hst-20240630

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 June 30, 2024

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 1300						20814
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 class

Trading Symbol

Name of Each Exchange on Which Registered

Host Hotels & Resorts, Inc.

Common Stock, $0.01 par value

HST

The Nasdaq Stock Market LLC

Host Hotels & Resorts, L.P.

None

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

Host Hotels & Resorts, L.P.

Yes

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

Host Hotels & Resorts, L.P.

Yes

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	þ	Accelerated filer	o
Non-accelerated filer	o	Smaller reporting company	o
Emerging growth company	o

Host Hotels & Resorts, L.P.
Large accelerated filer	o	Accelerated filer	o
Non-accelerated filer	þ	Smaller reporting company	o
Emerging growth company	o
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.

Yes

Host Hotels & Resorts, L.P.

Yes

As of August 2, 2024, there were 702,440,369 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.”

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 - June 30, 2024 (unaudited) and December 31, 2023	1

	Condensed Consolidated Statements of Operations (unaudited) - Quarter and Year-to-date ended June 30, 2024 and 2023	2

	Condensed Consolidated Statements of Comprehensive Income (unaudited) - Quarter and Year-to-date ended June 30, 2024 and 2023	3

	Condensed Consolidated Statements of Cash Flows (unaudited) - Year-to-date ended June 30, 2024 and 2023	4

	Financial Statements for Host Hotels & Resorts, L.P.:

	Condensed Consolidated Balance Sheets - June 30, 2024 (unaudited) and December 31, 2023	6

	Condensed Consolidated Statements of Operations (unaudited) - Quarter and Year-to-date ended June 30, 2024 and 2023	7

	Condensed Consolidated Statements of Comprehensive Income (unaudited) - Quarter and Year-to-date ended June 30, 2024 and 2023	8

	Condensed Consolidated Statements of Cash Flows (unaudited) - Year-to-date ended June 30, 2024 and 2023	9

	Notes to Condensed Consolidated Financial Statements (unaudited)	11

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	21

Item 3.	Quantitative and Qualitative Disclosures about Market Risk	48

Item 4.	Controls and Procedures	49

	PART II. OTHER INFORMATION

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	50

Item 5.	Other Information	51

Item 6.	Exhibits	51

HOST HOTELS & RESORTS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

June 30, 2024 and December 31, 2023

(in millions, except share and per share amounts)


	June 30, 2024		December 31, 2023
	unaudited
ASSETS
Property and equipment, net	$	10,017	$	9,624
Right-of-use assets	551		550

Due from managers	151		128
Advances to and investments in affiliates	156		126
Furniture, fixtures and equipment replacement fund	242		217
Notes receivable	72		72
Other	413		382
Cash and cash equivalents	805		1,144
Total assets	$	12,407	$	12,243

LIABILITIES, NON-CONTROLLING INTERESTS AND EQUITY
Debt
Senior notes	$	3,307	$	3,120
Credit facility, including the term loans of $997	990		989
Mortgage and other debt	99		100
Total debt	4,396		4,209
Lease liabilities	562		563
Accounts payable and accrued expenses	226		408
Due to managers	53		64

Other	181		173
Total liabilities	5,418		5,417

Redeemable non-controlling interests - Host Hotels & Resorts, L.P.	172		189

Host Hotels & Resorts, Inc. stockholders’ equity:
Common stock, par value $0.01, 1,050 million shares authorized, 702.3 million shares and 703.6 million shares issued and outstanding, respectively	7		7
Additional paid-in capital	7,500		7,535
Accumulated other comprehensive loss	(78)		(70)
Deficit	(615)		(839)
Total equity of Host Hotels & Resorts, Inc. stockholders	6,814		6,633
Non-redeemable non-controlling interests—other consolidated partnerships	3		4
Total equity	6,817		6,637
Total liabilities, non-controlling interests and equity	$	12,407	$	12,243

See notes to condensed consolidated financial statements.

