September 2020
Forward Looking Statements and Non-GAAP Measures In keeping with the SEC's "Safe Harbor" guidelines, certain statements made during this presentation could be considered forward-looking and subject to certain risks and uncertainties that could cause results to differ materially from those projected. When we use the words "will likely result," "may," "anticipate," "estimate," "should," "expect," "believe," "intend," or similar expressions, we intend to identify forward-looking statements. Such forward-looking statements include, but are not limited to, our business and investment strategy, our understanding of our competition, current market trends and opportunities, projected operating results, and projected capital expenditures. These forward-looking statements are subject to known and unknown risks and uncertainties, which could cause actual results to differ materially from those anticipated including, without limitation: general volatility of the capital markets and the market price of our common stock; changes in our business or investment strategy; availability, terms and deployment of capital; availability of qualified personnel; changes in our industry and the market in which we operate, interest rates or the general economy, the degree and nature of our competition, legislative and regulatory changes, including changes to the Internal Revenue Code of 1986, as amended (the “Code”), and related rules, regulations and interpretations governing the taxation of REITs; and limitations imposed on our business and our ability to satisfy complex rules in order for us to qualify as a REIT for federal income tax purposes. These and other risk factors are more fully discussed in the company's filings with the Securities and Exchange Commission. EBITDA is defined as net income before interest, taxes, depreciation and amortization. EBITDA yield is defined as trailing twelve month EBITDA divided by the purchase price or debt amount. A capitalization rate is determined by dividing the property's net operating income by the purchase price. Net operating income is the property's funds from operations minus a capital expense reserve of either 4% or 5% of gross revenues. Hotel EBITDA flow-through is the change in Hotel EBITDA divided by the change in total revenues. EBITDA, FFO, AFFO, CAD and other terms are non-GAAP measures, reconciliations of which have been provided in prior earnings releases and filings with the SEC or in the appendix to this presentation. The calculation of implied equity value is derived from an estimated blended capitalization rate (“Cap Rate”) for the entire portfolio using the capitalization rate method. The estimated Cap Rate is based on recent Cap Rates of publically traded peers involving a similar blend of asset types found in the portfolio, which is then applied to Net Operating Income (“NOI”) of the company’s assets to calculate a Total Enterprise Value (“TEV”) of the company. From the TEV, we deduct debt and preferred equity and then add back working capital to derive an equity value. The capitalization rate method is one of several valuation methods for estimating asset value and implied equity value. Among the limitations of using the capitalization rate method for determining an implied equity value are that it does not take into account the potential change or variability in future cash flows, potential significant future capital expenditures, the intended hold period of the asset, or a change in the future risk profile of an asset. This overview is for informational purposes only and is not an offer to sell, or a solicitation of an offer to buy or sell, any securities of Braemar Hotels & Resorts Inc. or any of its respective affiliates, and may not be relied upon in connection with the purchase or sale of any such