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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.

For the quarterly period ended March 31, 2023

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.

Commission File Number: 001-14625 (Host Hotels & Resorts, Inc.)

0-25087 (Host Hotels & Resorts, L.P.)

HOST HOTELS & RESORTS, INC.

HOST HOTELS & RESORTS, L.P.

(Exact name of registrant as specified in its charter)

Maryland (Host Hotels & Resorts, Inc.) Delaware (Host Hotels & Resorts, L.P.) (State or Other Jurisdiction of Incorporation or Organization)53-0085950 52-2095412 (I.R.S. Employer Identification No.)
4747 Bethesda Ave**,** Suite 1300 Bethesda**,** Maryland (Address of Principal Executive Offices)20814 (Zip Code)

(240) 744-1000

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading SymbolName of Each Exchange on Which Registered
Host Hotels & Resorts, Inc.Common Stock, $0.01 par valueHSTThe Nasdaq Stock Market LLC
Host Hotels & Resorts, L.P.NoneNoneNone

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Host Hotels & Resorts, Inc.Yes ☑No ☐
Host Hotels & Resorts, L.P.Yes ☑No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Host Hotels & Resorts, Inc.Yes ☑No ☐
Host Hotels & Resorts, L.P.Yes ☑No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Host Hotels & Resorts, Inc.
Large accelerated filer ☑Accelerated filer ☐
Non-accelerated filer ☐Smaller reporting company ☐
Emerging growth company ☐
Host Hotels & Resorts, L.P.
Large accelerated filer ☐Accelerated filer ☐
Non-accelerated filer ☑Smaller reporting company ☐
Emerging growth company ☐
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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Host Hotels & Resorts, Inc.Yes ☐No ☑
Host Hotels & Resorts, L.P.Yes ☐No ☑

As of May 3, 2023, there were 711,240,767 shares of Host Hotels & Resorts, Inc.’s common stock, $0.01 par value per share, outstanding.

EXPLANATORY NOTE

This report combines the quarterly reports on Form 10-Q of Host Hotels & Resorts, Inc. and Host Hotels & Resorts, L.P. Unless stated otherwise or the context requires otherwise, references to “Host Inc.” mean Host Hotels & Resorts, Inc., a Maryland corporation, and references to “Host L.P.” mean Host Hotels & Resorts, L.P., a Delaware limited partnership, and its consolidated subsidiaries, in cases where it is important to distinguish between Host Inc. and Host L.P. We use the terms “we,” “our” or “the company” to refer to Host Inc. and Host L.P. together, unless the context indicates otherwise.

Host Inc. operates as a self-managed and self-administered real estate investment trust (“REIT”). Host Inc. owns properties and conducts operations through Host L.P., of which Host Inc. is the sole general partner and of which it holds approximately 99% of the partnership interests (“OP units”). The remaining OP units are owned by various unaffiliated limited partners. As the sole general partner of Host L.P., Host Inc. has the exclusive and complete responsibility for Host L.P.’s day-to-day management and control. Management operates Host Inc. and Host L.P. as one enterprise. The management of Host Inc. consists of the same persons who direct the management of Host L.P. As general partner with control of Host L.P., Host Inc. consolidates Host L.P. for financial reporting purposes, and Host Inc. does not have significant assets other than its investment in Host L.P. Therefore, the assets and liabilities of Host Inc. and Host L.P. are substantially the same on their respective condensed consolidated financial statements and the disclosures of Host Inc. and Host L.P. also are substantially similar. For these reasons, we believe that the combination into a single report of the quarterly reports on Form 10-Q of Host Inc. and Host L.P. results in benefits to management and investors.

The substantive difference between the filings of Host Inc. and Host L.P. is that Host Inc. is a REIT with public stock, while Host L.P. is a partnership with no publicly traded equity. In the condensed consolidated financial statements, this difference primarily is reflected in the equity (or partners’ capital for Host L.P.) section of the consolidated balance sheets and in the consolidated statements of equity (or partners’ capital for Host L.P.). Apart from the different equity treatment, the condensed consolidated financial statements of Host Inc. and Host L.P. are nearly identical.

This combined Form 10-Q for Host Inc. and Host L.P. includes, for each entity, separate interim financial statements (but combined footnotes), separate reports on disclosure controls and procedures and internal control over financial reporting and separate CEO/CFO certifications. In addition, with respect to any other financial and non-financial disclosure items required by Form 10-Q, any material differences between Host Inc. and Host L.P. are discussed separately herein. For a more detailed discussion of the substantive differences between Host Inc. and Host L.P. and why we believe the combined filing results in benefits to investors, see the discussion in the combined Annual Report on Form 10-K for the year ended December 31, 2022 under the heading “Explanatory Note.”

i

HOST HOTELS & RESORTS, INC. AND HOST HOTELS & RESORTS, L.P.

