
	December 31, 2020		December 31, 2019
Senior Notes	$	495,759	$	500,484
Revolver	400,000		—
Term Loans, net	1,168,304		1,168,793
Mortgage loans, net	523,668		526,430
Debt, net	$	2,587,731	$	2,195,707

(2)The senior unsecured notes include $20.9 million and $25.6 million at December 31, 2020 and 2019, respectively, related to acquisition related fair value adjustments on the Senior Notes.

If an event of default under the indenture governing the Senior Notes exists, the Company is not permitted to (i) incur additional indebtedness, except to refinance maturing debt with replacement debt, as defined under our indentures; (ii) pay dividends in excess of the minimum distributions required to qualify as a REIT; (iii) repurchase capital stock; or (iv) merge. The Senior Notes are subject to a maximum unsecured leverage maintenance covenant, which is based on asset value that is calculated at historical cost.

In addition, the Senior Notes are subject to various incurrence covenants that limit the ability of the Company's subsidiary, FelCor Lodging Limited Partnership ("Felcor LP"), to incur additional debt if these covenants are violated. Failure to meet these incurrence covenants thresholds does not, in and of itself, constitute an event of default under the Senior Notes indenture. As of December 31, 2020, the Company was in compliance with all covenants except the interest coverage ratio, which, as a result, currently prohibits FelCor LP from incurring additional debt.

The $150 Million Term Loan Maturing 2022, the $400 Million Term Loan Maturing 2023, the $225 Million Term Loan Maturing 2023, and the $400 Million Term Loan Maturing 2025 are collectively the "Term Loans". The credit agreements contain certain financial covenants relating to the Company’s maximum leverage ratio, minimum fixed charge coverage ratio, maximum secured indebtedness, maximum unencumbered leverage ratio and minimum unsecured interest coverage ratio. If an event of default exists, the Company is not permitted to make distributions to shareholders, other than those required to qualify for and maintain REIT status. As of December 31, 2019, the Company was in compliance with all financial covenants. As of December 31, 2020, the Company was not required to comply with certain financial covenants, as described below.

The borrowings under the Revolver and Term Loans bear interest at variable rates equal to the London InterBank Offered Rate (“LIBOR”) plus an applicable margin. The margin ranges from 1.35% to 2.50%, depending on the Company’s leverage ratio, as calculated under the terms of each facility. The Company incurs an unused facility fee on the Revolver of between 0.20% and 0.25%, based on the amount by which the maximum borrowing amount exceeds the total principal balance of the outstanding borrowings.


			Outstanding Borrowings at
	Interest Rate at December 31, 2020 (1)	Maturity Date	December 31, 2020		December 31, 2019
Revolver (2)	3.77%	May 2024	$	400,000	$	—
$150 Million Term Loan Maturing 2022	4.03%	January 2022	150,000		150,000
$400 Million Term Loan Maturing 2023	4.73%	January 2023	400,000		400,000
$225 Million Term Loan Maturing 2023	4.73%	January 2023	225,000		225,000
$400 Million Term Loan Maturing 2025	3.92%	May 2025	400,000		400,000
			1,575,000		1,175,000
Deferred financing costs, net (3)			(6,696)		(6,207)
Total Revolver and Term Loans, net			$	1,568,304	$	1,168,793

(2)At December 31, 2020 and 2019, there was $200.0 million and $600.0 million of remaining capacity on the Revolver, respectively. The Company has the ability to further increase the total capacity on the Revolver to $750.0 million, subject to certain lender requirements. The Company also has the ability to extend the maturity date for an additional one year period ending May 2025 if certain conditions are satisfied.

(3)Excludes $4.1 million and $3.4 million as of December 31, 2020 and 2019, respectively, related to deferred financing costs on the Revolver, which are included in prepaid expense and other assets in the accompanying consolidated balance sheets.

Covenant

Compliance

Leverage ratio (1)

≤ 7.00x

N/A (3)

Fixed charge coverage ratio (2)

≥ 1.50x

N/A (3)

Secured indebtedness ratio

≤ 45.0%

N/A (3)

Unencumbered indebtedness ratio

≤ 60.0%

N/A (3)

Unencumbered debt service coverage ratio

≥ 2.00x

N/A (3)

Maintain minimum liquidity level

≥ $125.0 million

Yes

(1)Leverage ratio is net indebtedness, as defined in the Revolver and Term Loan agreements, to corporate earnings before interest, taxes, depreciation, and amortization ("EBITDA"), as defined in the Revolver and Term Loan agreements.

(2)Fixed charge coverage ratio is Adjusted EBITDA, generally defined in the Revolver and Term Loan agreements as EBITDA less furniture, fixtures and equipment ("FF&E") reserves, to fixed charges, which is generally defined in the Revolver and Term Loan agreements as interest expense, all regularly scheduled principal payments, preferred dividends paid, and cash taxes paid.