security. Our business has been and will continue to be materially adversely affected by the impact of, and the public perception of a risk of, a pandemic disease. In December 2019, a novel strain of coronavirus (COVID-19) was identified in Wuhan, China, which has subsequently spread to other regions of the world, and has resulted in increased travel restrictions and extended shutdown of certain businesses in affected regions, including in nearly every state in the United States. Since late February, we have experienced a significant decline in occupancy and RevPAR and we expect the significant occupancy and RevPAR reduction associated with the novel coronavirus (COVID-19) to likely continue as we are recording significant reservation cancellations as well as a significant reduction in new reservations relative to prior expectations. The continued outbreak of the virus in the U.S. has and will likely continue to further reduce travel and demand at our hotels. The prolonged occurrence of the virus has resulted in health or other government authorities imposing widespread restrictions on travel or other market impacts. The hotel industry and our portfolio have and we expect will continue to experience the postponement or cancellation of a significant number of business conferences and similar events. At this time those restrictions are very fluid and evolving. We have been and will continue to be negatively impacted by those restrictions. Given that the type, degree and length of such restrictions are not known at this time, we cannot predict the overall impact of such restrictions on us or the overall economic environment. In addition, even after the restrictions are lifted, the propensity of people to travel and for businesses to hold conferences will likely remain below historical levels for an additional period of time that is difficult to predict. We may also face increased risk of litigation if we have guests or employees who become ill due to COVID-19. As such, the impact these restrictions may have on our financial position, operating results and liquidity cannot be reasonably estimated at this time, but the impact will likely be material. Additionally, the public perception of a risk of a pandemic or media coverage of these diseases, or public perception of health risks linked to perceived regional food and beverage safety has materially further adversely affected us by reducing demand for our hotels. Currently, no vaccines have been developed, and there can be no assurance that an effective vaccine can be discovered in time to protect against a potential pandemic. These events have resulted in a sustained, significant drop in demand for our hotels and could have a material adverse effect on us. Prior to investing in Braemar, potential investors should carefully review Braemar’s periodic filings with the Securities and Exchange Commission, including, but not limited to, Braemar’s most current Form 10-K, Form 10-Q and Form 8-K’s, including the risk factors included therein. Company Presentation // September 2020 2
Management Team RICHARD J. STOCKTON DERIC S. EUBANKS, CFA JEREMY J. WELTER Chief Executive Officer & Chief Financial Officer Chief Operating Officer President . 23 years of hospitality . 20 years of hospitality . 15 years of hospitality experience experience experience . 4 years with the Company . 17 years with the Company . 10 years with the Company (5 years with the Company’s . 15 years with Morgan Stanley . 3 years with ClubCorp predecessor) Cornell School of Hotel CFA charterholder . . . 5 years with Stephens Administration BS . Southern Methodist University Investment Bank . University of Pennsylvania BBA . Oklahoma State University BS MBA Company Presentation // September 2020 3
