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Old Nov 16, 2015, 4:19 am
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November 16, 2015
BETHESDA, Md. and STAMFORD, Conn., Nov. 16, 2015 /PRNewswire/ -- Marriott International, Inc. (NASDAQ: MAR) and Starwood Hotels & Resorts Worldwide, Inc. (NYSE: HOT) announced today that the boards of directors of both companies have unanimously approved a definitive merger agreement under which the companies will create the world's largest hotel company. The transaction combines Starwood's leading lifestyle brands and international footprint with Marriott's strong presence in the luxury and select-service tiers, as well as the convention and resort segment, creating a more comprehensive portfolio. The merged company will offer broader choice for guests, greater opportunities for associates and should unlock additional value for Marriott and Starwood shareholders. Combined, the companies operate or franchise more than 5,500 hotels with 1.1 million rooms worldwide. The combined company's pro forma fee revenue for the 12 months ended September 30, 2015 totals over $2.7 billion.
Marriott Shareholder News Release :
http://investor.shareholder.com/mar/...leaseID=942791

Starwood Investor News Release :
https://s1.q4cdn.com/483583335/files...wood-FINAL.pdf

Marriott CEO Linkedin Post:
https://www.linkedin.com/pulse/marri...-arne-sorenson

November 16, 2015
Originally Posted by Official Starwood Announcement on the SPG website
We’re excited to share the news that Starwood Hotels & Resorts will join together with Marriott International to create the world’s largest hotel company. For our Starwood Preferred Guest® (SPG®) members, this will mean even more choices in even more places, giving you access to 1.1 million rooms across 5,500 hotels and resorts in more than 100 countries.

We will work to bring you the very best of SPG and Marriott Rewards®, two of the most rewarding loyalty programs in our industry. Our members are at the core of everything we do, and that will not change.

This is the beginning of a long journey as we combine our two companies. For now, we remain separate, and there is no change to your SPG program status, your Starpoints® or your existing reservations. You will continue to earn Starpoints and elite stay/night credit for your stays, as well as bonus Starpoints for any promotions in which you are participating. There is no change to how you manage your SPG account or book reservations.

Over the coming months, as we have more to share, we’ll be sure to reach out to you by email, at spg.com and via twitter (@spg). In the meantime, we remain at your service wherever you need us — whether in our hotels, at spg.com, on the SPG mobile app or via our Customer Contact Centers.

Thank you for sharing your travels with us.

Chris Holdren
Senior Vice President, Starwood Preferred Guest
November 16, 2015
Originally Posted by Official Starwood Announcement to FT members
Dear members,

Starwood Hotels & Resorts and Marriott International to Merge, Creating the World’s Largest Hotel Company, Best Loyalty Program

Today we’re excited to share the news that Starwood Hotels & Resorts will join together with Marriott International to create the world’s largest hotel company. For our SPG members, this will mean even more choices in even more places, giving you access to 1.1 million rooms across 5,500 hotels in more than 100 countries.

As we look to bring together the very best of Starwood Preferred Guest and Marriott Rewards, we are confident that together we will create the most rewarding loyalty program in our industry. Our members are at the core of everything we do, and that will not change.

Today is the first day of a long journey as we combine our two companies. For now, we remain separate, and there is no change to your Starwood Preferred Guest (SPG) program status, your Starpoints or your existing reservations. You will continue to earn Starpoints and elite stay/night credit for your stays, and bonus Starpoints for any promotions in which are you are participating. There is no change to how you manage your SPG account or book reservations.

Over the coming months, as we have more to share, you’ll continue to be among the first to hear by e-mail, at spg.com and via twitter (@spg). In the meantime, we remain at your service wherever you need us—whether in our hotels, at spg.com, the SPG mobile app, or via our Customer Contact Centers.