HOST HOTELS & RESORTS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

Quarter and Year-to-date ended June 30, 2024 and 2023

(unaudited, in millions, except per share amounts)


	Quarter ended June 30,				Year-to-date ended June 30,
	2024		2023		2024		2023
REVENUES
Rooms	$	885	$	850	$	1,738	$	1,670
Food and beverage	447		415		920		846
Other	134		128		279		258
Total revenues	1,466		1,393		2,937		2,774
EXPENSES
Rooms	214		201		416		394
Food and beverage	286		263		581		532
Other departmental and support expenses	343		323		677		638
Management fees	69		69		138		134
Other property-level expenses	101		93		205		184
Depreciation and amortization	188		168		368		337
Corporate and other expenses	29		30		56		61
Gain on insurance settlements	(56)		(3)		(87)		(3)
Total operating costs and expenses	1,174		1,144		2,354		2,277
OPERATING PROFIT	292		249		583		497
Interest income	14		20		32		34
Interest expense	(50)		(45)		(97)		(94)
Other gains	—		—		—		69
Equity in earnings of affiliates	2		4		10		11
INCOME BEFORE INCOME TAXES	258		228		528		517
Provision for income taxes	(16)		(14)		(14)		(12)
NET INCOME	242		214		514		505
Less: Net income attributable to non-controlling interests	(3)		(4)		(7)		(8)
NET INCOME ATTRIBUTABLE TO HOST HOTELS & RESORTS, INC.	$	239	$	210	$	507	$	497
Basic earnings per common share	$	0.34	$	0.30	$	0.72	$	0.70
Diluted earnings per common share	$	0.34	$	0.29	$	0.72	$	0.70

See notes to condensed consolidated financial statements.

HOST HOTELS & RESORTS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

Quarter and Year-to-date ended June 30, 2024 and 2023

(unaudited, in millions)


	Quarter ended June 30,				Year-to-date ended June 30,
	2024		2023		2024		2023
NET INCOME	$	242	$	214	$	514	$	505
OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAX
Foreign currency translation and other comprehensive income (loss) of unconsolidated affiliates	(6)		4		(9)		6
Change in fair value of derivative instruments	1		(1)		1		(1)

OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAX	(5)		3		(8)		5
COMPREHENSIVE INCOME	237		217		506		510
Less: Comprehensive income attributable to non-controlling interests	(3)		(4)		(7)		(8)
COMPREHENSIVE INCOME ATTRIBUTABLE TO HOST HOTELS & RESORTS, INC.	$	234	$	213	$	499	$	502

See notes to condensed consolidated financial statements.

HOST HOTELS & RESORTS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Year-to-date ended June 30, 2024 and 2023

(unaudited, in millions)


	Year-to-date ended June 30,
	2024		2023
OPERATING ACTIVITIES
Net income	$	514	$	505
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	368		337
Amortization of finance costs, discounts and premiums, net	5		5
Loss on debt extinguishment	—		4
Stock compensation expense	11		13

Other gains	—		(69)
Gain on property insurance settlement	(47)		—
Equity in earnings of affiliates	(10)		(11)
Change in due from/to managers	(40)		3
Distributions from investments in affiliates	10		18
Property insurance proceeds - remediation costs	—		83
Payments for inventory costs	(19)		—
Changes in other assets	38		16
Changes in other liabilities	(12)		(84)
Net cash provided by operating activities	818		820

INVESTING ACTIVITIES
Proceeds from sales of assets, net	—		34


Advances to and investments in affiliates	(32)		(20)
Acquisitions	(566)		—
Capital expenditures:
Renewals and replacements	(147)		(226)
Return on investment	(77)		(97)

Property insurance proceeds	47		34
Net cash used in investing activities	(775)		(275)

FINANCING ACTIVITIES
Financing costs	(6)		(10)
Issuances of debt	590		—
Draws on credit facility	365		—

Repayment of credit facility	(365)		—
Repurchase/redemption of senior notes	(400)		—
Mortgage debt and other prepayments and scheduled maturities	(1)		(1)
Debt extinguishment costs	—		(3)
Common stock repurchases	(50)		(50)






Dividends on common stock	(457)		(313)





Distributions and payments to non-controlling interests	(7)		(6)


Other financing activities	(22)		(13)
Net cash used in financing activities	(353)		(396)
Effects of exchange rate changes on cash held	(4)		2
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH	(314)		151
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH, BEGINNING OF PERIOD	1,363		874
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH, END OF PERIOD	$	1,049	$	1,025

See notes to condensed consolidated financial statements.