INDEX

PART I. FINANCIAL INFORMATION

Page No.
Item 1.Financial Statements for Host Hotels & Resorts, Inc.:
Condensed Consolidated Balance Sheets - March 31, 2023 (unaudited) and December 31, 20221
Condensed Consolidated Statements of Operations (unaudited) - Quarter ended March 31, 2023 and 20222
Condensed Consolidated Statements of Comprehensive Income (Loss) (unaudited) - Quarter ended March 31, 2023 and 20223
Condensed Consolidated Statements of Cash Flows (unaudited) - Quarter ended March 31, 2023 and 20224
Financial Statements for Host Hotels & Resorts, L.P.:
Condensed Consolidated Balance Sheets - March 31, 2023 (unaudited) and December 31, 20226
Condensed Consolidated Statements of Operations (unaudited) - Quarter ended March 31, 2023 and 20227
Condensed Consolidated Statements of Comprehensive Income (Loss) (unaudited) - Quarter ended March 31, 2023 and 20228
Condensed Consolidated Statements of Cash Flows (unaudited) - Quarter ended March 31, 2023 and 20229
Notes to Condensed Consolidated Financial Statements (unaudited)11
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations19
Item 3.Quantitative and Qualitative Disclosures about Market Risk37
Item 4.Controls and Procedures38
PART II. OTHER INFORMATION
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds39
Item 6.Exhibits40

ii

HOST HOTELS & RESORTS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

March 31, 2023 and December 31, 2022

(in millions, except share and per share amounts)

March 31, 2023December 31, 2022
unaudited
ASSETS
Property and equipment, net$9,720$9,748
Right-of-use assets557556
Due from managers14494
Advances to and investments in affiliates150132
Furniture, fixtures and equipment replacement fund203200
Notes receivable485413
Other403459
Cash and cash equivalents563667
Total assets$12,225$12,269
LIABILITIES, NON-CONTROLLING INTERESTS AND EQUITY
Debt
Senior notes$3,116$3,115
Credit facility, including the term loans of $997 and $998, respectively986994
Mortgage and other debt106106
Total debt4,2084,215
Lease liabilities570568
Accounts payable and accrued expenses219372
Due to managers3067
Other168168
Total liabilities5,1955,390
Redeemable non-controlling interests - Host Hotels & Resorts, L.P.167164
Host Hotels & Resorts, Inc. stockholders’ equity:
Common stock, par value $.01, 1,050 million shares authorized, 711.2 million shares and 713.4 million shares issued and outstanding, respectively77
Additional paid-in capital7,6637,717
Accumulated other comprehensive loss(73)(75)
Deficit(739)(939)
Total equity of Host Hotels & Resorts, Inc. stockholders6,8586,710
Non-redeemable non-controlling interests—other consolidated partnerships55
Total equity6,8636,715
Total liabilities, non-controlling interests and equity$12,225$12,269

See notes to condensed consolidated financial statements.

HOST HOTELS & RESORTS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

Quarter ended March 31, 2023 and 2022

(unaudited, in millions, except per share amounts)

Quarter ended March 31,
20232022
REVENUES
Rooms$820$655
Food and beverage431297
Other130122
Total revenues1,3811,074
EXPENSES
Rooms193160
Food and beverage269200
Other departmental and support expenses315273
Management fees6540
Other property-level expenses9184
Depreciation and amortization169172
Corporate and other expenses3123
Total operating costs and expenses1,133952
OPERATING PROFIT248122
Interest income141
Interest expense(49)(36)
Other gains6913
Equity in earnings of affiliates72
INCOME BEFORE INCOME TAXES289102
Benefit for income taxes216
NET INCOME291118
Less: Net income attributable to non-controlling interests(4)(2)
NET INCOME ATTRIBUTABLE TO HOST HOTELS & RESORTS, INC.$287$116
Basic earnings per common share$0.40$0.16
Diluted earnings per common share$0.40$0.16

See notes to condensed consolidated financial statements.

HOST HOTELS & RESORTS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

Quarter ended March 31, 2023 and 2022

(unaudited, in millions)

Quarter ended March 31,
20232022
NET INCOME$291$118
OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAX:
Foreign currency translation and other comprehensive income of unconsolidated affiliates27
OTHER COMPREHENSIVE INCOME, NET OF TAX27
COMPREHENSIVE INCOME293125
Less: Comprehensive income attributable to non-controlling interests(4)(2)
COMPREHENSIVE INCOME ATTRIBUTABLE TO HOST HOTELS & RESORTS, INC.$289$123

See notes to condensed consolidated financial statements.

