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Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 10-Q

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

For the quarterly period ended March 31, 2024

OR

o 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.)53-0085950
Delaware (Host Hotels & Resorts, L.P.)52-2095412
(State or Other Jurisdiction of Incorporation or Organization)(I.R.S. Employer Identification No.)
4747 Bethesda Ave**,** Suite 130020814
Bethesda, Maryland(Zip Code)
(Address of Principal Executive Offices)

(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.YesþNoo
Host Hotels & Resorts, L.P.YesþNoo

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.YesþNoo
Host Hotels & Resorts, L.P.YesþNoo

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 filerþAccelerated filero
Non-accelerated fileroSmaller reporting companyo
Emerging growth companyo
Host Hotels & Resorts, L.P.
Large accelerated fileroAccelerated filero
Non-accelerated filerþSmaller reporting companyo
Emerging growth companyo
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. o

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.YesoNoþ
Host Hotels & Resorts, L.P.YesoNoþ

As of May 3, 2024, there were 705,044,134 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, 2023 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, 2024 (unaudited) and December 31, 20231
Condensed Consolidated Statements of Operations (unaudited) - Quarter ended March 31, 2024 and 20232
Condensed Consolidated Statements of Comprehensive Income (Loss) (unaudited) - Quarter ended March 31, 2024 and 20233
Condensed Consolidated Statements of Cash Flows (unaudited) - Quarter ended March 31, 2024 and 20234
Financial Statements for Host Hotels & Resorts, L.P.:
Condensed Consolidated Balance Sheets - March 31, 2024 (unaudited) and December 31, 20236
Condensed Consolidated Statements of Operations (unaudited) - Quarter ended March 31, 2024 and 20237
Condensed Consolidated Statements of Comprehensive Income (Loss) (unaudited) - Quarter ended March 31, 2024 and 20238
Condensed Consolidated Statements of Cash Flows (unaudited) - Quarter ended March 31, 2024 and 20239
Notes to Condensed Consolidated Financial Statements (unaudited)11
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations20
Item 3.Quantitative and Qualitative Disclosures about Market Risk41
Item 4.Controls and Procedures41
PART II. OTHER INFORMATION
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds42
Item 5.Other Information42
Item 6.Exhibits43

ii

HOST HOTELS & RESORTS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

March 31, 2024 and December 31, 2023

(in millions, except share and per share amounts)

March 31, 2024December 31, 2023
unaudited
ASSETS
Property and equipment, net$9,565$9,624
Right-of-use assets551550
Due from managers158128
Advances to and investments in affiliates147126
Furniture, fixtures and equipment replacement fund231217
Notes receivable7272
Other391382
Cash and cash equivalents1,3491,144
Total assets$12,464$12,243
LIABILITIES, NON-CONTROLLING INTERESTS AND EQUITY
Debt
Senior notes$3,121$3,120
Credit facility, including the term loans of $9971,290989
Mortgage and other debt99100
Total debt4,5104,209
Lease liabilities564563
Accounts payable and accrued expenses237408
Due to managers3764
Other176173
Total liabilities5,5245,417
Redeemable non-controlling interests - Host Hotels & Resorts, L.P.200189
Host Hotels & Resorts, Inc. stockholders’ equity:
Common stock, par value $0.01, 1,050 million shares authorized, 705.0 million shares and 703.6 million shares issued and outstanding, respectively77
Additional paid-in capital7,5147,535
Accumulated other comprehensive loss(73)(70)
Deficit(712)(839)
Total equity of Host Hotels & Resorts, Inc. stockholders6,7366,633
Non-redeemable non-controlling interests—other consolidated partnerships44
Total equity6,7406,637
Total liabilities, non-controlling interests and equity$12,464$12,243

See notes to condensed consolidated financial statements.