Post COVID-19 Strategic Initiatives Conserve Liquidity Manage the Balance Sheet Return to Profitability Grow the Portfolio The Ritz-Carlton Sarasota Sarasota, FL Company Presentation // September 2020 4
2020 Q2 Hotel Operating Results Comparable Hotel Operating Results(1)(4) 2020 Q2 2019 Q2 % Variance ADR $ 282.11 $ 290.53 (2.9)% Occupancy 6.8% 80.18% (91.5)% RevPAR $ 19.22 $232.94 (91.7)% Total Hotel Revenue(2) $ 12,870 $ 118,412 (89.1)% Hotel EBITDA(2) $ (15,818) $38,299 (141.3)% Hotel EBITDA Margin (122.9)% 32.3% (155.3)% COMPARABLE REVPAR(3)(4) COMPARABLE HOTEL EBITDA(3)(4) $240 $233 $150 $142.1 $136.7 $230 $226 $140 $219 $130 $126.9 $220 $121.1 $210 $120 $200 $110 $190 $100 (In millions) (In $180 $90 $170 $170 $80 $74.4 $160 $70 2017 2018 2019 2020 2016 2017 2018 2019 2020 TTM TTM (1) Includes: Bardessono, Hotel Yountville, Ritz-Carlton St. Thomas, Pier House, Marriott Seattle Waterfront, Capital Hilton, Sofitel Chicago, Hilton Torrey Pines, Courtyard San Francisco “The Clancy”, The Notary Hotel, Park Hyatt Beaver Creek, Ritz-Carlton Lake Tahoe and Ritz-Carlton Sarasota (2) In thousands (3) As reported in Earnings Releases: 2016 as reported on 2/22/2017; 2017 as reported on 2/28/2018; 2018 as reported on 2/27/2019; 2019 as reported on 2/26/2020 ; 2020 Q2 TTM (4) Due to the economic effects of the COVID-19 pandemic on the Company, the lodging industry and the broader economy, the information provided should not be relied upon as an accurate representation of the current or future financial condition or performance of the Company. Company Presentation // September 2020 5
2020 Q2 Highlights and Results Quarter Highlights • Net loss attributable to common stockholders for the quarter was $46.3 million or $1.41 per diluted share. • Comparable RevPAR for all hotels decreased 91.7% to $19.22 during the quarter. • Adjusted funds from operations (AFFO) was negative $0.58 per diluted share for the quarter. • Adjusted EBITDAre was negative $18.5 million for the quarter. • Capex invested during the quarter was $4.8 million of the total $15-25 million in capex projected for FY 2020. • Common equity dividend suspended, preferred equity dividends paid. • Converted $75 million credit facility to $65 million term loan Full Year Highlights ADJUSTED EBITDARE AFFO PER SHARE QUARTERLY DIVIDEND PER SHARE $2.00 $0.80 $130 $119.3 $121.5 $120 $1.60 $111.1 $0.34 $109.1 $0.31 $0.15 $110 $0.27 $1.20 $0.38 $0.37 $0.34 $0.16 $0.16 $100 $0.29 $0.80 $90 $0.56 $0.60 $0.50 $0.42 $0.40 $0.12 $0.16 $0.16 $80 $0.40 (In millions) (In $0.46 $0.46 $0.10 $70 $0.39 $0.44 $0.12 $0.00 $0.12 $0.16 $0.16 $60 $53.9 $0.10 $(0.58) $0.12 $50 ($0.40) $0.10 $0.16 $0.16 $40 $0.10 (1) ($0.80) $0.05 2016 2017 2018 2019 2020 $0.00 TTM 2016 2017 2018 2019 2020 2016 2017 2018 2019 2020 (1) TTM Q2 2020 Company Presentation // September 2020 6
High Quality Assets Situated in High Barriers to Entry Leisure and Urban Markets Hotel Yountville The Ritz-Carlton Lake Tahoe Marriott Seattle Waterfront Sofitel Chicago Magnificent Mile The Notary Hotel Yountville, CA Truckee, CA Seattle, WA Chicago, IL Philadelphia, PA Bardessono Hotel & Spa Capital Hilton Yountville, CA Washington, D.C. Courtyard San Francisco “The Clancy”1 The Ritz-Carlton Sarasota San Francisco, CA Sarasota, FL Pier House Resort Key West, FL Hilton La Jolla Torrey Pines Park Hyatt Beaver Creek Pier House Resort & Spa The Ritz-Carlton St. Thomas La Jolla, CA Beaver Creek, CO Key West, FL St. Thomas, USVI 1 Announced repositioning to “The Clancy” // Autograph Collection by Marriott Company Presentation // September 2020 7