HOST HOTELS & RESORTS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS, CONTINUED

Year-to-date ended June 30, 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:


	June 30, 2024		June 30, 2023
Cash and cash equivalents	$	805	$	802
Restricted cash (included in other assets)	2		10
Cash included in furniture, fixtures and equipment replacement fund	242		213
Total cash and cash equivalents and restricted cash shown in the statements of cash flows	$	1,049	$	1,025

The following table presents cash paid for the following:


	Year-to-date ended June 30,
	2024		2023
Total interest paid	$	91	$	90
Income taxes paid	$	5	$	2

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

June 30, 2024 and December 31, 2023

(in millions)


	June 30, 2024		December 31, 2023
	unaudited
ASSETS
Property and equipment, net	$	10,017	$	9,624
Right-of-use assets	551		550

Due from managers	151		128
Advances to and investments in affiliates	156		126
Furniture, fixtures and equipment replacement fund	242		217
Notes receivable	72		72
Other	413		382
Cash and cash equivalents	805		1,144
Total assets	$	12,407	$	12,243

LIABILITIES, LIMITED PARTNERSHIP INTERESTS OF THIRD PARTIES AND CAPITAL
Debt
Senior notes	$	3,307	$	3,120
Credit facility, including the term loans of $997	990		989
Mortgage and other debt	99		100
Total debt	4,396		4,209
Lease liabilities	562		563
Accounts payable and accrued expenses	226		408
Due to managers	53		64

Other	181		173
Total liabilities	5,418		5,417

Limited partnership interests of third parties	172		189

Host Hotels & Resorts, L.P. capital:
General partner	1		1
Limited partner	6,891		6,702
Accumulated other comprehensive loss	(78)		(70)
Total Host Hotels & Resorts, L.P. capital	6,814		6,633
Non-controlling interests—consolidated partnerships	3		4
Total capital	6,817		6,637
Total liabilities, limited partnership interests of third parties and capital	$	12,407	$	12,243

See notes to condensed consolidated financial statements.

HOST HOTELS & RESORTS, L.P. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

Quarter and Year-to-date ended June 30, 2024 and 2023

(unaudited, in millions, except per unit amounts)


	Quarter ended June 30,				Year-to-date ended June 30,
	2024		2023		2024		2023
REVENUES
Rooms	$	885	$	850	$	1,738	$	1,670
Food and beverage	447		415		920		846
Other	134		128		279		258
Total revenues	1,466		1,393		2,937		2,774
EXPENSES
Rooms	214		201		416		394
Food and beverage	286		263		581		532
Other departmental and support expenses	343		323		677		638
Management fees	69		69		138		134
Other property-level expenses	101		93		205		184
Depreciation and amortization	188		168		368		337
Corporate and other expenses	29		30		56		61
Gain on insurance settlements	(56)		(3)		(87)		(3)
Total operating costs and expenses	1,174		1,144		2,354		2,277
OPERATING PROFIT	292		249		583		497
Interest income	14		20		32		34
Interest expense	(50)		(45)		(97)		(94)
Other gains	—		—		—		69
Equity in earnings of affiliates	2		4		10		11
INCOME BEFORE INCOME TAXES	258		228		528		517
Provision for income taxes	(16)		(14)		(14)		(12)
NET INCOME	242		214		514		505
Less: Net income attributable to non-controlling interests	—		(1)		—		(1)
NET INCOME ATTRIBUTABLE TO HOST HOTELS & RESORTS, L.P.	$	242	$	213	$	514	$	504
Basic earnings per common unit	$	0.35	$	0.30	$	0.73	$	0.71
Diluted earnings per common unit	$	0.35	$	0.30	$	0.73	$	0.71

See notes to condensed consolidated financial statements.

HOST HOTELS & RESORTS, L.P. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

Quarter and Year-to-date ended June 30, 2024 and 2023

(unaudited, in millions)


	Quarter ended June 30,				Year-to-date ended June 30,
	2024		2023		2024		2023
NET INCOME	$	242	$	214	$	514	$	505
OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAX
Foreign currency translation and other comprehensive income (loss) of unconsolidated affiliates	(6)		4		(9)		6
Change in fair value of derivative instruments	1		(1)		1		(1)

OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAX	(5)		3		(8)		5
COMPREHENSIVE INCOME	237		217		506		510
Less: Comprehensive income attributable to non-controlling interests	—		(1)		—		(1)
COMPREHENSIVE INCOME ATTRIBUTABLE TO HOST HOTELS & RESORTS, L.P.	$	237	$	216	$	506	$	509

See notes to condensed consolidated financial statements.