HOST HOTELS & RESORTS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

Quarter ended March 31, 2024 and 2023

(unaudited, in millions, except per share amounts)

Quarter ended March 31,
20242023
REVENUES
Rooms$853$820
Food and beverage473431
Other145130
Total revenues1,4711,381
EXPENSES
Rooms202193
Food and beverage295269
Other departmental and support expenses334315
Management fees6965
Other property-level expenses10491
Depreciation and amortization180169
Corporate and other expenses2731
Gain on insurance settlements(31)—
Total operating costs and expenses1,1801,133
OPERATING PROFIT291248
Interest income1814
Interest expense(47)(49)
Other gains—69
Equity in earnings of affiliates87
INCOME BEFORE INCOME TAXES270289
Benefit for income taxes22
NET INCOME272291
Less: Net income attributable to non-controlling interests(4)(4)
NET INCOME ATTRIBUTABLE TO HOST HOTELS & RESORTS, INC.$268$287
Basic earnings per common share$0.38$0.40
Diluted earnings per common share$0.38$0.40

See notes to condensed consolidated financial statements.

HOST HOTELS & RESORTS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

Quarter ended March 31, 2024 and 2023

(unaudited, in millions)

Quarter ended March 31,
20242023
NET INCOME$272$291
OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAX:
Foreign currency translation and other comprehensive income of unconsolidated affiliates(3)2
OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAX(3)2
COMPREHENSIVE INCOME269293
Less: Comprehensive income attributable to non-controlling interests(4)(4)
COMPREHENSIVE INCOME ATTRIBUTABLE TO HOST HOTELS & RESORTS, INC.$265$289

`

See notes to condensed consolidated financial statements.

HOST HOTELS & RESORTS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Quarter ended March 31, 2024 and 2023

(unaudited, in millions)

Quarter ended March 31,
20242023
OPERATING ACTIVITIES
Net income$272$291
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization180169
Amortization of finance costs, discounts and premiums, net22
Loss on extinguishment of debt—4
Stock compensation expense67
Other gains—(69)
Gain on property insurance settlement(21)—
Equity in earnings of affiliates(8)(7)
Change in due from/to managers(58)(88)
Distributions from investments in affiliates37
Property insurance proceeds - remediation costs—31
Payments for inventory costs(6)—
Changes in other assets83
Changes in other liabilities(13)(42)
Net cash provided by operating activities365308
INVESTING ACTIVITIES
Proceeds from sales of assets, net—35
Advances to and investments in affiliates(18)(18)
Capital expenditures:
Renewals and replacements(70)(95)
Return on investment(33)(51)
Property insurance proceeds2124
Net cash used in investing activities(100)(105)
FINANCING ACTIVITIES
Financing costs—(10)
Draws on credit facility300—
Debt extinguishment costs—(3)
Common stock repurchases—(50)
Dividends on common stock(316)(228)
Distributions and payments to non-controlling interests(5)(3)
Other financing activities(23)(14)
Net cash used in financing activities(44)(308)
Effects of exchange rate changes on cash held(2)1
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH219(104)
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH, BEGINNING OF PERIOD1,363874
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH, END OF PERIOD$1,582$770

See notes to condensed consolidated financial statements.

HOST HOTELS & RESORTS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS, CONTINUED

Quarter ended March 31, 2024 and 2023

(unaudited)

Supplemental disclosure of cash flow information (in millions):

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

March 31, 2024March 31, 2023
Cash and cash equivalents$1,349$563
Restricted cash (included in other assets)24
Cash included in furniture, fixtures and equipment replacement fund231203
Total cash and cash equivalents and restricted cash shown in the statements of cash flows$1,582$770

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

Quarter ended March 31,
20242023
Total interest paid$39$40
Income taxes paid (refunds received)$2$(1)

Supplemental schedule of noncash investing and financing activities:

In connection with the sale of The Camby, Autograph Collection in March 2023, we issued a $72 million loan to the buyer. The proceeds received from the sales are net of the loan.

See notes to condensed consolidated financial statements.