Portfolio Detail Portfolio Status(1) Number of Core Assets Location Market Type Rooms Reopening Date Bardessono Napa Valley, CA Drive-to Leisure 65 Open Hotel Yountville Napa Valley, CA Drive-to Leisure 80 Open Ritz-Carlton St. Thomas(2) St. Thomas, USVI Fly-to Leisure 180 Sep-20 Pier House Key West, FL Drive-to Leisure 142 Open Park Hyatt Beaver Creek Beaver Creek, CO Drive-to Leisure 190 Open Marriott Seattle Waterfront Seattle, WA Urban 361 Open Capital Hilton Washington, D.C. Urban 550 Open Sofitel Chicago Magnificent Mile Chicago, IL Urban 415 Open The Notary Hotel Philadelphia, PA Urban 499 Open Hilton Torrey Pines La Jolla, CA Drive-to Leisure 394 Open Ritz-Carlton Sarasota Sarasota, FL Drive-to Leisure 266 Open Ritz-Carlton Lake Tahoe Truckee, CA Drive-to Leisure 170 Open Total Core 3,312 Non-Core Assets Courtyard San Francisco Downtown(3) San Francisco, CA Urban 410 Sep-20 Total Non-Core 410 Total Portfolio 3,722 (1) Re-opening dates are based on best available, current information and are subject to change (2) Suspended operations on March 25th and reopened on June 15th, then re-suspended operations on August 24th, with a planned reopening on September 18th (3) Announced repositioning to ”The Clancy” // Autograph Collection by Marriott Company Presentation // September 2020 8
EBITDA Contribution by Brand and Class 2020 Q2 TTM Hotel EBITDA by Brand(1) 2020 Q2 TTM Hotel EBITDA by Class(1) 0% 1% 9% 10% 29% 42% 19% 58% 16% 16% Ritz-Carlton Hilton Autograph Independent Marriott Park Hyatt Sofitel Luxury Upper Upscale 2020 Q2 TTM Room Revenue(1) 1% 23% Group Transient Contract 76% (1) Comparable TTM as of 06/30/2020, see appendix for a reconciliation of TTM hotel net income (loss) to hotel TTM EBITDA; pro forma for Autograph conversion of Courtyard San Francisco conversion scheduled to be complete Q3 2020 Company Presentation // September 2020 9
Post COVID-19 Recovery Underway Occupancy and ADR Ramping Up Since March 15 100% 80% 60% 44.8% 40% 27.2% 20% 15.1% 0% -11.5% -20% -17.3% -32.6% -40% -60% 3/15 3/22 3/29 4/5 4/12 4/19 4/26 5/3 5/10 5/17 5/24 5/31 6/7 6/14 6/21 6/28 7/5 7/12 7/19 7/26 8/2 8/9 8/16 8/23 8/30 Resort Occupancy 7-Day Avg. Occ 7-Day Avg. ADR % Chg. Urban Occupancy 7-Day Avg. Occ 7-Day Avg. ADR % Chg. Total Occupancy 7-Day Avg. Occ 7-Day Avg. ADR % Chg. Urban: Bardessono, Hotel Yountville, Ritz-Carlton St. Thomas, Pier House, Marriott Seattle Waterfront, Capital Hilton, Sofitel Chicago, Hilton Torrey Pines,, Park Hyatt Beaver Creek, Ritz-Carlton Lake Tahoe and Ritz-Carlton Sarasota Resort: Courtyard San Francisco “The Clancy”, The Notary Hotel, Marriott Seattle Waterfront, Capital Hilton, and Sofitel Chicago Company Presentation // September 2020 10
Current Liquidity(1) CASH POSITION CASH & CASH EQUIVALENTS $103M RESTRICTED CASH $41M TOTAL CASH $144M MONTHLY CASH UTILIZATION SUSPENDED HOTEL 73% 44% OPERATIONS $5M CAD AFFO PAYOUT RATIO(3) PAYOUT RATIO(1)(3) INTEREST EXPENSE $2.5M G&A /ADVISORY FEES $1.3M Company Presentation // September 2020 11 (1) As of 06/30/20
Leverage Strategy Well Designed to Handle Pandemic Impact Target Leverage Overview Gross Hold 10% of Gross Debt Balance as cash on Assets the balance sheet Non-recourse debt lowers risk profile 45% Floating-rate debt provides a natural hedge to hotel cash flows and maximizes flexibility in all economic environments Net Debt Proactive strategy to opportunistically refinance loans and extend maturities Long-standing lender relationships 1 The use of debtGross potentially Assets increases BHR’s returns,Net Debtas well as the risk associated with the investment Company Presentation // September 2020 12
Debt Maturities OVERVIEW 2022 0.7x 2.6% NEXT HARD DEBT WEIGHTED AVG. FCCR(1) MATURITY INTEREST RATE(1) Laddered debt maturities(1)(2) 500 400 300 200 $435.0 (In millions) (In $371.5 100 $223.5 The Notary Hotel $0.0 $100.0 0 2020 2021 2022 2023 2024 Thereafter Floating-Rate Floating-Rate (1) As of 06/30/2020 (2) Assumes extension options are exercised Company Presentation // September 2020 13