HOST HOTELS & RESORTS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Quarter ended March 31, 2023 and 2022

(unaudited, in millions)

Quarter ended March 31,
20232022
OPERATING ACTIVITIES
Net income$291$118
Adjustments to reconcile net income to net cash provided by operations:
Depreciation and amortization169172
Amortization of finance costs, discounts and premiums, net23
Loss on extinguishment of debt4—
Stock compensation expense75
Other gains(69)(13)
Equity in earnings of affiliates(7)(2)
Change in due from/to managers(88)(5)
Distributions from investments in affiliates72
Property insurance proceeds - remediation costs31—
Changes in other assets3(5)
Changes in other liabilities(42)(14)
Net cash provided by operating activities308261
INVESTING ACTIVITIES
Proceeds from sales of assets, net3574
Advances to and investments in affiliates(18)(44)
Capital expenditures:
Renewals and replacements(95)(39)
Return on investment(51)(83)
Property insurance proceeds24—
Net cash used in investing activities(105)(92)
FINANCING ACTIVITIES
Financing costs(10)—
Repayment of credit facility—(683)
Debt extinguishment costs(3)—
Common stock repurchase(50)—
Dividends on common stock(228)—
Distributions and payments to non-controlling interests(3)—
Other financing activities(14)(10)
Net cash used in financing activities(308)(693)
Effects of exchange rate changes on cash held11
NET DECREASE IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH(104)(523)
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH, BEGINNING OF PERIOD874953
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH, END OF PERIOD$770$430

See notes to condensed consolidated financial statements.

HOST HOTELS & RESORTS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS, CONTINUED

Quarter ended March 31, 2023 and 2022

(unaudited)

Supplemental disclosure of cash flow information (in millions):

The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the balance sheet to the amount shown in the statements of cash flows:

March 31, 2023March 31, 2022
Cash and cash equivalents$563$266
Restricted cash (included in other assets)41
Cash included in furniture, fixtures and equipment replacement fund203163
Total cash and cash equivalents and restricted cash shown in the statements of cash flows$770$430

The following table presents cash paid (received) for the following:

Quarter ended March 31,
20232022
Total interest paid$40$28
Income taxes paid (refunds received)$(1)$(8)

Supplemental schedule of noncash investing and financing activities:

In connection with the sales of The Camby, Autograph Collection in March 2023 and the Sheraton Boston Hotel in February 2022, we issued loans to the buyers for $72 million and $163 million, respectively. The proceeds received from the sales are net of the loans.

On January 20, 2022, we entered into definitive agreements with Noble Investment Group, LLC, and certain other entities and persons related to Noble Investment Group, LLC, pursuant to which we made an investment in a joint venture with Noble Investment Group. In connection with the investment, Host Hotels & Resorts, L.P. issued approximately 3.2 million OP units valued at approximately $56 million.

See notes to condensed consolidated financial statements.

HOST HOTELS & RESORTS, L.P. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

March 31, 2023 and December 31, 2022

(in millions)

March 31, 2023December 31, 2022
unaudited
ASSETS
Property and equipment, net$9,720$9,748
Right-of-use assets557556
Due from managers14494
Advances to and investments in affiliates150132
Furniture, fixtures and equipment replacement fund203200
Notes receivable485413
Other403459
Cash and cash equivalents563667
Total assets$12,225$12,269
LIABILITIES, LIMITED PARTNERSHIP INTERESTS OF THIRD PARTIES AND CAPITAL
Debt
Senior notes$3,116$3,115
Credit facility, including the term loans of $997 and $998, respectively986994
Mortgage and other debt106106
Total debt4,2084,215
Lease liabilities570568
Accounts payable and accrued expenses219372
Due to managers3067
Other168168
Total liabilities5,1955,390
Limited partnership interests of third parties167164
Host Hotels & Resorts, L.P. capital:
General partner11
Limited partner6,9306,784
Accumulated other comprehensive loss(73)(75)
Total Host Hotels & Resorts, L.P. capital6,8586,710
Non-controlling interests—consolidated partnerships55
Total capital6,8636,715
Total liabilities, limited partnership interests of third parties and capital$12,225$12,269

See notes to condensed consolidated financial statements.