HOST HOTELS & RESORTS, L.P. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

March 31, 2024 and December 31, 2023

(in millions)

March 31, 2024December 31, 2023
unaudited
ASSETS
Property and equipment, net$9,565$9,624
Right-of-use assets551550
Due from managers158128
Advances to and investments in affiliates147126
Furniture, fixtures and equipment replacement fund231217
Notes receivable7272
Other391382
Cash and cash equivalents1,3491,144
Total assets$12,464$12,243
LIABILITIES, LIMITED PARTNERSHIP INTERESTS OF THIRD PARTIES AND CAPITAL
Debt
Senior notes$3,121$3,120
Credit facility, including the term loans of $9971,290989
Mortgage and other debt99100
Total debt4,5104,209
Lease liabilities564563
Accounts payable and accrued expenses237408
Due to managers3764
Other176173
Total liabilities5,5245,417
Limited partnership interests of third parties200189
Host Hotels & Resorts, L.P. capital:
General partner11
Limited partner6,8086,702
Accumulated other comprehensive loss(73)(70)
Total Host Hotels & Resorts, L.P. capital6,7366,633
Non-controlling interests—consolidated partnerships44
Total capital6,7406,637
Total liabilities, limited partnership interests of third parties and capital$12,464$12,243

See notes to condensed consolidated financial statements.

HOST HOTELS & RESORTS, L.P. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

Quarter ended March 31, 2024 and 2023

(unaudited, in millions, except per unit amounts)

Quarter ended March 31,
20242023
REVENUES
Rooms$853$820
Food and beverage473431
Other145130
Total revenues1,4711,381
EXPENSES
Rooms202193
Food and beverage295269
Other departmental and support expenses334315
Management fees6965
Other property-level expenses10491
Depreciation and amortization180169
Corporate and other expenses2731
Gain on insurance settlements(31)—
Total operating costs and expenses1,1801,133
OPERATING PROFIT291248
Interest income1814
Interest expense(47)(49)
Other gains—69
Equity in earnings of affiliates87
INCOME BEFORE INCOME TAXES270289
Benefit for income taxes22
NET INCOME272291
Less: Net income attributable to non-controlling interests——
NET INCOME ATTRIBUTABLE TO HOST HOTELS & RESORTS, L.P.$272$291
Basic earnings per common unit$0.39$0.41
Diluted earnings per common unit$0.39$0.41

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, 2024 and 2023

(unaudited, in millions)

Quarter ended March 31,
20242023
NET INCOME$272$291
OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAX:
Foreign currency translation and other comprehensive income of unconsolidated affiliates(3)2
OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAX(3)2
COMPREHENSIVE INCOME269293
Less: Comprehensive income attributable to non-controlling interests——
COMPREHENSIVE INCOME ATTRIBUTABLE TO HOST HOTELS & RESORTS, L.P.$269$293

See notes to condensed consolidated financial statements.

HOST HOTELS & RESORTS, L.P. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Quarter ended March 31, 2024 and 2023

(unaudited, in millions)

Quarter ended March 31,
20242023
OPERATING ACTIVITIES
Net income$272$291
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization180169
Amortization of finance costs, discounts and premiums, net22
Loss on extinguishment of debt—4
Stock compensation expense67
Other gains—(69)
Gain on property insurance settlement(21)—
Equity in earnings of affiliates(8)(7)
Change in due from/to managers(58)(88)
Distributions from investments in affiliates37
Property insurance proceeds - remediation costs—31
Payments for inventory costs(6)—
Changes in other assets83
Changes in other liabilities(13)(42)
Net cash provided by operating activities365308
INVESTING ACTIVITIES
Proceeds from sales of assets, net—35
Advances to and investments in affiliates(18)(18)
Capital expenditures:
Renewals and replacements(70)(95)
Return on investment(33)(51)
Property insurance proceeds2124
Net cash used in investing activities(100)(105)
FINANCING ACTIVITIES
Financing costs—(10)
Draws on credit facility300—
Debt extinguishment costs—(3)
Repurchase of common OP units—(50)
Distributions on common OP units(320)(231)
Distributions and payments to non-controlling interests(1)—
Other financing activities(23)(14)
Net cash used in financing activities(44)(308)
Effects of exchange rate changes on cash held(2)1
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH219(104)
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH, BEGINNING OF PERIOD1,363874
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH, END OF PERIOD$1,582$770