HOST HOTELS & RESORTS, L.P. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Year-to-date ended June 30, 2024 and 2023

(unaudited, in millions)


	Year-to-date ended June 30,
	2024		2023
OPERATING ACTIVITIES
Net income	$	514	$	505
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	368		337
Amortization of finance costs, discounts and premiums, net	5		5
Loss on debt extinguishment	—		4
Stock compensation expense	11		13

Other gains	—		(69)
Gain on property insurance settlement	(47)		—
Equity in earnings of affiliates	(10)		(11)
Change in due from/to managers	(40)		3
Distributions from investments in affiliates	10		18
Property insurance proceeds - remediation costs	—		83
Payments for inventory costs	(19)		—
Changes in other assets	38		16
Changes in other liabilities	(12)		(84)
Net cash provided by operating activities	818		820

INVESTING ACTIVITIES
Proceeds from sales of assets, net	—		34


Advances to and investments in affiliates	(32)		(20)
Acquisitions	(566)		—
Capital expenditures:
Renewals and replacements	(147)		(226)
Return on investment	(77)		(97)

Property insurance proceeds	47		34
Net cash used in investing activities	(775)		(275)

FINANCING ACTIVITIES
Financing costs	(6)		(10)
Issuances of debt	590		—
Draws on credit facility	365		—

Repayment of credit facility	(365)		—
Repurchase/redemption of senior notes	(400)		—
Mortgage debt and other prepayments and scheduled maturities	(1)		(1)
Debt extinguishment costs	—		(3)

Repurchase of common OP units	(50)		(50)








Distributions on common OP units	(463)		(318)


Distributions and payments to non-controlling interests	(1)		(1)


Other financing activities	(22)		(13)
Net cash used in financing activities	(353)		(396)
Effects of exchange rate changes on cash held	(4)		2
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH	(314)		151
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH, BEGINNING OF PERIOD	1,363		874
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH, END OF PERIOD	$	1,049	$	1,025

See notes to condensed consolidated financial statements.

HOST HOTELS & RESORTS, L.P. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS, CONTINUED

Year-to-date ended June 30, 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:


	June 30, 2024		June 30, 2023
Cash and cash equivalents	$	805	$	802
Restricted cash (included in other assets)	2		10
Cash included in furniture, fixtures and equipment replacement fund	242		213
Total cash and cash equivalents and restricted cash shown in the statements of cash flows	$	1,049	$	1,025

The following table presents cash paid for the following:


	Year-to-date ended June 30,
	2024		2023
Total interest paid	$	91	$	90
Income taxes paid	$	5	$	2

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 June 30, 2024, Host Inc. holds approximately 99% of Host L.P.’s partnership interests.

Consolidated Portfolio

As of June 30, 2024, our consolidated portfolio, primarily consisting of luxury and upper upscale hotels, is located in the following countries:


			Hotels
United States			74
Brazil			3
Canada			2
Total			79

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 June 30, 2024, the results of our operations for the quarter and year-to-date ended June 30, 2024 and 2023, respectively, and cash flows for the year-to-date ended June 30, 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 per common share (unit) is computed by dividing net income 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 per common share (unit) is computed by dividing net income 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 9.4 million Host L.P. common units, which are convertible into 9.6 million Host Inc. common shares, that are not included in Host Inc.’s calculation of earnings 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 June 30,				Year-to-date ended June 30,
	2024		2023		2024		2023
Net income	$	242	$	214	$	514	$	505
Less: Net income attributable to non-controlling interests	(3)		(4)		(7)		(8)
Net income attributable to Host Inc.	$	239	$	210	$	507	$	497

Basic weighted average shares outstanding	704.3		711.3		704.2		712.3
Assuming distribution of common shares granted under the comprehensive stock plans, less shares assumed purchased at market	1.6		1.9		1.6		1.9
Diluted weighted average shares outstanding	705.9		713.2		705.8		714.2
Basic earnings per common share	$	0.34	$	0.30	$	0.72	$	0.70
Diluted earnings per common share	$	0.34	$	0.29	$	0.72	$	0.70