HOST HOTELS & RESORTS, L.P. AND SUBSIDIARIES

CONDENSED CONSO****LIDATED STATEMENTS OF OPERATIONS

Quarter ended March 31, 2023 and 2022

(unaudited, in millions, except per unit amounts)

Quarter ended March 31,
20232022
REVENUES
Rooms$820$655
Food and beverage431297
Other130122
Total revenues1,3811,074
EXPENSES
Rooms193160
Food and beverage269200
Other departmental and support expenses315273
Management fees6540
Other property-level expenses9184
Depreciation and amortization169172
Corporate and other expenses3123
Total operating costs and expenses1,133952
OPERATING PROFIT248122
Interest income141
Interest expense(49)(36)
Other gains6913
Equity in earnings of affiliates72
INCOME BEFORE INCOME TAXES289102
Benefit for income taxes216
NET INCOME291118
Less: Net income attributable to non-controlling interests—(1)
NET INCOME ATTRIBUTABLE TO HOST HOTELS & RESORTS, L.P.$291$117
Basic earnings per common unit$0.41$0.17
Diluted earnings per common unit$0.41$0.17

See notes to condensed consolidated financial statements.

HOST HOTELS & RESORTS, L.P. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

Quarter ended March 31, 2023 and 2022

(unaudited, in millions)

Quarter ended March 31,
20232022
NET INCOME$291$118
OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAX:
Foreign currency translation and other comprehensive income of unconsolidated affiliates27
OTHER COMPREHENSIVE INCOME, NET OF TAX27
COMPREHENSIVE INCOME293125
Less: Comprehensive income attributable to non-controlling interests—(1)
COMPREHENSIVE INCOME ATTRIBUTABLE TO HOST HOTELS & RESORTS, L.P.$293$124

See notes to condensed consolidated financial statements.

HOST HOTELS & RESORTS, L.P. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Quarter ended March 31, 2023 and 2022

(unaudited, in millions)

Quarter ended March 31,
20232022
OPERATING ACTIVITIES
Net income$291$118
Adjustments to reconcile net income to net cash provided by operations:
Depreciation and amortization169172
Amortization of finance costs, discounts and premiums, net23
Loss on extinguishment of debt4—
Stock compensation expense75
Other gains(69)(13)
Equity in earnings of affiliates(7)(2)
Change in due from/to managers(88)(5)
Distributions from investments in affiliates72
Property insurance proceeds - remediation costs31—
Changes in other assets3(5)
Changes in other liabilities(42)(14)
Net cash provided by operating activities308261
INVESTING ACTIVITIES
Proceeds from sales of assets, net3574
Advances to and investments in affiliates(18)(44)
Capital expenditures:
Renewals and replacements(95)(39)
Return on investment(51)(83)
Property insurance proceeds24—
Net cash used in investing activities(105)(92)
FINANCING ACTIVITIES
Financing costs(10)—
Repayment of credit facility—(683)
Debt extinguishment costs(3)—
Repurchase of common OP units(50)—
Distributions on common OP units(231)—
Other financing activities(14)(10)
Net cash used in financing activities(308)(693)
Effects of exchange rate changes on cash held11
NET DECREASE IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH(104)(523)
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH, BEGINNING OF PERIOD874953
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH, END OF PERIOD$770$430

See notes to condensed consolidated financial statements.

HOST HOTELS & RESORTS, L.P. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS, CONTINUED

Quarter ended March 31, 2023 and 2022

(unaudited)

Supplemental disclosure of cash flow information (in millions):

The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the balance sheet to the amount shown in the statements of cash flows:

March 31, 2023March 31, 2022
Cash and cash equivalents$563$266
Restricted cash (included in other assets)41
Cash included in furniture, fixtures and equipment replacement fund203163
Total cash and cash equivalents and restricted cash shown in the statements of cash flows$770$430

The following table presents cash paid (received) for the following:

Quarter ended March 31,
20232022
Total interest paid$40$28
Income taxes paid (refunds received)$(1)$(8)

Supplemental schedule of noncash investing and financing activities:

In connection with the sales of The Camby, Autograph Collection in March 2023 and the Sheraton Boston Hotel in February 2022, we issued loans to the buyers for $72 million and $163 million, respectively. The proceeds received from the sales are net of the loans.

On January 20, 2022, we entered into definitive agreements with Noble Investment Group, LLC, and certain other entities and persons related to Noble Investment Group, LLC, pursuant to which we made an investment in a joint venture with Noble Investment Group. In connection with the investment, Host Hotels & Resorts, L.P. issued approximately 3.2 million OP units valued at approximately $56 million.

See notes to condensed consolidated financial statements.