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, 2024 and 2023

(unaudited)

Supplemental disclosure of cash flow information (in millions):

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

March 31, 2024March 31, 2023
Cash and cash equivalents$1,349$563
Restricted cash (included in other assets)24
Cash included in furniture, fixtures and equipment replacement fund231203
Total cash and cash equivalents and restricted cash shown in the statements of cash flows$1,582$770

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

Quarter ended March 31,
20242023
Total interest paid$39$40
Income taxes paid (refunds received)$2$(1)

Supplemental schedule of noncash investing and financing activities:

In connection with the sale of The Camby, Autograph Collection in March 2023, we issued a $72 million loan to the buyer. The proceeds received from the sales are net of the loan.

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.” to refer specifically to Host Hotels & Resorts, Inc., and the term “Host L.P.” to refer specifically 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, 2024, Host Inc. holds approximately 99% of Host L.P.’s partnership interests.

Consolidated Portfolio

As of March 31, 2024, 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, 2023.

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, 2024, and the results of our operations and cash flows for the quarter ended March 31, 2024 and 2023, 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% - 21%. 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.

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

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

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 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 shares granted, 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. There are 9.5 million Host L.P. common units, which are convertible into 9.7 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 per common share is shown below (in millions, except per share amounts):

Quarter ended March 31,
20242023
Net income$272$291
Less: Net income attributable to non-controlling interests(4)(4)
Net income attributable to Host Inc.$268$287
Basic weighted average shares outstanding704.0713.4
Assuming distribution of common shares granted under the comprehensive stock plans, less shares assumed purchased at market1.51.5
Diluted weighted average shares outstanding705.5714.9
Basic earnings per common share$0.38$0.40
Diluted earnings per common share$0.38$0.40

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

Quarter ended March 31,
20242023
Net income$272$291
Less: Net income attributable to non-controlling interests——
Net income attributable to Host L.P.$272$291
Basic weighted average units outstanding698.7708.3
Assuming distribution of common units granted under the comprehensive stock plans, less units assumed purchased at market1.51.5
Diluted weighted average units outstanding700.2709.8
Basic earnings per common unit$0.39$0.41
Diluted earnings per common unit$0.39$0.41

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.

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

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

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 9 – Geographic Information.

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,
Location20242023
Florida Gulf Coast$168$96
Orlando142141
San Diego136125
Phoenix120129
Maui/Oahu115126
San Francisco/San Jose106100
Miami8483
Washington, D.C. (Central Business District)8076
New York7270
Houston4137
San Antonio3536
Los Angeles/Orange County3334
Jacksonville3131
New Orleans3129
Boston3029
Austin2325
Northern Virginia2219
Chicago2119
Seattle1918
Denver1914
Philadelphia1717
Atlanta1718
Other9090
Domestic1,4521,362
International1919
Total$1,471$1,381

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

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

5. Property and Equipment

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

March 31, 2024December 31, 2023
Land and land improvements$1,981$1,981
Buildings and leasehold improvements14,34714,253
Furniture and equipment2,3572,331
Construction in progress234237
18,91918,802
Less accumulated depreciation and amortization(9,354)(9,178)
$9,565$9,624

6. Debt

Credit Facility. During the first quarter, we drew $300 million on the revolver portion of our credit facility. As of March 31, 2024, we had $1.2 billion of available capacity under the revolver portion of our credit facility.

