, 2024 and is comprised of the following (dollars in thousands):

Current wording

Interest expense increased $1.3 million from $6.4 million for the three months ended June 30, 2023 to $7.7 million for the three months ended June 30, 2024 and is comprised of the following (dollars in thousands):

Previous wording

Net loss was $5.5 million for the three months ended March 31, 2024, compared to a net loss of $5.0 million for the three months ended March 31, 2023. The change in net loss was primarily due to the increase in RevPAR offset by higher operating costs and higher interest expense combined with the other factors discussed above.

Current wording

Net income was $7.0 million for the three months ended June 30, 2024, compared to net income of $9.4 million for the three months ended June 30, 2023. The change in net income was primarily due to the increase in RevPAR offset by higher operating costs and higher interest expense combined with the other factors discussed above.

Previous wording

Loss on Sale of Hotel Property

Current wording

(Loss) Gain on Sale of Hotel Property

Previous wording

Loss on sale of hotel property was $0.2 million for the three months ended March 31, 2024 compared to zero for the three months ended March 31, 2023. The HGI Denver Tech hotel property was sold on January 9, 2024 which resulted in a loss of $0.2 million.

Current wording

Loss on sale of hotel property was $0.1 million for the six months ended June 30, 2024 compared to a gain on sale of hotel property of $0.1 million for the six months ended June 30, 2023. The HGI Denver Tech hotel property was sold on January 9, 2024 which resulted in a loss of $0.1 million.

Previous wording

Loss on early extinguishment of debt decreased $0.7 million from $0.7 million for the three months ended March 31, 2023 to zero for the three months ended March 31, 2024. The loss in 2023 is related to the Company's repayment of the construction loan on the Home2 Woodland Hills hotel property.

Current wording

Loss on early extinguishment of debt decreased $0.7 million from $0.7 million for the six months ended June 30, 2023. The loss in 2023 is related to the Company's repayment of the construction loan on the Home2 Woodland Hills hotel property.

Previous wording

The following is a reconciliation of net income to FFO and Adjusted FFO for the three months ended March 31, 2024 and 2023 (in thousands, except share data):

Current wording

The following is a reconciliation of net income to FFO and Adjusted FFO for the three and six months ended June 30, 2024 and 2023 (in thousands, except share data):

Previous wording

The following is a reconciliation of net income to EBITDA, EBITDAre and Adjusted EBITDA for the three months ended March 31, 2024 and 2023 (in thousands):

Current wording

The following is a reconciliation of net income to EBITDA, EBITDAre and Adjusted EBITDA for the three and six months ended June 30, 2024 and 2023 (in thousands):

Previous wording

Adjusted Hotel EBITDA is defined as net income before interest, income taxes, depreciation and amortization, corporate general and administrative, impairment loss, loss on early extinguishment of debt, other charges, interest and other income, losses on sales of hotel properties and income or loss from unconsolidated real estate entities. We present Adjusted Hotel EBITDA because we believe it is useful to investors in comparing our hotel operating performance between periods and comparing our Adjusted Hotel EBITDA margins to those of our peer companies.

Current wording

Adjusted Hotel EBITDA is defined as net income before interest, income taxes, depreciation and amortization, corporate general and administrative, impairment loss, loss on early extinguishment of debt, other charges, interest and other income, losses on sales of hotel properties and income or loss from unconsolidated real estate entities. We present Adjusted Hotel EBITDA because we believe it is useful to investors in comparing our hotel operating performance between periods and comparing our Adjusted Hotel EBITDA to those of our peer companies.

Previous wording

The following is a presentation of Adjusted Hotel EBITDA for the three months ended March 31, 2024 and 2023 (in thousands):

Current wording

The following is a presentation of Adjusted Hotel EBITDA for the three and six months ended June 30, 2024 and 2023 (in thousands):

Previous wording

Cash, cash equivalents, and restricted cash totaled $91.5 million as of March 31, 2024, an increase of $5.8 million from December 31, 2023, primarily due to net cash provided by operating activities of $6.9 million, net cash provided by investing activities of $6.3 million, and net cash used in financing activities of $7.5 million.