During the year ended December 31, 2020, the Company entered into two amendments to its Revolver and Term Loans. The amendments suspend the testing of all existing financial maintenance covenants under the Revolver and the Term Loan agreements for all periods through and including the fiscal quarter ending December 31, 2021 (the “Covenant Relief Period”). In addition, for periods following the Covenant Relief Period, the amendments modify the covenant thresholds for the leverage ratio and unencumbered debt service coverage ratio as follows:

•Increasing the maximum leverage ratio to 8.50x for the first two quarters following the Covenant Relief Period, 8.00x for the third and fourth quarters following the Covenant Relief Period, 7.50x for the fifth quarter following the Covenant Relief Period (such period, the "Leverage Relief Period"), and returning to 7.00x for the quarter ending June 30, 2023.

Pursuant to the amendments and through the date that the financial statements are delivered for the quarter ending March 31, 2022 (the "Restriction Period"), the Company is subject to the following restrictions:

•The net cash proceeds from asset sales, equity issuances and incurrences of indebtedness will, subject to various exceptions, be required to be applied as a mandatory prepayment of certain amounts outstanding under the Revolver and the Term Loans.

•Additional negative covenants that limit the ability of the Company and its subsidiaries to incur additional indebtedness, make prepayments of other indebtedness, make dividends and distributions (with certain exceptions, including for the payment of a quarterly cash dividend of $0.01 per common share, the payment of a quarterly cash dividend on the Company’s Series A Cumulative Convertible Preferred Shares and other payments for purposes of maintaining REIT status) and stock repurchases. In addition, there are limitations on capital expenditures exceeding $175.0 million, and investments, including acquisitions or mergers, exceeding $200.0 million. All of these limitations are subject to various exceptions.

•Requirement to pledge the equity interests in certain subsidiaries that own unencumbered properties to secure the Revolver and Term Loans. The equity pledge requirement is also required to be satisfied following the Restriction Period until such time as the leverage ratio is no greater than 6.50x for two consecutive fiscal quarters (the "Covenant Relief Pledged Collateral Period").

•Extension of (1) the mandatory prepayment requirement applicable to dispositions of unencumbered properties through the end of the Covenant Relief Pledged Collateral Period and (2) the requirement to maintain a minimum liquidity level of $125.0 million through the end of the Leverage Relief Period.

The amendments further provide that, until the earlier of (1) April 1, 2023 or the day after the end of the fifth quarter immediately following the end of the Covenant Relief Period and (2) such time as the leverage ratio is less than or equal to 7.00x, borrowings under the Revolver and the Term Loan agreements will bear interest, at the Company's election, at a per annum rate of (i) in the case of the Revolver, (a) LIBOR plus a margin of 250 basis points or (b) a Base Rate, as defined in the credit agreement, plus a margin of 150 basis points, and (ii) in the case of each of the Term Loans, (a) LIBOR plus a margin of 240 basis points or (b) a Base Rate, as defined in the credit agreement, plus a margin of 140 basis points. The amendments also add a floor of 0.25% to the LIBOR interest rate determination, subject to certain exceptions, under both the Revolver and the Term Loan agreements.

At the Company's election, the Restriction Period and the Covenant Relief Period may be terminated early if the Company is at such time able to comply with the applicable financial covenants. If the Company assesses that it is unlikely to meet the financial covenant thresholds for periods following the Covenant Relief Period, then the Company will seek an extension of the Covenant Relief Period.


					Principal balance at
	Number of Assets Encumbered	Interest Rate at December 31, 2020	Maturity Date		December 31, 2020		December 31, 2019
Mortgage loan (1)	7	1.66%	April 2022	(5)	$	200,000	$	200,000
Mortgage loan (2)	1	5.25%	June 2022		30,332		31,215
Mortgage loan (3)	3	4.95%	October 2022		86,775		89,299
Mortgage loan (4)	1	4.94%	October 2022		27,972		28,785
Mortgage loan (1)	4	1.74%	April 2024	(5)	85,000		85,000
Mortgage loan (1)	3	1.74%	April 2024	(5)	96,000		96,000


	19				526,079		530,299
Deferred financing costs, net					(2,411)		(3,869)
Total mortgage loans, net					$	523,668	$	526,430

Certain mortgage agreements are subject to various maintenance covenants requiring the Company to maintain a minimum debt yield or debt service coverage ratio ("DSCR"). Failure to meet the debt yield or DSCR thresholds is not an event of default, but instead triggers a cash trap event. During the cash trap event, the lender or servicer of the mortgage loan controls cash outflows until the loan is covenant compliant. In addition, certain mortgage loans have other requirements including continued operation and maintenance of the hotel property. At December 31, 2020, five mortgage loans failed to meet the DSCR threshold and were in a cash trap event. The Company was in compliance with all other maintenance covenants associated with the other mortgage loan at December 31, 2020 and 2019.


	For the year ended December 31,
	2020		2019		2018
Senior Notes	$	23,767	$	23,793	$	28,428
Revolver and Term Loans	55,413		42,272		43,458
Mortgage loans	16,949		20,754		26,253

Amortization of deferred financing costs	4,416		4,100		3,504
Undesignated interest rate swaps	(376)		376		—
Total interest expense	$	100,169	$	91,295	$	101,643