[email protected]

Thyetus Lee | Social Media Specialist
Starwood Customer Contact Centre (AP) Pte Ltd
March 01, 2016
The U.S. Department of Justice and the U.S. Federal Trade Commission will not challenge the proposed merger between Marriott International and Starwood Hotels & Resorts. The waiting period for Marriott's filing with the FTC under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, the merger's first regulatory hurdle, expired on Monday, meaning the deal is cleared to proceed. The Competition Bureau of Canada also will not challenge the transaction. According to Marriott, the companies are cooperating with competition authorities in other parts of the world to obtain approval of the deal. Marriott and Starwood will hold separate stockholder meetings on March 28 to vote on the merger.
http://investor.shareholder.com/MAR/...leaseID=958056
March 14, 2016
Announcement that a consortium including the Chinese company Anbang has made an unsolicited rival bid.
http://www.cnbc.com/2016/03/14/starw...6-a-share.html

March 18, 2016
Starwood determines that the Anbang bid is 'superior' and notifies Marriott of the intention to terminate the merger agreement.
Marriott have until March 28 to make a counter-bid that is as good as or better than Anbang.
Starwood is postponing its stockholder vote, which was scheduled for Monday, March 28th, to a new date to be determined after consultation with Marriott. Starwood’s Board has not changed its recommendation in support of Starwood’s merger with Marriott.
http://www.cnbc.com/2016/03/18/starw...e-in-cash.html

March 21, 2016
Starwood and Marriott sign a revised merger agreement after Marriott submit an increased bid which values Starwood stock at $85.36. This is now the 'superior' proposal.
Under the revised merger agreement Starwood is not allowed to engage in discussions with Anbang. However, Anbang may make another unsolicited offer, up until the time of the Starwood shareholder vote, which is April 8, 2016.

March 28, 2016
Starwood Hotels & Resorts Worldwide Inc. said it received a higher takeover offer from a group led by Anbang Insurance Group Co., putting the Chinese company back into battle with Marriott International Inc. for control of the hotel operator.
Starwood said it’s in negotiations with the Anbang group after receiving a nonbinding offer of $82.75 a share in cash, or about $14 billion, according to a statement Monday. That compares with Marriott’s stock-and-cash offer valued at $75.91 a share, or about $12.8 billion, based on March 24th’s closing price. Marriott, in its own statement Monday, reaffirmed its commitment to buy Starwood, saying its proposal offers stockholders greater long-term value.
Shares of Starwood rose 2.4 percent to $84.06 at 10:29 a.m. New York time. Marriott climbed 4 percent to $71.35.
The new offer from Anbang, which is working with J.C. Flowers & Co. and Primavera Capital, shows the insurer won’t easily back down as it seeks to build its hotel holdings. The Beijing-based company last year purchased Manhattan’s landmark Waldorf Astoria for $1.95 billion, and is in a deal to acquire luxury-property owner Strategic Hotels & Resorts Inc. for about $6.5 billion. Gaining Starwood would add brands such as Sheraton, W and St. Regis, as well as about $4 billion worth of real estate.
Starwood said it received a non-binding bid of $81 a share on March 26 from the Anbang group, which increased its offer after subsequent discussions. Starwood is negotiating terms of a binding proposal and said it will “carefully consider the outcome of its discussions with the consortium” in order to determine the best course of action for shareholders.
http://www.bloomberg.com/news/articl...er-from-anbang

March 31, 2016

China’s Anbang Drops Bid for Starwood Hotels
Operator of Sheraton, other hotels seen returning to Marriott’s previous takeover offer

http://www.wsj.com/articles/chinas-a...way-1459455942
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Starwood: "Marriott and Starwood stockholders approve merger"