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


	Quarter ended June 30,				Year-to-date ended June 30,
	2024		2023		2024		2023
Net income	$	242	$	214	$	514	$	505
Less: Net income attributable to non-controlling interests	—		(1)		—		(1)
Net income attributable to Host L.P.	$	242	$	213	$	514	$	504

Basic weighted average units outstanding	699.0		706.3		698.9		707.3
Assuming distribution of common units granted under the comprehensive stock plans, less units assumed purchased at market	1.5		1.8		1.5		1.8
Diluted weighted average units outstanding	700.5		708.1		700.4		709.1
Basic earnings per common unit	$	0.35	$	0.30	$	0.73	$	0.71
Diluted earnings per common unit	$	0.35	$	0.30	$	0.73	$	0.71

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

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

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.

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


	Quarter ended June 30,				Year-to-date ended June 30,
Location	2024		2023		2024		2023
Florida Gulf Coast	$	120	$	71	$	288	$	167
San Diego	134		130		270		255
Orlando	116		121		258		262
Phoenix	95		92		215		221
Maui/Oahu	98		124		213		250
San Francisco/San Jose	88		88		194		188
Washington, D.C. (Central Business District)	106		102		186		178
New York	103		96		175		166
Miami	61		63		145		146
Houston	37		36		78		73
Boston	46		42		76		71
Jacksonville	43		39		74		70
Los Angeles/Orange County	33		34		66		68
San Antonio	29		30		64		66
Chicago	42		43		63		62
New Orleans	27		29		58		58
Seattle	31		29		50		47
Northern Virginia	27		24		49		43
Denver	29		23		48		37
Austin	23		23		46		48
Philadelphia	24		25		41		42
Atlanta	16		17		33		35
Nashville	29		—		29		—
Other	80		86		170		176
Domestic	1,437		1,367		2,889		2,729
International	29		26		48		45
Total	$	1,466	$	1,393	$	2,937	$	2,774

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):


	June 30, 2024		December 31, 2023
Land and land improvements	$	2,039	$	1,981
Buildings and leasehold improvements	14,858		14,253
Furniture and equipment	2,485		2,331
Construction in progress	174		237
	19,556		18,802
Less accumulated depreciation and amortization	(9,539)		(9,178)
	$	10,017	$	9,624

6. Debt

Credit Facility. During the second quarter, we had a net repayment of $300 million on the revolver portion of our credit facility. As of June 30, 2024, we had $1.5 billion of available capacity under the revolver portion of our credit facility; however, subsequent to quarter end, we drew $525 million on the revolver portion of the credit facility, and as of August 2, 2024, we had $970 million of available capacity under the revolver portion of our credit facility.

Senior Notes. On April 1, 2024, we repaid our $400 million 3⅞% Series G senior notes at maturity.

On May 10, 2024, we issued $600 million of 5.700% Series K senior notes in an underwritten public offering for proceeds of $584 million, net of original issue discount, underwriting fees and expenses. The Series K senior notes are due in July 2034, and interest is payable semi-annually in arrears on January 1 and July 1, commencing January 1, 2025. The Series K senior notes were issued as a “green bond,” and we intend to allocate an amount equal to the net proceeds from the sale of the Series K senior notes to finance and/or refinance one or more eligible green projects, including the April 2024 acquisition of the 1 Hotel Nashville and Embassy Suites by Nashville Downtown, each of which has received LEED Silver certification. Following the allocation to eligible green projects, the net proceeds of this issuance were used to repay the remaining $215 million of borrowings outstanding under the revolver portion of our credit facility. The Series K senior notes are not redeemable prior to 90 days before the July 1, 2034 maturity date, except at a price equal to 100% of their principal amount plus a make-whole premium and accrued and unpaid interest to the applicable redemption date. The Series K senior notes have covenants similar to all other series of our outstanding senior notes.

