Annual Stockholder Meeting

April 17, 2012

William & Mary Alumni House

Williamsburg, Virginia

*MHI

Hospitality

Corporation

Trades

on

the

NASDAQ®

Under

the

Symbol

MDH

Exhibit 99.1

This

presentation

includes

“forward-looking

statements”

within

the

meaning

of

Section

21E

of

the

Securities

Exchange

Act

of

1934

and

Section

27A

of

the

Securities

Act

of

1933. 

Although

the

Company

believes

that

the

expectations

and

assumptions

reflected

in

the

forward-looking

statements

are

reasonable,

these

statements

are

not

guarantees

of

future

performance

and

involve

certain

risks,

uncertainties

and

assumptions,

which

are

difficult

to

predict

and

many

of

which

are

beyond

the

Company’s

control.

Therefore,

actual

outcomes

and

results

may

differ

materially

from

what

is

expressed,

forecasted

or

implied

in

such

forward-looking

statements.

Economic

conditions

generally

and

the

real

estate

market

specifically,

management

and

performance

of

the

Company’s

hotels,

plans

for

hotel

renovations,

financing

plans,

supply

and

demand

for

hotel

rooms

in

the

Company’s

current

and

proposed

market

areas,

the

Company’s

ability

to

acquire

additional

properties

and

the

risk

that

potential

acquisitions

may

not

perform

in

accordance

with

expectations,

legislative/regulatory

changes,

including

changes

to

laws

governing

taxation

of

real

estate

investment

trust

and

competitions,

and

other

factors

may

affect

the

Company’s

future

results,

performance

and

achievements.

These

risks

and

uncertainties

are

described

in

greater

detail

under

“Risk

Factors”

in

the

Company’s

Annual

Report

on

Form

10-K

and

subsequent

reports

filed

with

the

Securities

and

Exchange

Commission.

The

Company

undertakes

no

obligation

and

does

not

intend

to

publicly

update

or

revise

any

forward-

looking

statement,

whether

as

a

result

of

new

information,

future

events

or

otherwise. 

Although

we

believe

our

current

expectations

to

be

based

upon

reasonable

assumptions,

we

can

give

no

assurance

that

our

expectations

will

be

attained

or

that

actual

results

will

not

differ

materially.

2

Corporate Highlights

55 years  as owner/operator in lodging industry

Conservative and steady growth during  periods with advantageous

market conditions

Proven acquirer with extensive repositioning experience

3

Edgar Sims

begins

operations

of

predecessor

company

with the

purchase of

a 12-room

motel

Multi-Unit

operations

began

with

acquisition

of

additional

properties;

Drew Sims

joins MHI

Portfolio

repositioned

to full service

hotels

Initial Public Offering and

acquisition of six initial

hotels

Acquisition

of Crowne

Plaza

Jacksonville

Riverfront

Acquisition

of Sheraton

Louisville

Riverside;

disposition

of Holiday

Inn

Downtown

Williamsburg

Acquisition

of Crowne

Plaza

Tampa

Westshore;

Acquisition

of Crowne

Plaza

Hollywood

as a JV with

the Carlyle

Group

Acquisition

of Crowne

Plaza

Hampton

Marina

Completion

of $3.4

million

Rights

Offering

Completion

of  $25.0m

Preferred

Stock

Issuance;

