Access & Activity
Permissions by party · Document-level controls · Usage log
4
Parties with access
12
Actions this week
9
Docs viewed
3
AI queries logged
Party permissions
MY
Michael Yousif
Owner · Account admin
Full Admin
All documents
AI assistant
Upload & manage
Activity logs
Manage access
Financial docs
DH
Davidson Hospitality Group
Operator · Management team
Limited
Mgmt agreement
Permits & licenses
Operational docs
AI assistant
PSA / financials
Activity logs
ES
Eastdil Secured
Broker · Transaction only
Read Only
PSA & deal docs
Financials
Market data
AI assistant
Mgmt agreement
Upload / manage
CM
CMBS Servicer
Lender · Financial docs only
Read Only
P&L & financials
Loan agreement
Mgmt agreement
PSA
AI assistant
Upload / manage
Activity log — last 7 days
| Party | Action | Document / Query | When |
|---|---|---|---|
| Eastdil | Viewed | PSA §4.2 — deposit terms | Today 9:14am |
| Davidson | AI query | "What is the management fee structure?" | Today 7:02am |
| Eastdil | Viewed | Trailing 3yr P&L | Yesterday 4:41pm |
| CMBS | Downloaded | Loan Agreement | Yesterday 2:15pm |
| Eastdil | AI query | "Summarize the CMBS assumption status" | Yesterday 11:30am |
| CMBS | Viewed | P&L 2024 — full year | May 12 · 3:08pm |
| Davidson | Viewed | Management Agreement | May 12 · 10:22am |
| Eastdil | Viewed | STR Market Report | May 11 · 2:50pm |
| Owner | Uploaded | Franchise Agreement | May 10 · 8:47am |
| Davidson | AI query | "When does the performance trigger clause kick in?" | May 9 · 5:12pm |
Hilton Management Agreement
Executed Mar 2024 · Expires Mar 2027 · Davidson Hospitality Group
Key terms — sorted by urgency
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Expiry & renewal notice
Expires Mar 2027 — 180-day notice by Sep 2026
Renewal requires Hilton approval. Flag this now if assuming at close.
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Termination fee (§11.2)
$2.4M liquidated damages if terminated without cause
Negotiate as seller credit. Buyer must assume or pay.
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RevPAR performance trigger (§8.4)
Index must stay above 95 — currently 108, Q3 review
Sustained drop below 95 gives owner termination right without fee.
✓
Base management fee
3.0% of gross revenue
Market rate. Incentive fee: 10% of GOP above $5.2M threshold.
✓
Assignment (§14.1)
Assignable to qualified manager with Hilton approval
No current manager consent required. Favorable for buyer.
Agreement is assignable with Hilton approval only — current manager has no veto. The $2.4M termination fee is the primary negotiation point; request as a seller credit at close. Renewal notice window (Sep 2026) arrives before the loan maturity (Dec 2026), so sequence matters.
Purchase & Sale Agreement — Draft v3
$87,000,000 · Executed Mar 2025 · Diligence expires Apr 28
Key terms — sorted by urgency
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Deposit hard date
$2M deposit goes non-refundable April 28, 2025
12 days remaining. Diligence must be complete before this date.
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Indemnification basket (§12.3)
$500K basket — buyer requesting $250K
Open negotiation point. Seller holding firm at $500K.
✓
Purchase price
$87,000,000 · $172,619 per key
11.0× 2024 NOI. In line with Nashville comp set.
✓
FF&E / proration
FF&E reserve balance prorated at close
Current balance $1.2M — below threshold. Seller responsible for top-up.
Hard deadline is 12 days away — all diligence must close before April 28 or $2M deposit is forfeit. CMBS assumption must be initiated this week (60-90 day lead time). The indemnification basket is the only material open item.
Trailing 3-Year P&L
2022–2024 · Audited · Embassy Suites Nashville Downtown
Key terms — sorted by urgency
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Labor cost trend
Labor % increased from 31% → 35% (2022→2024)
Request wage detail and union contract status. 400bps increase needs explanation.