HOST HOTELS & RESORTS, INC., HOST HOTELS & RESORTS, L.P., AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

1.Organization

Description of Business

Host Hotels & Resorts, Inc. operates as a self-managed and self-administered real estate investment trust (“REIT”), with its operations conducted solely through Host Hotels & Resorts, L.P. and its subsidiaries. Host Hotels & Resorts, L.P., a Delaware limited partnership, operates through an umbrella partnership structure, with Host Hotels & Resorts, Inc., a Maryland corporation, as its sole general partner. In the notes to these unaudited condensed consolidated financial statements, we use the terms “we” or “our” to refer to Host Hotels & Resorts, Inc. and Host Hotels & Resorts, L.P. together, unless the context indicates otherwise. We also use the term “Host Inc.” specifically to refer to Host Hotels & Resorts, Inc., and the term “Host L.P.” specifically to refer to Host Hotels & Resorts, L.P. in cases where it is important to distinguish between Host Inc. and Host L.P. As of March 31, 2023, Host Inc. holds approximately 99% of Host L.P.’s partnership interests.

Consolidated Portfolio

As of March 31, 2023, our consolidated portfolio, primarily consisting of luxury and upper upscale hotels, is located in the following countries:

Hotels
United States72
Brazil3
Canada2
Total77
2.Summary of Significant Accounting Policies

We have condensed or omitted certain information and footnote disclosures normally included in financial statements presented in accordance with U.S. generally accepted accounting principles, or GAAP in the accompanying unaudited condensed consolidated financial statements. We believe the disclosures made herein are adequate to prevent the information presented from being misleading. However, the financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10–K for the year ended December 31, 2022.

The preparation of financial statements in conformity with GAAP, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

In our opinion, the accompanying unaudited condensed consolidated financial statements reflect all adjustments necessary to present fairly our financial position as of March 31, 2023, and the results of our operations and cash flows for the quarter ended March 31, 2023 and 2022, respectively. Interim results are not necessarily indicative of full year performance because of the effect of seasonal variations.

Four of the partnerships in which we own an interest are considered variable interest entities (VIEs), as the general partner of these partnerships maintains control over the decisions that most significantly impact such partnerships. These VIEs include the operating partnership, Host L.P., which is consolidated by Host Inc., of which Host Inc. is the sole general partner and holds approximately 99% of the limited partner interests; the consolidated partnership that owns the Houston Airport Marriott at George Bush Intercontinental; and two unconsolidated partnerships that own hotel properties, of which we hold limited partner interests ranging from 11% - 19%. Host Inc.’s sole significant asset is its investment in Host L.P. and, consequently, substantially all of Host Inc.’s assets and liabilities consists of the assets and liabilities of Host L.P. All of Host Inc.’s debt is an obligation of Host L.P. and may be settled only with assets of Host L.P.

3.Earnings Per Common Share (Unit)

Basic earnings (loss) per common share (unit) is computed by dividing net income (loss) attributable to common stockholders (unitholders) by the weighted average number of shares of Host Inc. common stock or Host L.P. common

HOST HOTELS & RESORTS, INC., HOST HOTELS & RESORTS, L.P., AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

units outstanding. Diluted earnings (loss) per common share (unit) is computed by dividing net income (loss) attributable to common stockholders (unitholders), as adjusted for potentially dilutive securities, by the weighted average number of shares of Host Inc. common stock or Host L.P. common units outstanding plus other potentially dilutive securities. Dilutive securities may include shares granted under comprehensive stock plans or the Host L.P. common units distributed to Host Inc. to support such granted shares, and other non-controlling interests that have the option to convert their limited partner interests to Host L.P. common units. No effect is shown for any securities that are anti-dilutive. We have 9.9 million Host L.P. common units, which are convertible into 10.1 million Host Inc. common shares, that are not included in Host Inc.’s calculation of earnings (loss) per share as their effect is not dilutive. The calculation of Host Inc. basic and diluted earnings (loss) per common share is shown below (in millions, except per share amounts):

Quarter ended March 31,
20232022
Net income$291$118
Less: Net income attributable to non-controlling interests(4)(2)
Net income attributable to Host Inc.$287$116
Basic weighted average shares outstanding713.4714.3
Assuming distribution of common shares granted under the comprehensive stock plans, less shares assumed purchased at market1.51.8
Diluted weighted average shares outstanding714.9716.1
Basic earnings per common share$0.40$0.16
Diluted earnings per common share$0.40$0.16

The calculation of Host L.P. basic and diluted earnings (loss) per unit is shown below (in millions, except per unit amounts):

Quarter ended March 31,
20232022
Net income$291$118
Less: Net income attributable to non-controlling interests—(1)
Net income attributable to Host L.P.$291$117
Basic weighted average units outstanding708.3708.9
Assuming distribution of common units granted under the comprehensive stock plans, less units assumed purchased at market1.51.7
Diluted weighted average units outstanding709.8710.6
Basic earnings per common unit$0.41$0.17
Diluted earnings per common unit$0.41$0.17
4.Revenue

Substantially all our operating results represent revenues and expenses generated by property-level operations. Payments are due from customers when services are provided to them. Due to the short-term nature of our contracts and the almost concurrent receipt of payment, we have no material unearned revenue at quarter end. We collect sales, use, occupancy and similar taxes from our customers, which we present on a net basis (excluded from revenues) on our statements of operations.