$57.7 million

in asset-level

debt

financings

1957

1995-

96

2005

2006

2007

2008

2009

1981-

85

2011

2004

MANAGEMENT TEAM

*MHI

Hospitality

Corporation

Trades

on

the

NASDAQ®

Under

the

Symbol

MDH

5

Andrew M. Sims

Chairman & CEO

William J. Zaiser

EVP & CFO

David R. Folsom

President & COO

Chairman & CEO since 2004 inception and IPO

President of MHI Hotels Services from 1995 until

2004, after serving seven years as VP of Finance and

Development

30+ year career in operating, developing and owning

hotel properties

Former member of the Hilton Advisory Board

Director of MHI Hospitality Corporation

EVP, CFO, Treasurer & Secretary since the

Company’s inception in August 2004

Served as VP of Accounting at MHI Hotels Services

from 1990 until 2004

Certified Public Accountant

Joined MHI in 2006 as COO

President of the Company since 2011

Former VP of Paragon REIT, an early stage venture

focusing on distressed multifamily assets

Investment banker with BB&T Capital Markets in its

Real Estate and Debt Capital Markets Groups

Director of  MHI Hospitality Corporation

Extensive relationships with

owners / franchisors of full-

service, upper-upscale and

upscale hotel brands

80+ years of combined

experience in the lodging

industry, capital markets

and core geographic markets

Aligned with shareholders’

interests: 35.3% insider

ownership of all current

shares and units outstanding

Numerous industry awards

for completed hotel

renovations, operating

efficiency and guest services

Gen. Anthony

Zinni (Ret.)

James O’Hanlon

J. Paul Carey

Edward Stein

Shareholders are supported by a strong group of directors

Anthony

Zinni

–

Former

Chairman,

BAE

Systems,

and

EVP

of

DynCorp

International.

Commander-in

Chief,

U.S.

Central

Command

and

Senior

Presidential

Advisor

and

Envoy. 

Has

served

on

a

variety

of

public

company

Boards

and

private

investment

Advisory

Boards. 

General

Zinni

serves

as

an

Independent

Director.

James

O’Hanlon

–

Former

President

&

COO

of

Dominion

Energy,

a

Fortune

500

Company.

Former

COO

of

Dominion

Generation,

and

SVP

of

Nuclear

Operations

of

Virginia

Power.

Captain,

U.S.

Naval

Reserve

(retired).

Mr.

O’Hanlon

serves

as

an

Independent

Director.

J.

Paul

Carey

–

Managing

Partner

for

JPT

Partners,

served

as

CEO

of

Enumerate

Solutions.

Executive

Vice

President

for

Sallie

Mae,

and

served

on

the

Board

of

Trustees

for

the 

University

of

Maryland

Foundation.

Mr.

Carey

serves

as

an

Independent

Director.

Edward

S.

Stein

-Founding

Partner

of

the

Norfolk-based

law

firm

of

Weinberg

and

Stein,

where

he

specializes

in

real

estate,

estate

planning,

probate,

corporate

law,

business

law

and

licensing.

Member

of

the

Norfolk

and

Portsmouth

Virginia

Bar

Association.

Mr.

Stein

serves

as

an

Independent

Director.

David

J.

Beatty

–

Founder

of

Essex

Commercial

Mortgage,

Founder

and

President

of

CENIT

Commercial

Mortgage

Corporation,

Founder

of

Towne

Commercial

Mortgage

where

he

currently

serves

as

President.

Mr

Beatty

serves

as

an

Independent

Director.

Kim

E.

Sims

-

President

of

MHI

Hotels

Services,

was

Executive

Vice

President

of

Operations

for

MHI

Hotels

Services

since

1995.

He

is

a

graduate

of

Washington

&

Lee

University

with

a

degree

in

commerce.

Mr.

Sims

is

an

Affiliated

Director.

Ryan

Taylor

(not

pictured)

–

Founder

and

Managing

Partner

of

Richmond

Hill

Investment

Co.,

LP.

Mr.

Taylor

spent

10

years

at

Greenhill

&

Co.,

Inc.,

most

recently

as

a

Principal.

Mr.

Taylor

earned

a

B.B.A.

in

Finance

with

Honors

from

the

University

of

Texas

at

Austin

in

1998.

Mr.

Taylor

is

an

Affiliated

Director.

