Reminder of Upcoming Annual and Special Meeting of Unitholders

Unitholders are reminded to vote their proxy prior to the proxy voting deadline of 10:00 a.m. (Toronto time) on February 19, 2025

DALLAS and TORONTO, Feb. 14, 2025 /CNW/ -- NexPoint Hospitality Trust ("NHT" or the "REIT") (TSXV:NHT-U.VN) wishes to remind its unitholders ("Unitholders") of the upcoming annual and special meeting (the "Meeting") to be held virtually on Friday, February 21, 2025. The Meeting has been called for Unitholders to consider and, if deemed advisable, among other items,  (i) to pass an ordinary resolution approving certain amendments to the convertible promissory notes issued by the REIT between September 2019 and May 2021 (the "COVID Loans"); (ii) to pass an ordinary resolution approving certain amendments to the convertible promissory notes issued by CDOR Option Sub, LLC on October 30, 2020 and December 22, 2020 (the "CDOR Loans"); and (iii) to pass a special resolution approving the previously announced merger transaction with NexPoint Diversified Real Estate Trust ("NXDT"), which approves (a) the reorganization of the REIT in accordance with certain proposed amendments to the REIT's declaration of trust, pursuant to which each unitholder will elect to receive, for each unit, either thirty-six cents cash (the "Cash Consideration") or one (1) common share of NexPoint Hospitality Trust, Inc., which will subsequently be converted into the right to receive a number of common shares of NexPoint Diversified Real Estate Trust ("NXDT Common Shares") and, immediately thereafter the dissolution and liquidation of the REIT (the "Share Consideration", and together with the Cash Consideration, the "Reorganization Consideration"); and (b) the merger of the REIT's subsidiary entities with and into entities owned or controlled, directly or indirectly, by NexPoint Diversified Real Estate Trust (the "Transaction").