Disaggregation of Revenues. While we do not consider the following disclosure of hotel revenues by location to consist of reportable segments, we have disaggregated hotel revenues by market location. Our revenues also are presented by country in Note 10 – Geographic Information.

HOST HOTELS & RESORTS, INC., HOST HOTELS & RESORTS, L.P., AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

By Location. The following table presents hotel revenues for each of the geographic locations in our consolidated hotel portfolio (in millions):

Quarter ended March 31,
Location20232022
Orlando$141$108
Phoenix129111
Maui/Oahu126116
San Diego12587
San Francisco/San Jose10052
Florida Gulf Coast96131
Miami8383
Washington, D.C. (Central Business District)7638
New York7050
Houston3726
San Antonio3627
Los Angeles/Orange County3425
Jacksonville3129
Boston2918
New Orleans2920
Austin2520
Chicago1914
Northern Virginia1912
Seattle1810
Atlanta1813
Philadelphia1713
Denver1412
Other9051
Domestic1,3621,066
International198
Total$1,381$1,074
5.Property and Equipment

Property and equipment consists of the following (in millions):

March 31, 2023December 31, 2022
Land and land improvements$2,011$2,020
Buildings and leasehold improvements13,79713,849
Furniture and equipment2,2172,249
Construction in progress388313
18,41318,431
Less accumulated depreciation and amortization(8,693)(8,683)
$9,720$9,748
6.Debt

Credit Facility. As of March 31, 2023, we have $1.5 billion of available capacity under the revolver portion of our credit facility.

During the first quarter, we entered into the sixth amended and restated senior revolving credit and term loan facility, with Bank of America, N.A., as administrative agent, Wells Fargo Bank, N.A. and JPMorgan Chase Bank, N.A. as co-syndication agents, and certain other agents and lenders. The credit facility allows for revolving borrowings in an aggregate principal amount of up to $1.5 billion. The credit facility also provides for a term loan facility of $1 billion (which is fully utilized), a subfacility of up to $100 million for swingline borrowings in currencies other than U.S. dollars and a subfacility of up to $100 million for issuances of letters of credit. Host L.P. also has the option to add in the future $500 million of commitments which may be used for additional revolving credit facility borrowings and/or term loans,

HOST HOTELS & RESORTS, INC., HOST HOTELS & RESORTS, L.P., AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

subject to obtaining additional loan commitments (which we have not currently obtained) and the satisfaction of certain conditions. The revolving credit facility has an initial scheduled maturity date of January 4, 2027, which date may be extended by up to a year by the exercise of either a 1-year extension option or two 6-month extension options, each of which is subject to certain conditions, including the payment of an extension fee and the accuracy of representations and warranties. One $500 million term loan tranche has an initial maturity date of January 4, 2027, which date may be extended up to a year by the exercise of one 1-year extension option, which is subject to certain conditions, including the payment of an extension fee; and the second $500 million term loan tranche has a maturity date of January 4, 2028, which date may not be extended. The amendment also converted the underlying reference rate from LIBOR to SOFR plus a credit spread adjustment of 10 basis points.

7.Equity of Host Inc. and Capital of Host L.P.
Equity of Host Inc.

The components of the equity of Host Inc. are as follows (in millions):

Common StockAdditional Paid-in CapitalAccumulated Other Comprehensive Income (Loss)Retained Earnings / (Deficit)Non-redeemable, non-controlling interestsTotal equityRedeemable, non-controlling interests
Balance, December 31, 2022$7$7,717$(75)$(939)$5$6,715$164
Net income———287—2874
Issuance of common stock for comprehensive stock plans, net—(4)———(4)—
Repurchase of common stock—(50)———(50)—
Dividends declared on common stock———(87)—(87)—
Distributions to non-controlling interests——————(1)
Other comprehensive income——2——2—
Balance, March 31, 2023$7$7,663$(73)$(739)$5$6,863$167
Common StockAdditional Paid-in CapitalAccumulated Other Comprehensive Income (Loss)Retained Earnings / (Deficit)Non-redeemable, non-controlling interestsTotal equityRedeemable, non-controlling interests
Balance, December 31, 2021$7$7,702$(76)$(1,192)$5$6,446$126
Net income———11611171
Issuance of common stock for comprehensive stock plans, net—(9)———(9)—
Dividends declared on common stock———(22)—(22)—
Issuance of common OP units——————56
Changes in ownership and other—(13)——(1)(14)20
Other comprehensive income——7——7—
Balance, March 31, 2022$7$7,680$(69)$(1,098)$5$6,525$203

HOST HOTELS & RESORTS, INC., HOST HOTELS & RESORTS, L.P., AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

Capital of Host L.P.