Portfolio Well Positioned for Ramp Up Strategic 2018/2019 Initiatives Position Braemar for Ramp Up in 2021 Beach Improvement Villa Construction Completed 2019 Completed 2019 Ritz-Carlton Sarasota Bardessono Hotel & Spa Autograph Conversion Hurricane Recovery Completed 2019 Completed 2019 Ritz-Carlton St. The Notary Hotel Thomas Lobby Renovation Autograph Conversion Completed 2019 Completing Q3 2020 Park Hyatt Beaver Creek Courtyard San Francisco Company Presentation // September 2020 14
Highly Aligned Management Team 14.1% Management has significant personal wealth invested in the Company 3.3x Insider ownership 3.3x higher than REIT industry average $13M Total dollar value of insider ownership (as of 8/31/2020) 20.0% 18.0% 16.3% 16.0% Highly-aligned management team is among 14.1% highest insider equity ownership of publicly- 14.0% 12.9% traded Hotel REITs 12.0% 10.0% 8.0% 6.5% 6.0% 4.3% 4.2% 4.0% 2.6% 1.9% 1.6% 1.4% 2.0% 1.2% 1.2% 1.0% 0.6% 0.0% AHT BHR HT APLE Peer Avg. CLDT INN XHR RLJ PEB HST SHO DRH PK REIT Avg includes: AHT, HT, APLE, CLDT, CHSP, RLJ, PEB, INN, HST, DRH, SHO, XHR, PK Source: Proxy and Company filings Company Presentation // September 2020 15
Key Takeaways Conserve Liquidity Manage the Balance Sheet Return to Profitability Grow the Portfolio The Ritz-Carlton Sarasota Sarasota, FL Company Presentation // September 2020 16
Appendix
Reconciliation of Net Income (Loss) to Comparable Hotel EBITDA In thousands except room and per room data Three Months Ended Three Months Ended Three Months Ended Three Months Ended TTM Ended June 30, 2020 March 31, 2020 December 31, 2019 September 30, 2019 June 30, 2020 Net income (loss) $ (38,090) $ (2,046) $ 31,519 $ 9,196 $ 579 Non-property adjustments 813 - (26,320) 1,441 (24,066) Interest income (18) (62) (69) (79) (228) Interest expense 4,570 4,906 5,210 4,829 19,515 Amortization of loan cost 287 282 309 229 1,107 Depreciation and amortization 18,553 18,338 18,310 16,831 72,032 Income tax expense (benefit) (804) 335 (173) (78) (720) Non-hotel EBITDA ownership expense (1,129) 4,970 1,277 1,048 6,166 Hotel EBITDA including amounts attributable to noncontrolling interest (15,818) 26,723 30,063 33,417 74,385 Less: EBITDA adjustments attributable to consolidated noncontrolling interest 1,084 (957) (1,520) (1,545) (2,938) Hotel EBITDA attributable to the Company and OP unitholders $ (14,734) $ 25,766 $ 28,543 $ 31,872 $ 71,447 Non-comparable adjustments - 138 (87) (25) 26 Comparable hotel EBITDA $ (15,818) $ 26,861 $ 29,976 $ 33,392 $ 74,411 Three Months Ended June 30, 2019 Net income (loss) $ 12,770 Non-property adjustments (9) Interest income (77) Interest expense 4,965 Amortization of loan cost 209 Depreciation and amortization 18,474 Income tax expense (benefit) 422 Non-hotel EBITDA ownership expense 1,395 Hotel EBITDA including amounts attributable to noncontrolling interest 38,149 Less: EBITDA adjustments attributable to consolidated noncontrolling interest (2,527) Hotel EBITDA attributable to the Company and OP unitholders $ 35,622 Non-comparable adjustments 150 Comparable hotel EBITDA $ 38,299 Company Presentation // September 2020 18
Reconciliation of Net Income (Loss) to EBITDAre and Adjusted EBITDAre In thousands Three Months Ended Three Months Ended Three Months Ended Three Months Ended TTM Ended June 30, 2020 March 31, 2020 December 31, 2019 September 30, 2019 June 30, 2020 Net income (loss) $ (51,491) $ (15,387) $ 17,095 $ (8,954) $ (58,737) Interest expense and amortization of loan costs 12,797 11,897 12,613 13,646 50,953 Depreciation and amortization 18,553 18,338 18,121 16,831 71,843 Income tax expense (benefit) (4,447) 1,370 271 155 (2,651) Equity in (earnings) loss of unconsolidated entity 40 40 50 48 178 Company's portion of EBITDA of OpenKey (40) (39) (48) (50) (177) EBITDA (24,588) 16,219 48,102 21,676 61,409 Gain (loss) on insurance settlement, disposition