6

David Beatty

Kim E. Sims

PORTFOLIO

*MHI

Hospitality

Corporation

Trades

on

the

NASDAQ®

Under

the

Symbol

MDH

Crowne Plaza Hampton Marina

Crowne Plaza Hollywood

Beach

Crowne Plaza Jacksonville Riverfront

Hilton Philadelphia Airport

Hilton Philadelphia Airport

Hilton Savannah DeSoto

Hilton Wilmington Riverside

Sheraton Louisville Riverside

Holiday Inn Laurel West (DC Metro)

8

Crowne Plaza Tampa Westshore

Doubletree by Hilton

Raleigh Brownstone -

University

Portfolio of 10 high-quality, primarily upper-upscale and upscale, full-service hotels concentrated in growth markets of the

Mid-Atlantic and Southern U.S.

MHI’s entire portfolio has been fully renovated to meet or exceed brand standards within the last six years and thus has

minimal upcoming capital requirements. Executed all franchise license agreements within past 6 years.

Poised to outperform market.

Portfolio Summary

AL

FL

SC

TN

KY

IN

OH

NC

PA

ME

VA

NY

CT

WV

MD

NJ

VT

NH

MA

DE

RI

GA

LA

MS

Portfolio Geography

42.5%

9

Hilton Philadelphia Airport

4501 Island Avenue

Philadelphia, PA 19153

331 Rooms

www.hiltonphiladelphiaairport.com

10

Hilton Philadelphia Airport

4501 Island Avenue

Philadelphia, PA 19153

331 Rooms

www.hiltonphiladelphiaairport.com

11

Hilton Savannah Desoto

15 East Liberty Street

Savannah, GA 31401

246 Rooms

www.desotohilton.com

12

Hilton Savannah Desoto

15 East Liberty Street

Savannah, GA 31401

246 Rooms

www.desotohilton.com

13

Hilton Wilmington Riverside

301 N. Water Street

Wilmington, NC 28401

272 Rooms

www.wilmingtonhilton.com

14

Hilton Wilmington Riverside

301 N. Water Street

Wilmington, NC 28401

272 Rooms

www.wilmingtonhilton.com

15

Holiday Inn Laurel –

West

15101 Sweitzer Lane

Laurel, MD 20707

207 Rooms

www.holidayinn.com

IHG National

Award Winner

“Renovation of

the Year Award”

(2008)

16

Crowne Plaza Riverfront

1201 Riverplace Blvd.

Jacksonville, FL 32207

292 Rooms

www.cpjacksonville.com

17

Sheraton Louisville Riverside

Hotel

700 West Riverside Drive

Jeffersonville, IN 47130

180 Rooms

www.sheratonlouisville.com

18

Sheraton Louisville Riverside

Hotel

700 West Riverside Drive

Jeffersonville, IN 47130

180 Rooms

www.sheratonlouisville.com

Awarded the Tiffany Crystal

Trophy for having the highest

Overall Guest Satisfaction in all

Sheratons in North America for

2009

19

Crowne Plaza Hollywood

Beach Resort

4000 South Ocean Drive

Hollywood, FL 33019

311 Rooms

www.cphollywoodbeach.com

IHG National

Award Winner

“Developer of

the Year Award”

(2008)

20

Joint Venture with Carlyle Group

Crowne Plaza Hollywood

Beach Resort

4000 South Ocean Drive

Hollywood, FL 33019

311 Rooms

www.cphollywoodbeach.com

21

Crowne Plaza Tampa Westshore

5303 West Kennedy Blvd.

Tampa, FL 33609

222 Rooms

www.cptampawestshore.com

IHG Award

Winner

(2009)

