Service Properties Trust sells hotels for $198.7M, $26.0M

Service Properties Trust reports completion of major hotel sales under previously announced disposition agreements.

Rhea-AI Filing Summary

Service Properties Trust reports completion of major hotel sales under previously announced disposition agreements. On November 18, 2025, the company sold 31 hotels with 3,734 keys in 18 states for $198.7 million, excluding closing costs, from its 35 Hotel Sale Portfolio, and on November 19, 2025 it sold three hotels with 357 keys in three states for $26.0 million, excluding closing costs, from its 45 Hotel Sale Portfolio. In total, SVC has sold 85 of the Sale Hotels with 11,038 keys for $618.5 million, excluding closing costs, and remains under agreement to sell 28 additional Sale Hotels with 3,765 keys for $294.8 million, expected to close in phases by the end of 2025. The company reiterates that it expects to use sale proceeds to repay debt and provides unaudited pro forma financial statements for each sale portfolio as exhibits to illustrate the impact as if the sales had occurred earlier.

Insights

REIT and capital structure analyst

SVC advances large hotel sale program, earmarking proceeds for debt repayment.

Service Properties Trust continues executing its hotel disposition strategy, closing sales from both the 35 Hotel Sale Portfolio and the 45 Hotel Sale Portfolio. The company has now sold 85 Sale Hotels with 11,038 keys for $618.5 million, excluding closing costs, and remains under agreement to sell 28 more Sale Hotels with 3,765 keys for $294.8 million. Management states that proceeds from the Sale Hotels are expected to be used to repay debt.

The sales pools are large enough that each constitutes a significant disposition, and SVC provides unaudited pro forma condensed consolidated financial statements as of September 30, 2025 and for the year ended December 31, 2024. One set of pro formas (Exhibit 99.1) reflects only the 35 Hotel Sale Portfolio, while the other (Exhibit 99.2) reflects only the 45 Hotel Sale Portfolio, helping isolate the effect of each transaction on the balance sheet and income statement.

The company notes that the remaining 28 Sale Hotels are expected to be sold in phases by the end of 2025, but completion is subject to conditions and timing could change. Forward-looking language emphasizes that actual financial results may differ from the pro forma information due to future portfolio changes, capital structure decisions, operating performance at remaining assets, and interest rate movements.

8-K Event Classification

2 items: 2.01, 9.01

2 items

Item 2.01 Completion of Acquisition or Disposition of Assets Financial

The company completed a significant acquisition or sale of business assets.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What major transaction did Service Properties Trust (SVC) report in this 8-K?

SVC reported the completion of multiple hotel sales under previously announced disposition agreements. It sold 31 hotels for $198.7 million on November 18, 2025 and three hotels for $26.0 million on November 19, 2025, all amounts excluding closing costs.

How many hotels and keys has SVC sold so far as part of the Sale Hotels program?

SVC has sold 85 of the Sale Hotels, totaling 11,038 keys, for a combined sales price of $618.5 million, excluding closing costs.

What remains to be sold from SVC's Sale Hotels portfolios and by when are sales expected?

SVC remains under agreement to sell 28 Sale Hotels with a total of 3,765 keys for a combined sales price of $294.8 million, excluding closing costs. These remaining hotels are expected to be sold in phases, with completion anticipated by the end of 2025, subject to conditions.

How does Service Properties Trust plan to use the proceeds from these hotel sales?

SVC states that it expects to use the proceeds from the sales of the Sale Hotels to repay debt.

What pro forma financial information did SVC provide related to the hotel sales?

SVC filed unaudited pro forma condensed consolidated financial statements as of September 30, 2025 and for the year ended December 31, 2024 and nine months ended September 30, 2025. Exhibit 99.1 covers the 35 Hotel Sale Portfolio, and Exhibit 99.2 covers the 45 Hotel Sale Portfolio.

What risks or uncertainties did SVC highlight about the remaining hotel sales?

SVC cautioned that the pending sales of the remaining Sale Hotels are subject to conditions, so it cannot be sure that it will complete these sales, avoid delays, maintain current terms, or ultimately use proceeds as currently expected.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 11/24/2025 - 04:50 PM Learn about SEC filing dates

0000945394false00009453942025-11-182025-11-18

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT PURSUANT

TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): November 18, 2025

SERVICE PROPERTIES TRUST

(Exact Name of Registrant as Specified in Its Charter)

Maryland

(State or Other Jurisdiction of Incorporation)

1-11527						04-3262075
(Commission File Number)						(IRS Employer Identification No.)

Two Newton Place, 255 Washington Street, Suite 300, Newton, Massachusetts 02458-1634

(Address of Principal Executive Offices) (Zip Code)

617-964-8389

(Registrant’s Telephone Number, Including Area Code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐                               Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐                                   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐                                   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐                                   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

Trading Symbol

Name of each Exchange on which Registered

Common Shares of Beneficial Interest

SVC

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐ 

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. ☐

In this Current Report on Form 8-K, the term "SVC" refers to Service Properties Trust and its consolidated subsidiaries, unless otherwise noted.

Item 2.01. Completion of Acquisition or Disposition of Assets.

