Braemar Hotels & Resorts Inc. · NYSE:BHR

Braemar Hotels & Resorts — Proxy Contest (April 2024)

7 slides from Braemar Hotels & Resorts's proxy contest presentation, Apr 10, 2024

  1. Slide 1: Braemar shareholders are being burned, while Ashford Inc. enjoys (the) shade

  2. Slide 2: Disclaimer

    The views expressed in this presentation (the Presentation’) represent the opinions of Blackwells Capital LLC andlor certain ofits aflates (Blackvells”) and the investment funds it manages that hold shares in Braemar Hotels & Resorts Inc. (the “Company’, Braemar” or ‘BHR’, The Presentation is fr inf

  3. Slide 3: Braemar pays $30 million per year in additional service fees on top of advisory fees

    On top of the $31 million paid to Ashford“) per the advisory agreement, Braemar is paying an additional $30 million per year to Ashford for “additional service fees” 2013" 2014” 2016” 2017" 2018" 2019" 2020" 2021" 2022" 2023") (S in thousands) Base Fee 878 8,739 8,648 8,343 8,800 9,424 10,834 9,981

  4. Slide 4: Operating load as a percentage of market cap is ~14x average

    BHR’s Load as a Percentage of Market Cap is ~14x the Hotel REIT Peer Average(’?) Operating Load‘) as % of Market Cap‘) by Hotel REIT“) Operating Load’) as Percentage of Book Value by Hotel REIT) 70.9% pace 7.1% pee Reer Average: 51% 3.5% «5.8% 5.7% Proxy Peer Average: 9.3% nee ee eee 3.8% - ee — ee

  5. Slide 5: Operating load as a percentage of EBITDA is ~2x average

    BHR’s Load as a Percentage of EBITDA is ~2x the Hotel REIT Peer Average?) Operating Load 2) as Percentage of EBITDA by Hotel REIT“) Operating Load?) as Percentage of Revenue Hotel REIT(®) Peer Average: 29.1% 29.2% 12.3% SHO HST INN PK 29.7% PEB XHR 59.0% 49.3% Peer Average: 7.6% 5.9% 49% RLU BHR SHO

  6. Slide 6: Operating load per hotel room is ~3x average

    BHR’s Load per Hotel Room is ~3x the Hotel REIT Peer Average() Operating Load?) per Hotel Room vs. Hotel REIT Peers‘) Operating Load?) per Hotel vs. Hotel REIT Peers“5) (Sin thousands) ($ in thousands) $22.5 $5,883 $4,048 $4,442 $3,430 Proxy Peer Average: 3 $2,745 Proxy Peer Average: cil 6s | Sc: Si

  7. Slide 7: Footnotes and sources

    1. Ashford Hospitality Advisors LLC ("Ashford LLC"), a subsidiary of Ashford Inc. (together with Ashford LLC, "Ashford"), and entities in which Ashford has an interest. 2. 100% owned subsidiary of Ashford Inc. Source: BHR 2018 Form 10-K/A, pg. 24; https://www.sec.gov/Archives/edgar/data/1574085/0001

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