22

Crowne Plaza Tampa Westshore

5303 West Kennedy Blvd.

Tampa, FL 33609

222 Rooms

www.cptampawestshore.com

23

Crowne Plaza Hampton

Marina Hotel

700 Settlers Landing Road

Hampton, VA 23669

173 Rooms

www.cphamptonmarinahotel.com

24

Crowne Plaza Hampton

Marina Hotel

700 Settlers Landing Road

Hampton, VA 23669

173 Rooms

www.cphamptonmarinahotel.com

25

DoubleTree by Hilton

Raleigh Brownstone-University

1707 Hillsborough Street

Raleigh, NC 27605

190 Rooms

www.brownestonehotel.com

Renovated and Reflagged a

DoubleTree by Hilton in 2011

26

Before

DoubleTree by Hilton

Raleigh Brownstone-University

1707 Hillsborough Street

Raleigh, NC 27605

190 Rooms

www.brownestonehotel.com

27

Before

INDUSTRY AND MARKET DYNAMICS

*MHI

Hospitality

Corporation

Trades

on

the

NASDAQ®

Under

the

Symbol

MDH

Following

the

worst

industry

decline

in

the

past

80

years,

hotel

fundamentals

hit

bottom

in

Q1

2010.

The remainder of 2010 and early 2011 represented the return of occupancy as operators focused on

getting “heads in beds”.

Mid 2011 saw occupancy stabilize and focus shifted to ADR as operators looked to increase the

quality

of

their

revenue;

this

trend

continues

and

escalates

as

we

move

into

the

2

nd

full

year

of

the

recovery.

29

30

Source:

PKF

Hospitality

Research

–

December

2011.

PERFORMANCE

*MHI

Hospitality

Corporation

Trades

on

the

NASDAQ®

Under

the

Symbol

MDH

During calendar 2011 MDH

shares increased 10.19%.

As of YE 2011, MDH shares

were trading at $2.38/share

or 5.5x adjusted FFO.

For the second consecutive

year, MDH’s stock price

declined

significantly

during the late summer

months; in 2011, the decline

was the result of the US

debt ceiling crisis as well as

the CMBS market turmoil

that led to a sell-off across

all REITs and the market as

a whole.

In spite of the market-wide

sell-off, MDH significantly

outperformed its Lodging

REIT peers in 2011.

32

Source: SNL Financial

33

Source: SNL Financial

34

MDH’s stock has performed well in the first quarter of 2012 –

up 23.11% for the year.

Source: SNL Financial

35

36

The majority of our portfolio recorded strong RevPAR growth in 2011 with most hotels outpacing their

respective competitive sets and thereby gaining market share.

37

Source: Company Filings

38

2005

2011

Percent Change

Shares & Units O/S

10,611,607

12,938,625

21.9%

Total Assets

118,385,923

$    

209,299,446

$    

76.8%

Available Rooms

1375

2113

53.7%

Occupancy

69.6%

66.2%

-4.9%

ADR

103.34

$            

110.24

$            

6.7%

RevPAR

71.96

$               

72.94

$               

1.4%

Total Revenue

55,173,554

$      

81,172,504

$      

47.1%

Adjusted EBITDA*

10,721,490

$      

17,052,262

$      

59.0%

Adj. EBITDA/Share

1.01x

1.32x

30.4%

Stock Price

9.65

$                

2.38

$                

-75.3%

Price/Adj. EBITDA

9.55x

1.81x

-81.1%

*Adjusted EBITDA adjusts for certain additional items including any unrealized gain (loss) on its hedging instruments or

warrant derivative, impairment losses, losses on early extinguishement of debt, aborted offering costs, costs associated

with

departure

of

executive

officers

and

acquisition

transaction

costs.

PEER COMPARISONS

*MHI

Hospitality

Corporation

Trades

on

the

NASDAQ®

Under

the

Symbol

MDH

40

Source: SNL Financial

In terms of EBITDA generated per share, MDH ranks in the middle of the pack, in line with the average of

median among all lodging REITs.

41

MDH ranks in the bottom 30% in terms of Debt/Key showing our conservative leverage when compared to

the size of our portfolio

Note: Does not include Preferred Stock

Source: SNL Financial

42

Source: SNL Financial

MDH ranks 2

nd

to last in terms of Enterprise Value per Key, a sign of our undervaluation when compared

to the size of our portfolio

43

MDH

ranks

in

the

bottom

25%

in

terms

of

Enterprise

Value/EBITDA

–

this

represents

the

significant       

undervaluation of MDH’s common stock.