Current wording

Cash, cash equivalents, and restricted cash totaled $25.7 million as of June 30, 2024, a decrease of $60.1 million from December 31, 2023, primarily due to net cash provided by operating activities of $32.1 million, net cash used in investing activities of $46.0 million, and net cash used in financing activities of $46.1 million.

Previous wording

Net cash flows provided by operating activities increased $2.1 million to $6.9 million during the three months ended March 31, 2024 compared to $4.8 million during the three months ended March 31, 2023. The increase in cash from operating activities was primarily due to improving operating results from our hotels which generated same property RevPAR growth of 1.5% during the three months ended March 31, 2024 compared to the three months ended March 31, 2023.

Current wording

Net cash flows provided by operating activities decreased $0.6 million to $32.1 million during the six months ended June 30, 2024 compared to $32.7 million during the six months ended June 30, 2023. The decrease in cash from operating activities was primarily due to higher operating costs, partially offset by improving revenue from our hotels which generated same property RevPAR growth of 2.6% during the six months ended June 30, 2024 compared to the six months ended June 30, 2023.

Previous wording

Net cash flows provided by investing activities increased $14.4 million to $6.3 million during the three months ended March 31, 2024 compared to $(8.1) million during the three months ended March 31, 2023. For the three months ended March 31, 2024, net cash flows provided by investing activities of $6.3 million consisted of $17.2 million in net proceeds related to the sale of one hotel, partially offset by $(10.3) million related to capital improvements on our hotels, and $(0.5) million of payments of franchise application costs. For the three months ended March 31, 2023, net cash flows used in investing activities of $(8.1) million consisted of $8.1 million related to capital improvements on our hotels during the period.

Current wording

Net cash flows used in investing activities increased $30.4 million to $(46.0) million during the six months ended June 30, 2024 compared to $(15.6) million during the six months ended June 30, 2023. For the six months ended June 30, 2024, net cash flows used in provided by investing activities of $(46.0) million consisted of $18.7 million related to capital improvements on our hotels, $43.7 million related to the acquisition of one hotel, and $0.7 million of payments of franchise application costs, partially offset by $17.2 million in net proceeds related to the sale of one hotel. For the six months ended June 30, 2023, net cash flows used in investing activities of $(15.6) million consisted of $15.6 million related to capital improvements on our hotels during the period.

Previous wording

We expect to invest approximately $26.5 million on renovations, discretionary and emergency expenditures on our existing hotels during the remainder of 2024, including improvements required under any brand PIP.

Current wording

We expect to invest approximately $18.1 million on renovations, discretionary and emergency expenditures on our existing hotels during the remainder of 2024, including improvements required under any brand PIP.

Previous wording

Net cash flows used in financing activities increased $1.4 million to $(7.5) million during the three months ended March 31, 2024 compared to $(6.1) million during the three months ended March 31, 2023. For the three months ended March 31, 2024, net cash flows used in financing activities of $(7.5) million were comprised of the repayment of principal payments on mortgage debt of $1.6 million, distributions to common share and unit holders of $3.6 million, distributions on preferred shares of $2.0 million, and payments of offering costs on common shares of $0.2 million. For the three months ended March 31, 2023, net cash flows used in financing activities of $(6.1) million were comprised of the repayment of our construction loan of $39.3 million, principal payments on mortgage debt of $36.2 million, distributions to common share and unit holders of $3.5 million, and distributions on preferred shares of $2.0 million, partially offset by borrowings on our unsecured term loan of $75.0 million.

