Service Properties Trust Announces Pricing of $500 Million Underwritten Public Offering of Common Shares

Key Terms

underwritten public offering financial

An underwritten public offering is when a company sells new shares of its stock to the public with the help of a financial firm, called an underwriter. The underwriter agrees to buy all the shares upfront, reducing the company's risk, and then sells them to investors. This process helps companies raise money quickly and confidently from a wide range of buyers.

common shares of beneficial interest financial

Common Shares of Beneficial Interest are units that represent ownership in a company or organization, like owning a piece of a pie. They give investors voting rights and a chance to share in profits, making them important for those looking to invest and have a say in how the organization is run.

senior notes financial

Senior notes are a type of loan that a company borrows from investors, promising to pay it back with interest. They are called "senior" because in case the company faces financial trouble, these lenders are paid back before others. This makes senior notes safer for investors compared to other types of loans or bonds.

shelf registration statement regulatory

A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.

base prospectus regulatory

A base prospectus is a detailed document that provides essential information about a financial offering, such as a bond or share issue. It acts like a comprehensive guide for investors, explaining what the investment involves, the risks involved, and how the process works. This helps investors make informed decisions before committing their money.

preliminary prospectus supplement regulatory

A preliminary prospectus supplement is an initial document that provides important details about a new stock or bond offering before it is finalized. It helps investors understand what is being sold and why, so they can decide whether to invest. Think of it as a preview before the full sales brochure is ready.

final prospectus supplement regulatory

A final prospectus supplement is the definitive document that completes a public securities offering, spelling out the exact terms, number and price of shares or bonds being sold, key risks, and how the proceeds will be used. Investors treat it like the final recipe or instruction sheet for an investment: it replaces earlier drafts and provides the binding, detailed information needed to judge the value and risk before committing funds.

NEWTON, Mass.--(BUSINESS WIRE)-- Service Properties Trust (Nasdaq: SVC) today announced the pricing of its underwritten public offering of 416.7 million common shares of beneficial interest at a price to the public of $1.20 per share. The total gross proceeds to SVC are expected to be $500 million, before deducting underwriting discounts and commissions and other offering expenses payable by SVC. The settlement of this offering is expected to occur on or about April 2, 2026. The underwriters have also been granted a 30-day option to purchase up to an additional 62.5 million common shares.

SVC expects to use the net proceeds of the offering, together with cash on hand, to redeem all or a portion of the $100.0 million principal amount outstanding of its 4.95% senior notes due 2027 and/or the $450.0 million principal amount outstanding of its 5.50% senior notes due 2027.

Yorkville Securities is acting as lead bookrunner and Jones is acting as bookrunning manager of the offering. B. Riley Securities, Oppenheimer & Co., Ladenburg Thalmann and Siebert are acting as co-managers of the offering.

The offering is being made pursuant to SVC’s effective shelf registration statement previously filed with the Securities and Exchange Commission (the "SEC"), including the base prospectus therein. A preliminary prospectus supplement and accompanying base prospectus relating to the offering has been, and the final prospectus supplement, when available, will be, filed with the SEC, and copies may be obtained by contacting Yorkville Securities, LLC at Capitalmarkets@yorkvilleglobal.com or JonesTrading Institutional Services LLC at ECM@Jonestrading.com or by visiting the EDGAR database on the SEC's web site at www.sec.gov.

This press release is neither an offer to sell nor a solicitation of an offer to buy common shares, nor shall there be any sale of these securities in any state or jurisdiction in which the offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction.

About Service Properties Trust

Service Properties Trust (Nasdaq: SVC) is a real estate investment trust with approximately $10 billion invested in two asset categories: service-focused retail net lease properties and hotels. As of December 31, 2025, SVC owned 760 service-focused retail net lease properties with over 13.6 million square feet throughout the United States. As of December 31, 2025, SVC also owned 94 hotels with over 21,000 guest rooms throughout the United States and in Puerto Rico and Canada. SVC is managed by The RMR Group (Nasdaq: RMR), a leading U.S. alternative asset management company with over $37 billion in assets under management as of December 31, 2025, and 40 years of institutional experience in buying, selling, financing and operating commercial real estate. SVC is headquartered in Newton, MA.

WARNING REGARDING FORWARD-LOOKING STATEMENTS

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other securities laws. These forward-looking statements are based upon SVC’s present intent, beliefs and expectations, but these statements and the implications of these statements are not guaranteed to occur and may not occur for various reasons, some of which are beyond SVC’s control. For example:

• This press release states that SVC expects the settlement of the common shares to occur on or about April 2, 2026. In fact, the issuance and delivery of the common shares is subject to various conditions and contingencies as are customary in underwriting agreements in the United States. If these conditions are not satisfied or the specified contingencies do not occur, this offering may not close.
• This press release states that SVC expects to use the net proceeds from the offering, together with cash on hand, to redeem all or a portion of the $100.0 million principal amount outstanding of its 4.95% senior notes due 2027 and/or the $450.0 million principal amount outstanding of its 5.50% senior notes due 2027. However, the receipt and use of the proceeds is dependent on the completion of the offering and may not occur and the amount of net proceeds may not be sufficient to redeem all notes.
• This press release states that the underwriters have been granted an option to purchase up to an additional 62.5 million common shares. An implication of this statement may be that this option may be exercised in whole or in part. In fact, SVC does not know whether the underwriters would exercise this option, or any part of it.

The information contained in SVC’s filings with the SEC, including under the caption “Risk Factors” in SVC’s periodic reports, or incorporated therein, identifies other important factors that could cause differences from SVC’s forward-looking statements. SVC’s filings with the SEC are available on the SEC’s website at www.sec.gov.

You should not place undue reliance upon forward-looking statements.

Except as required by law, SVC does not intend to update or change any forward-looking statements as a result of new information, future events or otherwise.

A Maryland Real Estate Investment Trust with transferable shares of beneficial interest listed on the Nasdaq.
No shareholder, Trustee or officer is personally liable for any act or obligation of the Trust.

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Kevin Barry, Senior Director, Investor Relations

(617) 796-8232

Source: Service Properties Trust