Source: SNL Financial

44

By

applying

the

average

and

median

EV/EBITDA

ratios

to

MDH

in

order

to

get

an

implied

stock

price,

this

equates

to

a

value

range

of

approximately

$9.50-$10.50

per

share.

Given

this

methodology,

MDH

stock

is

currently

trading

at

an

approximate

70%

discount

to

fair

valuation

when

compared

to

our

public

lodging

REIT

peers.

Below

we

have

applied

a

wider

range

of

ratios,

which

still

reflects

a

significant

discount

to

fair

value.

Source: Company Filings

14.0x

4.74

$                            

15.0x

5.90

$                            

16.0x

7.07

$                            

17.0x

8.24

$                            

18.0x

9.40

$                            

*Peer Median (approx.)

19.0x

10.57

$                          

*Peer Average (approx.)

EV/EBITDA Multiple

Implied Stock Price

STRATEGIC EFFORTS AND GROWTH

*MHI

Hospitality

Corporation

Trades

on

the

NASDAQ®

Under

the

Symbol

MDH

46

Recent Developments:

2011 Preferred Stock and Warrant Issuance

$25.0 m Gross Proceeds used to pay down Syndicated Credit Facility

Avoided dilutive equity issuance

2011 Bridge Loan

$10.0 m  reserved for liquidity enhancement and to facilitate the refinancing of other indebtedness

Currently $1.5M drawn

Syndicated Credit Facility

Paid off  in QIV 2011 (Crowne Plaza Tampa unencumbered)

47

MHI looks to continue efforts to lower its cost of capital through strategic balance sheet restructuring.

The following are our objectives and indicative terms that we believe will be available to us:

Refinance Crowne Plaza Tampa  Westshore: Q2 2012 Goal (June)

$14.0 m gross proceeds

5.0-6.0% fixed rate

25 year amortization

No prepayment penalty

Use of proceeds: pay down Bridge and Preferred (potential modification to Preferred to repay at reduced premium)

Refinance Jacksonville Crowne Plaza Riverfront: Q2 2012 Goal

LIBOR+300 floating rate without floor

25 year amortization

Replace current $14.0 m, 8.0% rate loan

Extend  Crowne Plaza Hampton loan : Q2 2012 Goal

48

Over the past four quarters, MDH has shifted the vast majority of its debt maturities to 2016, 2017 and

beyond; locking in historically low interest rates for the next 5 years.

49

In 2011, we reinstated distributions of common dividends to share and unit holders in the amount of

$0.08/share on an annualized basis.

We paid $0.02/share to holders of record on September 15, 2011, December 15, 2011 and March 15, 2012.

Average yield on the common dividend was 3.36% in 2011.

*2011 dividend is annualized

50

Our yield in 2011 placed us in the top 50% of lodging REITs and compared favorably to all REITS.

Many competitors have not yet reinstated dividends. We were able

to do so while concurrently

restructuring our balance sheet without raising dilutive equity.

Our strategy focuses on paying a competitive and sustainable dividend while simultaneously growing

and

maintaining

a

‘common

sense’

level

of

liquidity

that

also

meets

the

demands

of

our

various

financing agreements. We believe that we can raise the common dividend in the second half of 2012.

51

Restart Acquisition Activity:

Pursue Joint Venture acquisitions on an “earn out”

basis

“Unit”

transactions with interested sellers

Recycle capital through disposition of non-core assets in our portfolio

Our Holiday Inn Laurel (MD) West hotel is one such asset. It is our stated strategy to move away from

the midscale segment; this is the only midscale property remaining in our portfolio

MANAGEMENT INITIATIVES

*MHI

Hospitality

Corporation

Trades

on

the

NASDAQ®

Under

the

Symbol

MDH

Improved

Customer

Service:

In

2012,

we

will

continue

to

challenge

our

manager

to

pursue

a

strong

culture

of

guest

service.