As of March 31, 2023, Host Inc. is the owner of approximately 99% of Host L.P.’s common OP units. The remaining common OP units are owned by unaffiliated limited partners. Each common OP unit may be redeemed for cash or, at the election of Host Inc., Host Inc. common stock, based on the conversion ratio of 1.021494 shares of Host Inc. common stock for each common OP unit.

In exchange for any shares issued by Host Inc., Host L.P. will issue common OP units to Host Inc. based on the applicable conversion ratio. Additionally, funds used by Host Inc. to pay dividends on its common stock are provided by distributions from Host L.P.

The components of the Capital of Host L.P. are as follows (in millions):

General PartnerLimited PartnerAccumulated Other Comprehensive Income (Loss)Non-controlling interestsTotal capitalLimited partnership interests of third parties
Balance, December 31, 2022$1$6,784$(75)$5$6,715$164
Net income—287——2874
Issuance of common OP units to Host Inc. for comprehensive stock plans, net—(4)——(4)—
Repurchase of common OP units—(50)——(50)—
Distributions declared on common OP units—(87)——(87)(1)
Other comprehensive income——2—2—
Balance, March 31, 2023$1$6,930$(73)$5$6,863$167
General PartnerLimited PartnerAccumulated Other Comprehensive Income (Loss)Non-controlling interestsTotal capitalLimited partnership interests of third parties
Balance, December 31, 2021$1$6,516$(76)$5$6,446$126
Net income—116—11171
Issuance of common OP units to Host Inc. for comprehensive stock plans, net—(9)——(9)—
Distributions declared on common OP units—(22)——(22)—
Issuance of common OP units—————56
Changes in ownership and other—(13)—(1)(14)20
Other comprehensive income——7—7—
Balance, March 31, 2022$1$6,588$(69)$5$6,525$203

Share Repurchases

During the first quarter of 2023, we repurchased 3.2 million shares at an average price of $15.65 per share, exclusive of commissions, through our common share repurchase program for a total of $50 million. As of March 31, 2023, there was $923 million available for repurchase under our common share repurchase program.

HOST HOTELS & RESORTS, INC., HOST HOTELS & RESORTS, L.P., AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

Issuance of Common Stock

As of March 31, 2023, there was $460 million of remaining capacity under the distribution agreement we entered into in 2021 with various investment banks to sell shares of Host Inc. common stock in "at-the-market" offerings. No shares were issued during the first quarter of 2023.

Dividends/Distributions

On February 15, 2023, Host Inc.'s Board of Directors announced a regular quarterly cash dividend of $0.12 per share on its common stock. The dividend was paid on April 17, 2023 to stockholders of record as of March 31, 2023. Accordingly, Host L.P. made a distribution of $0.12257928 per unit on its common OP units based on the current conversion ratio.

8.Dispositions

During the first quarter, we sold The Camby, Autograph Collection for $110 million, including a $72 million loan we provided to the buyer. We recorded a gain on sale of $69 million, which is included in other gains on the unaudited condensed consolidated statement of operations. The loan, which is included in notes receivable on our unaudited condensed consolidated balance sheet, has an initial interest rate equal to Term SOFR plus 425 basis points and an initial scheduled maturity date of June 10, 2025, which date may be extended to March 10, 2026. Up to an additional $12 million in funding is available to the buyer under the loan for property improvement plan financing not to exceed a 65% loan to cost ratio.

9.Fair Value Measurements

We did not elect the fair value measurement option for any of our financial assets or liabilities. The fair values of notes receivable, secured debt and our credit facility are determined based on the expected future payments discounted at risk-adjusted rates. Our senior notes are valued based on quoted market prices. The fair values of financial instruments not included in this table are estimated to be equal to their carrying amounts.

The fair value of certain financial assets and financial liabilities is shown below (in millions):

March 31, 2023December 31, 2022
Carrying AmountFair ValueCarrying AmountFair Value
Financial assets
Notes receivable (Level 2)$485$480$413$404
Financial liabilities
Senior notes (Level 1)3,1162,8063,1152,768
Credit facility (Level 2)9861,0009941,000
Mortgage debt (Level 2)1019210295

E

10.Geographic Information

We consider each one of our hotels to be an operating segment, as we allocate resources and assess operating performance based on individual hotels. All of our hotels meet the aggregation criteria for segment reporting and our other real estate investment activities (primarily our retail spaces and office buildings) are immaterial. As such, we report one segment: hotel ownership. Our consolidated foreign operations consist of hotels in two countries as of March 31, 2023. There were no intersegment sales during the periods presented.