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

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

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 Stock		Additional Paid-in Capital		Accumulated Other Comprehensive Loss		Retained Deficit		Non-redeemable, non-controlling interests		Total equity		Redeemable, non-controlling interests
Balance, December 31, 2023	$	7	$	7,535	$	(70)	$	(839)	$	4	$	6,637	$	189
Net income	—		—		—		507		—		507		7
Changes in ownership and other	—		21		—		—		—		21		(21)
Other comprehensive loss	—		—		(8)		—		—		(8)		—



Issuance of common stock for comprehensive stock plans, net	—		(6)		—		—		—		(6)		—
Dividends declared on common stock	—		—		—		(283)		—		(283)		—



Distributions to non-controlling interests	—		—		—		—		(1)		(1)		(3)

Repurchase of common stock	—		(50)		—		—		—		(50)		—
Balance, June 30, 2024	$	7	$	7,500	$	(78)	$	(615)	$	3	$	6,817	$	172

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

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)


	Common Stock		Additional Paid-in Capital		Accumulated Other Comprehensive Loss		Retained Deficit		Non-redeemable, non-controlling interests		Total equity		Redeemable, non-controlling interests
Balance, March 31, 2024	$	7	$	7,514	$	(73)	$	(712)	$	4	$	6,740	$	200
Net income	—		—		—		239		—		239		3
Changes in ownership and other	—		30		—		—		(1)		29		(30)
Other comprehensive loss	—		—		(5)		—		—		(5)		—



Issuance of common stock for comprehensive stock plans, net	—		6		—		—		—		6		—
Dividends declared on common stock	—		—		—		(142)		—		(142)		—



Distributions to non-controlling interests	—		—		—		—		—		—		(1)

Repurchase of common stock	—		(50)		—		—		—		(50)		—
Balance, June 30, 2024	$	7	$	7,500	$	(78)	$	(615)	$	3	$	6,817	$	172


	Common Stock		Additional Paid-in Capital		Accumulated Other Comprehensive Loss		Retained Deficit		Non-redeemable, non-controlling interests		Total equity		Redeemable, non-controlling interests
Balance, December 31, 2022	$	7	$	7,717	$	(75)	$	(939)	$	5	$	6,715	$	164
Net income	—		—		—		497		1		498		7

Other comprehensive income	—		—		5		—		—		5		—



Issuance of common stock for comprehensive stock plans, net	—		4		—		—		—		4		—
Dividends declared on common stock	—		—		—		(194)		—		(194)		—



Distributions to non-controlling interests	—		—		—		—		(1)		(1)		(3)

Repurchase of common stock	—		(50)		—		—		—		(50)		—
Balance, June 30, 2023	$	7	$	7,671	$	(70)	$	(636)	$	5	$	6,977	$	168

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

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)


	Common Stock		Additional Paid-in Capital		Accumulated Other Comprehensive Loss		Retained Deficit		Non-redeemable, non-controlling interests		Total equity		Redeemable, non-controlling interests
Balance, March 31, 2023	$	7	$	7,663	$	(73)	$	(739)	$	5	$	6,863	$	167
Net income	—		—		—		210		1		211		3

Other comprehensive income	—		—		3		—		—		3		—



Issuance of common stock for comprehensive stock plans, net	—		8		—		—		—		8		—
Dividends declared on common stock	—		—		—		(107)		—		(107)		—



Distributions to non-controlling interests	—		—		—		—		(1)		(1)		(2)


Balance, June 30, 2023	$	7	$	7,671	$	(70)	$	(636)	$	5	$	6,977	$	168

Capital of Host L.P.

As of June 30, 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.

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


	General Partner		Limited Partner		Accumulated Other Comprehensive Loss		Non-controlling interests		Total capital		Limited partnership interests of third parties
Balance, December 31, 2023	$	1	$	6,702	$	(70)	$	4	$	6,637	$	189
Net income	—		507		—		—		507		7
Changes in ownership and other	—		21		—		—		21		(21)
Other comprehensive loss	—		—		(8)		—		(8)		—



Issuance of common OP units to Host Inc. for comprehensive stock plans, net	—		(6)		—		—		(6)		—
Distributions declared on common OP units	—		(283)		—		—		(283)		(3)


Distributions to non-controlling interests	—		—		—		(1)		(1)		—

Repurchase of common OP units	—		(50)		—		—		(50)		—
Balance, June 30, 2024	$	1	$	6,891	$	(78)	$	3	$	6,817	$	172

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

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

General Partner

Limited Partner

Accumulated Other Comprehensive Loss

Non-controlling interests