On November 18, 2025, Service Properties Trust, or SVC, sold 31 hotels with a total of 3,734 keys located in 18 states for a combined sales price of $198.7 million, excluding closing costs, pursuant to one of the agreements, or the 35 Hotel Sale Portfolio, that SVC previously entered into to sell 113 hotels with a total of 14,803 keys for a combined sales price of $913.3 million, excluding closing costs, or the Sale Hotels. On November 19, 2025, SVC also sold three hotels with a total of 357 keys located in three states for a combined sales price of $26.0 million, excluding closing costs, pursuant to another agreement, or the 45 Hotel Sale Portfolio, that SVC previously entered into for the Sale Hotels. To date, SVC has sold 85 of the Sale Hotels with a total of 11,038 keys for a combined sales price of $618.5 million, excluding closing costs, and SVC remains under agreement to sell 28 Sale Hotels with a total of 3,765 keys for a combined sales price of $294.8 million, excluding closing costs. The remaining 28 Sale Hotels will be sold in phases, expected to be completed by the end of 2025. As previously disclosed, SVC expects to use the proceeds from the sales of the Sale Hotels to repay debt.

SVC has sold 34 of the hotels in the 35 Hotel Sale Portfolio, and 25 of the hotels in the 45 Hotel Sale Portfolio, with each pool of properties sold constituting significant dispositions for purposes of Item 2.01 of Form 8-K. Accordingly, pro forma financial information required by Item 9.01 of Form 8-K with respect to the 35 Hotel Sale Portfolio and the 45 Hotel Sale Portfolio is included as Exhibits 99.1 and 99.2, respectively, to this Current Report on Form 8-K.

For further information regarding SVC's completed hotel sales, please see its Current Reports on Form 8-K filed with the Securities and Exchange Commission, or the SEC, on September 10, 2025, September 18, 2025, September 24, 2025 (filed with Item 2.01), September 29, 2025, October 1, 2025, October 6, 2025, October 21, 2025, October 28, 2025, November 4, 2025, and November 18, 2025.

Warning Concerning Forward-Looking Statements

This Current Report on Form 8-K contains statements that constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other securities laws. Whenever SVC uses words such as “believe”, “expect”, “anticipate”, “intend”, “plan”, “estimate”, “will”, “may” and negatives or derivatives of these or similar expressions, SVC is making forward-looking statements. These forward-looking statements are based upon SVC’s present intent, beliefs or expectations, but forward-looking statements are not guaranteed to occur and may not occur. Actual results may differ materially from those contained in or implied by SVC’s forward-looking statements as a result of various factors. For example, the pending sales of the remaining Sale Hotels are subject to conditions; accordingly, SVC cannot be sure that it will complete these sales, that these sales will not be delayed, that the terms will not change or, if the sales are completed, that it will use the proceeds as currently expected.

The information contained in SVC’s filings with the SEC, including under the caption “Risk Factors” in SVC’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024, or incorporated herein or 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 SVC’s 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.

Item 9.01. Financial Statements and Exhibits.

(b) Pro Forma Financial Information.

SVC's unaudited pro forma condensed consolidated balance sheet as of September 30, 2025 and SVC's unaudited pro forma condensed consolidated statements of loss for the year ended December 31, 2024 and for the nine months ended September 30, 2025, and the notes related thereto, are filed as Exhibits 99.1 (with respect to the 35 Hotel Sale Portfolio) and 99.2 (with respect to the 45 Hotel Sale Portfolio) to this Current Report on Form 8-K and are incorporated by reference herein.

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These unaudited pro forma condensed consolidated financial statements reflect SVC's financial position as if the sales of these hotels were completed as of September 30, 2025 and SVC's results of operations as if the sales of these hotels were completed as of January 1, 2024, provided however, that Exhibit 99.1 does not reflect the hotels sold in the 45 Hotel Sale Portfolio and Exhibit 99.2 does not reflect the hotels sold in the 35 Hotel Sale Portfolio. These unaudited pro forma condensed consolidated financial statements are not necessarily indicative of SVC's expected financial position or results of operations for any future period. Differences could result from numerous factors, including future changes in SVC's portfolio of investments, capital structure, property level operating expenses and revenues, including returns received from SVC's hotels or rents expected to be received pursuant to SVC's existing leases or leases SVC may enter into, changes in interest rates and other reasons. Actual future results are likely to be different from amounts presented in these unaudited pro forma condensed consolidated financial statements and such differences may be significant.

(d) Exhibits.

99.1						Unaudited Pro Forma Condensed Consolidated Financial Statements with respect to the 35 Hotel Sale Portfolio. (Filed herewith.)
99.2						Unaudited Pro Forma Condensed Consolidated Financial Statements with respect to the 45 Hotel Sale Portfolio. (Filed herewith.)
104						Cover Page Interactive Data File. (Embedded within the Inline XBRL document.)

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

SERVICE PROPERTIES TRUST

By:

/s/ Brian E. Donley

Name:

Brian E. Donley

Title:

Chief Financial Officer and Treasurer

Dated:

November 24, 2025

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