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, 2023$7$7,535$(70)$(839)$4$6,637$189
Net income———268—2684
Issuance of common stock for comprehensive stock plans, net—(12)———(12)—
Dividends declared on common stock———(141)—(141)—
Distributions to non-controlling interests————(1)(1)(2)
Changes in ownership and other—(9)——1(8)9
Other comprehensive loss——(3)——(3)—
Balance, March 31, 2024$7$7,514$(73)$(712)$4$6,740$200

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

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

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

Capital of Host L.P.

As of March 31, 2024, 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.

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

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

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, 2023$1$6,702$(70)$4$6,637$189
Net income—268——2684
Issuance of common OP units to Host Inc. for comprehensive stock plans, net—(12)——(12)—
Distributions declared on common OP units—(141)——(141)(2)
Distributions to non-controlling interests———(1)(1)—
Changes in ownership and other—(9)—1(8)9
Other comprehensive loss——(3)—(3)—
Balance, March 31, 2024$1$6,808$(73)$4$6,740$200
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

Share Repurchases

As of March 31, 2024, there was $792 million available for repurchase under our common share repurchase program. There were no share repurchases during the first quarter of 2024.

Issuance of Common Stock

As of March 31, 2024, there was $600 million of remaining capacity to issue common shares of Host Inc. under our "at the market" distribution agreement. There were no shares issued during the first quarter of 2024.

Dividends/Distributions

On February 21, 2024, Host Inc.'s Board of Directors announced a regular quarterly cash dividend of $0.20 per share on its common stock. The dividend was paid on April 15, 2024 to stockholders of record as of March 28, 2024. Accordingly, Host L.P. made a distribution of $0.2042988 per unit on its common OP units based on the current conversion ratio.

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

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

8. 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, 2024December 31, 2023
Carrying AmountFair ValueCarrying AmountFair Value
Financial assets
Notes receivable (Level 2)$72$73$72$73
Financial liabilities
Senior notes (Level 1)3,1212,9033,1202,915
Credit facility (Level 2)1,2901,3009891,000
Mortgage debt (Level 2)998710086

9. 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, 2024. There were no intersegment sales during the periods presented.

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, 2024December 31, 2023
20242023
United States$1,452$1,362$9,500$9,556
Brazil663435
Canada13133133
Total$1,471$1,381$9,565$9,624

10. 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

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

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

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, 2024December 31, 2023
Common OP units outstanding (millions)9.59.5
Market price per Host Inc. common share$20.68$19.47
Shares issuable upon conversion of one common OP unit1.0214941.021494
Redemption value (millions)$200$189
Historical cost (millions)9493
Book value (millions) ⁽¹⁾200189

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

Other Consolidated Partnerships. Non-redeemable non-controlling interests - other consolidated partnerships on the balance sheets consists of the third party partnership interest of one majority-owned partnership.

11. 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 reopened to guests in November 2022, with the final phase of reconstruction, the resort's waterpark, completed in June 2023. On July 6, 2023, The Ritz-Carlton, Naples reopened the guestrooms, suites and amenities, including the new tower expansion.

Our current estimate of the book value of the property and equipment written off and remediation costs is approximately $130 million, for which we recorded a corresponding insurance receivable. As of March 31, 2024, we have received $244 million of insurance proceeds related to these claims, of which $130 million reduced our receivable to zero and, during the first quarter, $10 million of these proceeds were recognized as a gain on business interruption and $21 million was recognized as a gain on property insurance, which are both included in gain on insurance settlements on our unaudited condensed consolidated statements of operations. Subsequent to quarter end, we received an additional $19 million of insurance proceeds.

12. 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, 2024 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.

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

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

13. Subsequent Events

Subsequent to quarter end, the following transactions were completed:

  • we repaid our $400 million 3⅞% Series G senior notes at maturity on April 1, 2024;

  • we acquired the 215-room 1 Hotel Nashville and 506-room Embassy Suites by Hilton Nashville Downtown for a total purchase price of $530 million on April 15, 2024; and

  • an additional draw of $65 million on the revolver portion of our credit facility, followed by a $150 million repayment on the facility, after which we have $1.3 billion available under our capacity.

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