✓
2024 revenue
$28.4M total revenue · $56,349 per key
Up 6.2% vs 2023. Rooms revenue $21.2M (74.6% of total).
✓
2024 NOI
$5.9M · 20.8% NOI margin
DSCR on existing debt: 1.48×. Healthy coverage.
✓
RevPAR 2024
$141 · Index 108 vs comp set
Consistent outperformance since 2022. STR trending up.
Financials are clean and trending well. The only flag is the labor cost increase — get union contract and wage detail before closing diligence. NOI margin and DSCR both support the purchase price at current debt levels.
STR Market Report — Nashville
Q4 2024 · Embassy Suites competitive set
Key terms — sorted by urgency
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New supply pipeline
1,200 new rooms entering Nashville market 2025–2026
Stress-test RevPAR at 90 and 95 index scenarios in your underwriting.
✓
RevPAR index Q4 2024
108 vs competitive set
Asset consistently outperforms comp set. 3yr average index: 106.
✓
Market demand drivers
Convention center expansion, corporate demand growing
Nashville market fundamentals strong through 2026.
Market is strong but new supply is the key risk. 1,200 rooms entering 2025-2026 — underwrite at conservative RevPAR index of 100 for sensitivity. Convention center expansion should offset some pressure on group demand.
Ground Lease
99-year term · 62 years remaining · CPI reset Jan 2027
Key terms — sorted by urgency
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CPI reset date
January 2027 — underwrite at 3–4% increase
Current rent $480K/yr. At 3% CPI: $494K. Model this in your year-2 NOI.
✓
Remaining term
62 years remaining — lender-friendly
Most lenders require 10+ years beyond loan term. CMBS assumption confirmed as acceptable.
✓
Annual rent
$480,000/year · $952/key
1.7% of gross revenue. In line with Nashville ground lease comps.
Lease is long enough and well-structured. The CPI reset in January 2027 is the primary underwriting variable — model at 3% and 4% in sensitivity. Otherwise no material issues. CMBS lender has confirmed lease is assumable.
F&B Permits — Embassy Suites Nashville
Rooftop bar · Restaurant · Banquet license · Tennessee ABC
Key terms — sorted by urgency
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Rooftop bar permit expiry
Expires December 15, 2025 — initiate renewal now
Tennessee ABC requires 90-day lead time. Application due by mid-September. Ownership transfer delays this — start process before close.
✓
Restaurant license
Current · Renews Dec 2025
Straightforward renewal. Buyer must initiate transfer application within 30 days of close.
✓
Banquet license
Current through Dec 2025
Includes private events, liquor service. Transfer requires state notification.
The rooftop bar permit is the critical item — Tennessee ABC's 90-day lead time means the renewal application must start before or at close, regardless of ownership transfer. Add this to the closing conditions checklist.
CMBS Loan Agreement
$48M · 4.85% fixed · Matures Dec 2026 · Defeasance or assumption
Key terms — sorted by urgency
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Assumption process timeline
60–90 day CMBS servicer approval required — start this week
If assumption not initiated immediately, close date will slip or buyer must refi at close.
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Loan maturity
Matures December 2026 — 20 months out
Buyer must plan refi strategy at acquisition. Bridge to permanent loan likely.
!
Defeasance cost (if refi at close)
~$2.1M defeasance premium
Adds to buyer's all-in cost if assumption not pursued. Include in sensitivity.
✓
Current rate
4.85% fixed · $2.33M annual debt service
Below current market. Assumption saves ~75bps vs new origination at today's rates.
Assuming the existing loan saves ~75bps vs refi — meaningful on $48M. But CMBS servicer approval takes 60-90 days and must be initiated this week or the close date slips. If defeasance is chosen instead, add $2.1M to buyer's total acquisition cost.
Asset AI
Management Agreement