Current wording

Net cash flows used in financing activities increased $31.5 million to $(46.1) million during the six months ended June 30, 2024 compared to $(14.6) million during the six months ended June 30, 2023. For the six months ended June 30, 2024, net cash flows used in financing activities of $(46.1) million were comprised of the repayment of mortgage debt of $264.0 million, distributions to common share and unit holders of $7.2 million, distributions on preferred shares of $4.0 million, payments of financing costs of $1.0 million, and payments of offering costs on common shares of $0.3 million, partially offset by net borrowings on our revolving credit facility of $120.0 million, borrowings on our unsecured term loan of $50.0 million, and proceeds from the issuance of mortgage debt of $60.3 million. For the six months ended June 30, 2023, net cash flows used in financing activities of $(14.6) million were comprised of the repayment of our construction loan of $39.3 million, principal payments on mortgage debt of $54.2 million, distributions to common share and unit holders of $7.1 million, and distributions on preferred shares of $4.0 million, partially offset by borrowings on our unsecured term loan of $90.0 million.

Previous wording

We declared total dividends of $0.07 and $0.07 per common share and LTIP unit for the three months ended March 31, 2024 and 2023, respectively. We declared total dividends of $0.41406 and $0.41406 per Series A preferred share for the three months ended March 31, 2024 and 2023, respectively.

Current wording

We declared total dividends of $0.14 and $0.14 per common share and LTIP unit for the six months ended June 30, 2024 and 2023, respectively. We declared total dividends of $0.82812 and $0.82812 per Series A preferred share for the six months ended June 30, 2024 and 2023, respectively.

Previous wording

•At March 31, 2024, we had total debt principal and interest obligations of $548.5 million with $329.1 million of principal and interest payable within the next 12 months from March 31, 2024. $309.2 million of debt principal obligations payable during the next 12 months relate to maturities of the Company's mortgage loans secured by the Residence Inn Garden Grove, SpringHill Suites Savannah, Residence Inn Silicon Valley I, Residence Inn Silicon Valley II, Residence Inn San Mateo, Residence Inn Mountain View, Hilton Garden Inn Marina del Rey, Homewood Suites Billerica, and Hampton Inn & Suites Houston Medical Center hotel properties. See Note 5, “Debt” to our consolidated financial statements for additional information relating to our property loans, revolving credit facility, and unsecured term loan.

Current wording

•At June 30, 2024, we had total debt principal and interest obligations of $566.4 million with $78.4 million of principal and interest payable within the next 12 months from June 30, 2024. $48.8 million of debt principal obligations payable during the next 12 months relate to maturities of the Company's mortgage loans secured by the Hilton Garden Inn Marina del Rey, Homewood Suites Billerica, and Hampton Inn & Suites Houston Medical Center hotel properties. See Note 6, “Debt” to our consolidated financial statements for additional information relating to our property loans, revolving credit facility, and unsecured term loan.

Previous wording

At March 31, 2024, our leverage ratio was approximately 24.8% measured as the ratio of our net debt (total debt outstanding before deferred financing costs less unrestricted cash and cash equivalents) to hotel investments at cost. Over the past several years, we have maintained a leverage ratio between the mid 20s and the low 50s. At March 31, 2024, we had total debt of $484.5 million at an average interest rate of approximately 5.5%.

Current wording

At June 30, 2024, our leverage ratio was approximately 25.8% measured as the ratio of our net debt (total debt outstanding before deferred financing costs less unrestricted cash and cash equivalents) to hotel investments at cost. Over the past several years, we have maintained a leverage ratio between the mid 20s and the low 50s. At June 30, 2024, we had total debt of $452.4 million at an average interest rate of approximately 6.8%.

Previous wording

At March 31, 2024 and December 31, 2023, we had $0 and $0, respectively, in outstanding borrowings under our $260.0 million revolving credit facility. We had $90.0 million and $90.0 million, respectively, in outstanding borrowings under our unsecured term loan at March 31, 2024 and December 31, 2023.

