Item 1.01. Entry into a Material Definitive Agreement.

On February 18, 2020 (the "Amendment Date"), Choice Hotels International, Inc. (the "Company") entered into the First Amendment to the Amended and Restated Senior Unsecured Credit Agreement (the "Amendment") among the Company, Deutsche Bank AG New York Branch, as administrative agent (the "Administrative Agent") and the lenders party thereto. The Amendment amends the Amended and Restated Senior Unsecured Credit Agreement, dated as of August 20, 2018, among the Company, the Administrative Agent, the other agents party thereto and the lenders party thereto (the "Credit Agreement").

Prior to the Amendment, the Credit Agreement provided that if certain subsidiaries of the Company were to incur certain recourse debt or become obligors in respect of certain recourse debt of the Company or certain of its other subsidiaries, those obligated subsidiaries were required to guarantee the Company's obligations under the unsecured revolving credit facility provided pursuant to the Credit Agreement (the "Springing Guarantee"). The Amendment, among other things, removes the Springing Guarantee and other provisions and references in the Credit Agreement related to the potential existence of subsidiary guarantors.

Certain of the lenders, as well as certain of their respective affiliates, have performed and may in the future perform for the Company and its subsidiaries, various commercial banking, investment banking, lending, underwriting, trust services, financial advisory and other financial services, for which they have received and may in the future receive customary fees and expenses.

Except as amended by the Amendment, the remaining terms of the Existing Credit Agreement remain in full force and effect. The summary of the material provisions of the Amendment set forth above is qualified in its entirety by reference to the full text of the Amendment filed as Exhibit 10.1 to this report and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.




(d) Exhibits.

 Exhibit
 Number                                      Description

   10.1            First Amendment to the Amended and Restated Senior Unsecured
                 Credit Agreement, dated February 18, 2020 among Choice Hotels
                 International, Inc., Deutsche Bank AG New York Branch, as
                 administrative agent, and the lenders party thereto.

   104           Cover Page Interactive Data File (embedded within the Inline XBRL
                 document).

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