of assets and sale of hotel property — — (26,319) 1,163 (25,156) EBITDAre (24,588) 16,219 21,783 22,839 36,253 Amortization of fav orable (unfav orable) contract assets (liabilities) 207 207 285 129 828 Transaction and conv ersion costs 120 491 893 506 1,818 Other (income) expense 64 138 13,577 114 13,893 Write-off of loan costs and exit fees 2,237 — — 335 2,572 Unrealized (gain) loss on inv estments — — (13,262) 1,471 (11,791) Unrealized (gain) loss on deriv ativ es 969 (1,156) 131 754 698 Non-cash stock/unit-based compensation 2,048 1,985 2,035 2,359 8,427 Legal, adv isory and settlement costs 413 613 93 203 1,407 Adv isory serv ices incentiv e fee — — (77) (132) (209) Company's portion of adjustments to EBITDAre of OpenKey 2 3 3 4 12 Adjusted EBITDAre $ (18,528) $ 18,500 $ 25,461 $ 28,582 $ 53,908 Company Presentation // September 2020 19
Indebtedness In thousands Indebtedness Collateral Maturity June 30, 2020 Secured rev olv ing credit facility (1) Equity October 2022 $ - Mortgage loan (2) Park Hyatt Beav er Creek April 2021 67,500 Mortgage loan (3) The Notary Hotel June 2021 435,000 Courtyard San Francisco Downtown Sofitel Chicago Magnificent Mile Marriott Seattle Waterfront Mortgage loan (4) Ritz-Carlton, St. Thomas August 2021 42,500 Mortgage loan (5) Hotel Yountv ille May 2022 51,000 Mortgage loan (5) Bardessono Hotel August 2022 40,000 Term loan(1) Equity October 2022 65,000 Mortgage loan (5) Ritz-Carlton, Sarasota April 2023 100,000 Mortgage loan (5) Ritz-Carlton, Lake Tahoe January 2024 54,000 Mortgage loan Capital Hilton February 2024 195,000 Hilton La Jolla Torrey Pines Mortgage loan (5) Pier House Resort September 2024 80,000 $ 1,130,000 Deferred loan costs, net (6,687) Indebtedness, net $ 1,123,313 (1) Effective June 8, 2020, we amended this secured revolving credit facility totaling $75 million, which was the total borrowing capacity. In conjunction with the amendment, we repaid $10 million of principal and converted the facility to a term loan with a principal balance of $65 million. The amended term loan is interest only until March 2021 and bears interest at a rate of Base Rate + 1.25% - 2.50% or LIBOR + 2.25% - 3.50%, with a LIBOR floor of 0.50%. Beginning March 31, 2021, principal amortization payments of $5 million are due on the last day of each quarter. (2) This mortgage loan has three one-year extension options, subject to satisfaction of certain conditions, of which the second was exercised in April 2020. (3) Effective June 9, 2020, we executed a FF&E accommodation agreement for this mortgage loan. Terms of the agreement included lender-held reserves were made available to fund property-level operating expenses and monthly FF&E escrow deposits were waived through January 2021. This mortgage loan has five one-year extension options, subject to satisfaction of certain conditions, of which the first was exercised in June 2020. (4) The interest rate spread on this mortgage loan changed from 4.95% as of December 31, 2019, to 3.95% as of March 31, 2020, based on an appraisal received in accordance with the August 5, 2019 loan amendment. This mortgage loan has a LIBOR floor of 1.00%. This mortgage loan has three one-year extension options, subject to satisfaction of certain conditions. (5) Effective May 1, 2020, we executed a forbearance agreement for this mortgage loan. Terms of the agreement included adding a LIBOR floor to 0.25%, an initial interest payment deferral for three months, with the option to extend the interest payment deferral an additional three months, which was exercised in August 2020, with all deferred payments due at maturity, lender-held reserves were made available to fund property-level operating expenses, and monthly FF&E escrow deposits were waived through December 2020. Company Presentation // September 2020 20