Current wording

At June 30, 2024 and December 31, 2023, we had $120.0 million and $0, respectively, in outstanding borrowings under our $260.0 million revolving credit facility. We had $140.0 million and $90.0 million, respectively, in outstanding borrowings under our unsecured term loan at June 30, 2024 and December 31, 2023.

Previous wording

Our revolving credit facility and term loan contain representations, warranties, covenants, terms and conditions customary for credit facilities of this type, including a maximum leverage ratio, a minimum fixed charge coverage ratio and minimum net worth financial covenants, limitations on (i) liens, (ii) incurrence of debt, (iii) investments, (iv) distributions, and (v) mergers and asset dispositions, covenants to preserve corporate existence and comply with laws, covenants on the use of proceeds and default provisions, including defaults for non-payment, breach of representations and warranties, insolvency, non-performance of covenants, cross-defaults and guarantor defaults. We were in compliance with all financial covenants at March 31, 2024.

Current wording

(v) mergers and asset dispositions, covenants to preserve corporate existence and comply with laws, covenants on the use of proceeds and default provisions, including defaults for non-payment, breach of representations and warranties, insolvency, non-performance of covenants, cross-defaults and guarantor defaults. We were in compliance with all financial covenants at June 30, 2024.

Previous wording

Our mortgage debt agreements contain “cash trap” provisions that are triggered when the hotel’s operating results fall below a certain debt service coverage ratio or debt yield. When these provisions are triggered, all of the excess cash flow generated by the hotel is deposited directly into cash management accounts for the benefit of our lenders until a specified debt service coverage ratio or debt yield is reached. Such provisions do not allow the lender the right to accelerate repayment of the underlying debt. As of March 31, 2024, four of our mortgage debt lenders have enforced cash trap provisions resulting in $6.7 million of restricted cash. We do not expect that such cash traps will affect our ability to satisfy our short-term liquidity requirements.

Current wording

Our mortgage debt agreements contain “cash trap” provisions that are triggered when the hotel’s operating results fall below a certain debt service coverage ratio or debt yield. When these provisions are triggered, all of the excess cash flow generated by the hotel is deposited directly into cash management accounts for the benefit of our lenders until a specified debt service coverage ratio or debt yield is reached. Such provisions do not allow the lender the right to accelerate repayment of the underlying debt. As of June 30, 2024, one of our mortgage debt lenders has enforced cash trap provisions resulting in $0.4 million of restricted cash. We do not expect that such cash traps will affect our ability to satisfy our short-term liquidity requirements.

Previous wording

In December 2017, we established a $50.0 million dividend reinvestment and stock purchase plan (the "DRSPP") which renewed in December 2020 and renewed again in January 2024. Under the DRSPP, shareholders may purchase additional common shares by reinvesting some or all of the cash dividends received on common shares. Shareholders may also make optional cash purchases of common shares subject to certain limitations detailed in the prospectuses for the DRSPP. During the three months ended March 31, 2024, the Company issued 1,270 common shares under the DRSPP at a weighted average price per share of $10.50, which generated $13 thousand of proceeds. As of March 31, 2024, there was approximately $50.0 million in common shares available for issuance under the DRSPP.

Current wording

In December 2017, we established a $50.0 million dividend reinvestment and stock purchase plan (the "DRSPP") which renewed in December 2020 and renewed again in January 2024. Under the DRSPP, shareholders may purchase additional common shares by reinvesting some or all of the cash dividends received on common shares. Shareholders may also make optional cash purchases of common shares subject to certain limitations detailed in the prospectuses for the DRSPP. During the three months ended June 30, 2024, the Company issued 1,482 common shares under the DRSPP at a weighted average price per share of $9.06, which generated $13 thousand of proceeds. During the six months ended June 30, 2024, the Company issued 2,752 common shares under the DRSPP at a weighted average price of $9.72, which generated $27 thousand of proceeds. As of June 30, 2024, there was approximately $50.0 million in common shares available for issuance under the DRSPP.