HOST HOTELS & RESORTS, INC., HOST HOTELS & RESORTS, L.P., AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

The following table presents total revenues and property and equipment, net, for each of the geographical areas in which we operate (in millions):

Total RevenuesProperty and Equipment, net
Quarter ended March 31,March 31,December 31,
2023202220232022
United States$1,362$1,066$9,650$9,678
Brazil643433
Canada1343637
Total$1,381$1,074$9,720$9,748
11.Non-controlling Interests

Host Inc.’s treatment of the non-controlling interests of Host L.P.: Host Inc. adjusts the amount of the non-controlling interests of Host L.P. each period so that the amount presented equals the greater of its carrying amount based on accumulated historical cost or its redemption value. The historical cost is based on the proportional relationship between the historical cost of equity held by our common stockholders relative to that of the common unitholders of Host L.P. The redemption value is based on the amount of cash or Host Inc. common stock, at our option, that would be paid to the non-controlling interests of Host L.P. if it were terminated. We have estimated that the redemption value of the common OP units is equivalent to the number of common shares issuable upon conversion of the common OP units held by third parties valued at the market price of Host Inc. common stock at the balance sheet date. One common OP unit may be exchanged for 1.021494 shares of Host Inc. common stock. Redeemable non-controlling interests of Host L.P. are classified in the mezzanine section of our balance sheets as they do not meet the requirements for equity classification because the redemption feature requires the delivery of registered shares.

The table below details the historical cost and redemption values for the non-controlling interests of Host L.P.:

March 31, 2023December 31, 2022
Common OP units outstanding (millions)9.910.0
Market price per Host Inc. common share$16.49$16.05
Shares issuable upon conversion of one common OP unit1.0214941.021494
Redemption value (millions)$167$164
Historical cost (millions)9997
Book value (millions) ⁽¹⁾167164

(1) The book value recorded is equal to the greater of redemption value or historical cost.

Other Consolidated Partnerships. As of March 31, 2023, we consolidate two majority-owned partnerships that have third-party, non-controlling ownership interests. The third-party limited partner interests are included in non-redeemable non-controlling interests — other consolidated partnerships on the balance sheets and totaled $5 million as of both March 31, 2023 and December 31, 2022.

12.Contingencies

While the majority of our hotels in Florida were affected by Hurricane Ian, which made landfall on September 28, 2022, the most significant damage sustained during the storm occurred at The Ritz-Carlton, Naples and Hyatt Regency Coconut Point Resort and Spa. The Hyatt Regency Coconut Point is open to guests, and the final phase of reconstruction, the resort's waterpark, is scheduled to reopen mid-June 2023. As of March 31, 2023, The Ritz-Carlton, Naples remains closed, and the reopening of the guestrooms, suites and amenities, including the new tower expansion, is targeted for July 2023.

We are still evaluating the complete property and business interruption impacts of the storm. However, our current estimate of the book value of the property and equipment written off and remediation costs is approximately $105 million, for which we have recorded a corresponding insurance receivable of $105 million. Provided planned reopening dates can be maintained, we believe our insurance coverage should be sufficient to cover substantially all of the property remediation and reconstruction costs and the near-term loss of business; however, there can be no assurances that this coverage will be sufficient to cover the entirety of the business interruption impact from the storm, especially if the hotel is unable to open as currently anticipated. As of March 31, 2023, we have received $55 million of property insurance

HOST HOTELS & RESORTS, INC., HOST HOTELS & RESORTS, L.P., AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

proceeds related to these claims, reducing the receivable to $50 million. Subsequent to quarter end, we received an additional $43 million of property insurance proceeds.

13.Legal Proceedings

We are involved in various legal proceedings in the ordinary course of business regarding the operation of our hotels and Company matters. To the extent not covered by insurance, these legal proceedings generally fall into the following broad categories: disputes involving hotel-level contracts, employment litigation, compliance with laws such as the Americans with Disabilities Act, tax disputes and other general matters. Under our management agreements, our operators have broad latitude to resolve individual hotel-level claims for amounts generally less than $150,000. However, for matters exceeding such threshold, our operators may not settle claims without our consent.

Based on our analysis of legal proceedings with which we are involved or of which we currently are aware and our experience in resolving similar claims in the past, we have recorded immaterial accruals as of March 31, 2023 related to such claims. We have estimated that, in the aggregate, our losses related to these proceedings will not be material. We are not aware of any matters with a reasonably possible unfavorable outcome for which disclosure of a loss contingency is required. No assurances can be given as to the outcome of any pending legal proceedings.

Next: Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations