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Lightstone REIT II's $97.8 Million Hotel Loan Matured on September 15. Today Is the Last Day an 8-K About It Would Be On Time.

By Jorge··16 min read
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Vehicle file: Lightstone Value Plus REIT II, Inc. — assets, distributions, repurchases and every filing, as filed with the SEC.Open the file →

Quick Answer

Lightstone Value Plus REIT II (CIK 1436975) has one loan, and it came due six days ago. The credit facility is $97,818,000, nonrecourse, at SOFR plus 3.45% with a 6.45% floor, and it is secured by all ten of the REIT's limited-service hotels. Its initial maturity was September 15, 2026, with two one-year extension options that the loan grants at the sole discretion of the lender. A modification signed July 17, 2026 added a $5.0 million cash deposit and required REIT II to either sell pledged hotels before August 31, 2026 or deposit a further $7.5 million. At June 30, 2026 the company did not meet the loan's minimum debt yield ratio and the lender granted a waiver. As of September 21, 2026, neither deadline has produced a filing. REIT II's most recent report of any kind is the Form 10-Q filed August 14, and its last Form 8-K is dated December 9, 2025 — a routine Item 5.07 vote tally. Today is the fourth business day after the maturity date, which is the outside limit for an 8-K reporting an event that occurred that day. This is a statement about the record, not about solvency: we are not reporting a default, and an absence is not an announcement.

Key Takeaways

  • The loan is the whole company's debt stack. At June 30, 2026 REIT II reported $97,818,000 of mortgage payable and nothing else, against $170,063,000 of total assets.
  • It is 159% of net assets, not 75%. Total equity at June 30, 2026 was $61,484,000 ($50,463,000 attributable to stockholders), so the facility is about 1.6 times the company's net assets and 1.9 times stockholders' equity. It is 78% of the hotels' net book value, a different ratio that is easy to mistake for the first. We had the lower figure on a sibling page and have corrected it.
  • Two deadlines have passed with no filing. August 31, 2026 for hotel sales or an extra $7.5 million; September 15, 2026 for the maturity itself. The fourth business day after August 31 was September 4; the fourth business day after September 15 is today.
  • The extension is expected, not granted. The 10-Q says the company 'currently expects' approval and then states there 'can be no assurance' of it, or of a refinancing.
  • The distribution is not being earned. In the first half of 2026 REIT II declared $2,380,000 of distributions against $1,017,000 of FFO attributable to common shares, 43% coverage. Net cash from operating activities for the six months was $40,000.
  • Holders cannot simply leave. The repurchase program accepts death and hardship requests only, capped at 0.5% of shares a year. There were 4,829 stockholders at March 16, 2026.

CSV · 44 rows

Lightstone Value Plus REIT II: the credit facility, its deadlines and the filing record

44 rows from the 2025 Form 10-K and the June 30, 2026 Form 10-Q: every loan term, both covenant waivers, the July 17, 2026 modification and its two deadlines, the balance-sheet lines that size the leverage, the FFO and distribution figures, and the filing record since December 2025. One SEC accession per row.

What actually came due, and when

Most non-traded REITs have a debt schedule: a dozen mortgages, different lenders, staggered maturities, so one bad refinancing is a bruise rather than a break. Lightstone Value Plus REIT II does not. Its June 30, 2026 balance sheet carries one line of debt, and the collateral behind it is the portfolio: all ten majority-owned limited-service hotels, 1,352 rooms in total.

The facility dates from October 23, 2023. It was originally a revolving loan of up to $106.0 million, of which REIT II drew $101.8 million at the start, using the proceeds to repay a maturing revolver from the same lender secured by the same ten hotels. It priced at SOFR plus 3.45%, with a 6.45% floor. SOFR was 3.63% at June 30, 2026, so the floor is what binds, and the weighted average rate for the first half of 2026 was 7.11%. The loan is interest-only during its initial term; only in a lender-approved extended term does it begin amortising on a 25-year schedule.

Two dates then sat in front of the company, and both came from the same July modification.

DateWhat the loan requiredFourth business day afterReported in a filing?
August 31, 2026Complete the sale of certain pledged hotel properties, or deposit a further $7.5 million into the cash collateral account, or provide a letter of credit in that amountSeptember 4, 2026No
September 15, 2026Initial maturity of the $97,818,000 facility. Two one-year extensions exist, both at the sole discretion of the lenderSeptember 21, 2026 (today)No

The company's own language on the extension is worth reading twice, because it contains both halves. The 10-Q says REIT II "currently expects the lender to approve the first of the two one-year extension options available under the Credit Facility which would extend its maturity date from September 15, 2026 to September 15, 2027." The next sentence: "However, there can be no assurance that the lender will approve the first one-year extension option or the Company will be able to successfully refinance the Credit Facility on or before its initial maturity date."

That is an expectation, disclosed as an expectation. It is not an agreement, and the filing does not describe one.

The covenants were already being missed before any of this

The modification did not arrive out of nowhere. The loan requires minimum debt service coverage ratios (DSCR) and debt yield ratios (DYR), measured at the end of each calendar quarter.

  • At December 31, 2025, REIT II did not meet either the minimum DSCR or the minimum DYR. The lender provided a waiver.
  • At June 30, 2026, it did not meet the prescribed minimum DYR. The lender provided a waiver again.

Then, on July 17, 2026, the two sides signed a Loan Modification Agreement that did four things: it removed the revolving feature, it revised the DSCR and DYR covenants effective June 30, 2026, it took $5.0 million of the company's cash into a collateral account held by the lender, and it set the August 31 condition above.

Read in sequence, that is a lender progressively tightening its grip on a borrower it has twice had to waive: cash moved inside the lender's control, covenants rewritten rather than met, and a deadline to either sell collateral or post more cash.

The number we had wrong, and the right one

A loan of $97.8 million needs a denominator to mean anything, and the denominator is where this is easy to get wrong. We published one of these ratios on our Lightstone family page as "75% of its net assets." That was incorrect, and it understated the leverage by roughly half. Here is the arithmetic from the June 30, 2026 balance sheet, in thousands:

MeasureAmount (June 30, 2026)The facility against it
Total assets$170,06357.5%
Total equity (net assets)$61,484159%
Total stockholders' equity$50,463194%
Net investment property (the hotels, after depreciation)$126,03177.6%

The 77.6% in the last row is the figure that looks like "about 75%", and it is a real and useful number: it is the loan against the depreciated book value of the buildings pledged to it. But it is not net assets. Net assets are $61.5 million, and the loan is about 1.6 times that. The correction has been made on the family page as well; we would rather say we got it wrong than quietly change it.

Two caveats on all four rows, in the direction of caution. Book value is not market value: these hotels carry $69.1 million of accumulated depreciation against $195.2 million of gross cost, so the net figure understates what a buyer might pay. And the loan is nonrecourse, which means the lender's claim runs to the hotels and not beyond them to the rest of the company.

What an 8-K would have had to say

A Form 8-K is a current report: it covers enumerated events and is generally due within four business days of the event. Several of the possible outcomes here are exactly such events.

  • If the lender approved the extension, or the parties signed anything to that effect, that is ordinarily an entry into a material definitive agreement (Item 1.01) for a company whose entire debt stack is this one loan.
  • If REIT II sold pledged hotels to satisfy the August 31 condition, a disposition of that size would be reportable (Item 2.01).
  • If the maturity triggered an acceleration or a default, that is a triggering event that accelerates a direct financial obligation (Item 2.04).

The record shows none of these. REIT II's last filing of any kind remains the Form 10-Q filed August 14, 2026, and the last Form 8-K it filed is dated December 9, 2025, reporting the results of a stockholder vote under Item 5.07. We pulled the company's full EDGAR submission history on September 21, 2026 to confirm it.

Here is what that does not mean. It does not mean REIT II has defaulted. A lender-approved extension, a refinancing, a forbearance, a short waiver and a quiet default do not look the same from outside, and some of them may not require a current report at all, or may be disclosed in the third-quarter 10-Q, due around November 14, rather than in an 8-K. Companies also file late. We are reporting the state of the file, not the state of the balance sheet, and the distinction is the whole point: if we wrote "Lightstone missed its payment" we would be inventing a fact that no document supports.

What we can say precisely is this: the company set out two dates in its own filings, both have passed, and on the fourth business day after the second one the file is empty. The next filing settles it. We watch this CIK on a schedule and will update this page the day something lands.

What it looks like from inside the shares

REIT II had 4,829 stockholders at March 16, 2026, holding 15.9 million shares. Their position has three features that matter here.

They cannot leave. The share repurchase program accepts requests only in connection with a holder's death or certain hardships, and even then not more than 0.5% of shares outstanding a year. There is no established public market. When an outside bidder did appear, West 4 Capital in April 2024 at $5.37 a share, the company's own response noted that both that price and its competing $6.00 tender were "substantially below" the then-current NAV of $9.84.

The board's value is $10.67. That estimate, as of December 31, 2025, was approved on March 25, 2026. It is an appraisal-based board estimate, not a price anyone has paid.

The income is not being earned. REIT II still declares $0.075 a quarter, the pro rata equivalent of $0.30 a year, described in its filings as a 3% annualised rate on a $10.00 share price. Against that:

  • First half of 2026: $2,380,000 declared, against $1,017,000 of FFO attributable to common shares. That is 43% coverage (our arithmetic).
  • Net cash provided by operating activities for the same six months: $40,000.
  • Since inception in April 2008 through June 30, 2026, the company's own cumulative table shows $102,206,000 of distributions declared against $84,225,000 of FFO attributable to common shares, 82% across eighteen years.
  • The first-half net loss was $7,138,000, which includes a $5,167,000 impairment charge.

The filings do not say which cash funded the distributions, so neither do we. What the statements show is that in this half they were not earned from operations.

For context, cash and marketable securities at June 30, 2026 were $21,346,000 and $10,224,000, before the $5.0 million that moved into the lender's collateral account in July, and before any $7.5 million that the August 31 condition might have required.

What to watch, and when

  • The next 8-K, on CIK 1436975. Any of Items 1.01, 2.01, 2.04 or 1.02 would resolve this. There is no way to know in advance which.
  • The third-quarter Form 10-Q, due around November 14, 2026. If nothing is filed before then, this is where the answer appears, and where a going-concern discussion would appear if one were warranted.
  • The sibling REITs. REIT I owns 2.5% of REIT II's hotel joint venture, and REIT II and REIT III each own 50% of the Hilton Garden Inn in Long Island City, so a forced sale at REIT II reaches beyond it. REIT V has its own maturity: $44.0 million of Citadel Apartments loans due October 11, 2026, with no extension options remaining. The five are compared on our Lightstone family page, and the SEC facts for this vehicle as filed are on its vehicle page.

Frequently Asked Questions

Sources

  • Lightstone Value Plus REIT II, Inc., Form 10-Q for the quarter ended June 30, 2026, filed August 14, 2026, accession 0001185185-26-003557. Credit facility terms, the July 17, 2026 Loan Modification Agreement, the DYR waiver, the balance sheet, the FFO reconciliation and the cumulative distributions table.
  • Lightstone Value Plus REIT II, Inc., Form 10-K for 2025, filed March 30, 2026, accession 0001185185-26-001140. The $10.67 NAV per share, the 4,829 stockholders at March 16, 2026, the repurchase program limits and the December 31, 2025 covenant waiver.
  • U.S. Securities and Exchange Commission, EDGAR submission history for CIK 1436975, retrieved September 21, 2026. Used to confirm that no filing has been made since August 14, 2026 and that the most recent Form 8-K is accession 0001185185-25-001989, dated December 9, 2025.
  • West 4 Capital LP, Schedule TO-T, accession 0001104659-24-047230, and Lightstone Value Plus REIT II, Schedule 14D-9, accession 0001140361-24-021509. The April 2024 $5.37 offer and the company's response.
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