Previous wording

In January 2021, we established an "at-the-market" equity offering program (the "ATM Program") whereby, from time to time, we may publicly offer and sell our common shares having an aggregate maximum offering price up to $100.0 million by means of ordinary brokers transactions on the New York Stock Exchange (the "NYSE"), in negotiated transactions or in transactions that are deemed to be "at-the-market" offerings as defined in Rule 415 under the Securities Act of 1933, as amended. Cantor Fitzgerald & Co., Barclays Capital Inc., BMO Capital Markets Corp., BofA Securities, Inc., BTIG, LLC, Citigroup Global Markets Inc., Regions Securities LLC, Stifel, Nicolaus & Company, Incorporated and Wells Fargo Securities act as sales agents under the ATM Program. The Company did not issue any shares under the ATM Program during the three months ended March 31, 2024. As of March 31, 2024, there was approximately $77.5 million in common shares available for issuance under the ATM Program.

Current wording

In January 2021, we established an "at-the-market" equity offering program (the "ATM Program") whereby, from time to time, we may publicly offer and sell our common shares having an aggregate maximum offering price up to $100.0 million by means of ordinary brokers transactions on the New York Stock Exchange (the "NYSE"), in negotiated transactions or in transactions that are deemed to be "at-the-market" offerings as defined in Rule 415 under the Securities Act of 1933, as amended. Cantor Fitzgerald & Co., Barclays Capital Inc., BMO Capital Markets Corp., BofA Securities, Inc., BTIG, LLC, Citigroup Global Markets Inc., Regions Securities LLC, Stifel, Nicolaus & Company, Incorporated and Wells Fargo Securities act as sales agents under the ATM Program. The Company did not issue any shares under the ATM Program during the three and six months ended June 30, 2024. As of June 30, 2024, there was approximately $77.5 million in common shares available for issuance under the ATM Program.

Previous wording

We expect to meet our short-term liquidity requirements generally through existing cash balances and availability under our credit facility and unsecured term loan. We believe that our existing cash balances and availability under our credit facility and unsecured term loan will be adequate to fund operating obligations, pay interest on any borrowings and fund dividends in accordance with the requirements for qualification as a REIT under the Code. We expect to meet our long-term liquidity requirements, such as hotel property acquisitions and debt maturities or repayments through additional long-term secured and unsecured borrowings, the issuance of additional equity or debt securities or the possible sale of existing assets.

Current wording

We expect to meet our short-term liquidity requirements generally through existing cash balances and availability under our credit facility. We believe that our existing cash balances and availability under our credit facility will be adequate to fund operating obligations, pay interest on any borrowings and fund dividends in accordance with the requirements for qualification as a REIT under the Code. We expect to meet our long-term liquidity requirements, such as hotel property acquisitions and debt maturities or repayments through additional long-term secured and unsecured borrowings, the issuance of additional equity or debt securities or the possible sale of existing assets.

Previous wording

Our common share dividend policy has been to distribute, annually, approximately 100% of our annual taxable income. During the three months ended March 31, 2024, the Company declared total common share dividends of $0.07 per share and distributions on LTIP units of $0.07 per unit. We plan to pay dividends required to maintain REIT status. The amount of any dividend is determined by our Board of Trustees.

Current wording

Our common share dividend policy has been to distribute, annually, approximately 100% of our annual taxable income. During the six months ended June 30, 2024, the Company declared total common share dividends of $0.14 per share and distributions on LTIP units of $0.14 per unit. We plan to pay dividends required to maintain REIT status. The amount of any dividend is determined by our Board of Trustees.

Previous wording

Chatham declared dividends of $0.41406 per share of 6.625% Series A Cumulative Redeemable Preferred Shares during the three months ended March 31, 2024.

Current wording

Chatham declared dividends of $0.82812 per share of 6.625% Series A Cumulative Redeemable Preferred Shares during the six months ended June 30, 2024.