Earnings

quality

starts

with

satisfied

guests,

who

not

only

grade

our

hotels

well,

but

who

also

become

repeat

customers.

RevPAR

Fair

Share

Capture:

STR

provides

a

“fair

share”

RevPAR

analysis

that

we

use

to

benchmark

performance

next

to

a

comparable

set

of

hotels

in

our

respective

markets.

Capturing

fair

share

is

essential

to

superior

earnings.

Each

of

our

hotels

has

a

targeted

“fair

share”

and

in

2012,

we

seek

to

focus

on

hotels

that

have

an

opportunity

to

increase

share.

AFFO

Target:

Our

goal

is

to

improve

Adjusted

Funds

from

Operation

(“AFFO”)

by

approximately

21%

at

the

mid-point

of

the

guidance

range

over

prior

year;

from

±43¢/share

in

2011

to

45¢-67¢/share

in

2012.

[AFFO

excludes

non-cash

accruals

and

extraordinary

items.]

53

Dividend

Expansion.

A

consistent

and

growing

dividend

is

essential

to

support

our

share

valuation. 

Our

goal

for

2012

is

to

continue

to

pay

a

conservative

yet

competitive

dividend.

We

look

to

increase

the

dividend

during

the

2

nd

half

of

2012.

Lowered

Cost

of

Capital:

Our

ongoing

balance

sheet

efforts

will

lower

our

cost

of

capital,

remove

risks

associated

with

certain

financing

instruments,

and

extend

our

maturities.

Restart

Growth:

Growing

our

portfolio,

both

through

targeted

internal

investments

and

strategic

acquisitions,

is

essential

to

support

an

increase

in

our

stock

price.

Examples

include:

In

2011,

we

rebranded

the

Raleigh

Holiday

Inn

to

DoubleTree,

moving

the

hotel’s

classification

from

mid-scale

to

upscale.

RevPar

growth

is

expected

from

this

investment.

In

2011,

we

constructed

and

opened

a

new

restaurant,

Mojito,

at

our

Tampa

asset

that

provides

an

enhanced

level

of

guest

service.

For

a

nominal

investment

of

+/-$600k,

we

expect

a

significant

increase

in

the

hotel's

F&B

revenues.

During

2012,

our

goal

is

to

complete

at

least

one

hotel

acquisition

either

through

an

outright

purchase,

a

joint

venture,

or

as

a

contributed

asset.

54

This presentation includes disclosure of non-GAAP measures, including funds from operations

(“FFO”), adjusted FFO (“AFFO”), earnings before interest, taxes, depreciation and amortization

(“EBITDA”), adjusted EBITDA and hotel EDITDA.

The Company considers FFO, AFFO, EBITDA,

adjusted

EBITDA

and

hotel

EBITDA

to

be

key

supplemental

measures

of

the

Company’s

performance,

and they should be considered along with, but not as alternatives to, net income as a measure of the

Company’s operating performance.

None of FFO, AFFO, EBITDA, adjusted EBITDA and hotel

EBITDA represent cash generated from operating activities determined by GAAP and should not be

considered as alternatives to net income, cash flow from operations or any other operating

performance measure prescribed by GAAP.

None of FFO, AFFO, EBITDA, adjusted EBITDA and

hotel EBITDA are measures of the Company’s liquidity, nor are FFO, AFFO, EBITDA, adjusted

EBITDA and hotel EBITDA indicative of funds available to fund the Company’s cash needs, including

its ability to make cash distributions.

Please refer to the Company’s filings with the SEC and its

earnings

releases,

which

are

available

at

www.mhihospitality.com,

for disclosure of the Company’s

net income, for reconciliations of FFO, AFFO, EBITDA, adjusted EBITDA and hotel EBITDA to net

income and for additional detail on the Company’s use of non-GAAP measures.

55

Non-GAAP Financial Measures

QUESTIONS?

*MHI

Hospitality

Corporation

Trades

on

the

NASDAQ®

Under

the

Symbol

MDH