 
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Old Mar 24, 2016, 2:10 pm
  #2881  
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Originally Posted by controller1
At today's closing price of MAR ($68.64), the MAR offer is now approximately $615 million lower than the value when the revised merger agreement was announced.
At what point is Starwood obligated to declare Anbang to be the superior offer?
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Old Mar 24, 2016, 2:14 pm
  #2882  
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Originally Posted by MSPeconomist
At what point is Starwood obligated to declare Anbang to be the superior offer?
Not sure, but it highlights a problem when approximately 74% of the MAR offer is with a currency subject to much greater risk/fluctuation than the USD.
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Old Mar 24, 2016, 2:15 pm
  #2883  
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Originally Posted by Troopers
Equals wall street fail.
...which of course doesn't equal "loyal elites run away" :-:
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Old Mar 24, 2016, 2:15 pm
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Originally Posted by BOSTransplant
I'm not sure it's fair to call it a Wall Street fail. Either a merger or an acquisition would do what the investors want, which is increase the value of the company and its shares.
It's a fail using wall street metrics/expectations. It's a fail for its under performance. In the past 5 years, HOT +42%, MAR +106% and IHG +66%. In the past 2 years, HOT +7%, +MAR 24% and IHG +13%.

HOT was failing it's investors, and unable to "correct" itself.

The thing some people aren't grasping is that HOT's investors and SPG members/elites are two completely separate entities with different goals and desires. Just because something is harmful or beneficial to one group doesn't necessarily mean it's going to be the same to the other group. A buyout or merger helps the interests of the investors, but not necessarily us members/elites.
Concur. I'll also add that some people aren't grasping that change was necessary to bring add'l value (whether it was business model change or a sale/merger), and that change would negatively impact it's customers.
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Old Mar 24, 2016, 2:20 pm
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Originally Posted by mahasamatman
If we maxed out DSU, we'd get 8-10 nights (and actually used zero last year). The fact that you can use SNA on award nights is huge.
For what it is worth... I am in total agreement with these statements.

last year I left 3 DSU's on the table but used all my SNA's for suites in Paris, Sydney etc. Just one of many examples of where SPG PLT-50 works so well for me.

The point is that I think for many of us SPG is a great match for our needs... and that is why the prospect of being thrown into MR does not sit well.
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Old Mar 24, 2016, 2:39 pm
  #2886  
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Originally Posted by controller1
At today's closing price of MAR ($68.64), the MAR offer is now approximately $615 million lower than the value when the revised merger agreement was announced.
Does the $615 mil put them below AnBang's original offer? So many billions being tossed around I've lost track

Originally Posted by MSPeconomist
At what point is Starwood obligated to declare Anbang to be the superior offer?
On April 8th when HOT votes? While the stock might not increase a lot by the 8th, if it goes up before the actual vote the delta might be different/less & still make it superior. (FWIW - I think all cash offers, especially if higher, are usually superior).

That's also assuming AnBang is allowed to continue w/ its offer or offer another higher one (aka, China regulators might nix it). If AnBang is told straight out no way by China, my guess (and it's only that) is that the two stocks might stabilize/correct more by April 8th. Also, if AnBang was told no way then there is no other offer.

And I agree w/ whoever posted - what the shareholders want & loyalty elites want are two different things.

Cheers.
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Old Mar 24, 2016, 2:41 pm
  #2887  
 
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Originally Posted by controller1
Not sure, but it highlights a problem when approximately 74% of the MAR offer is with a currency subject to much greater risk/fluctuation than the USD.
Hmmmm, someone somewhere up thread had vehemently argued that MAR stocks & cash offer was SUPERIOR to Anbang's all cold cash offer
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Old Mar 24, 2016, 2:44 pm
  #2888  
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Originally Posted by sapguy
Hmmmm, someone somewhere up thread had vehemently argued that MAR stocks & cash offer was SUPERIOR to Anbang's all cold cash offer
Wasn't me. Heck, I just advised a colleague yesterday when a company offered her a small amount of cash & some stock for consulting vs. paying her consulting fee to just tell them thanks, I'll take my normal consulting fee. Note, the company was not the next FB

Cheers.
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Old Mar 24, 2016, 3:07 pm
  #2889  
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Originally Posted by sapguy
Hmmmm, someone somewhere up thread had vehemently argued that MAR stocks & cash offer was SUPERIOR to Anbang's all cold cash offer
It wasn't me! If you believe it was, you need to re-read the posts. I was responding to a post that stated transactions which are all cash and equivalent in every way are always superior to a cash/stock or all stock transaction.

As I pointed out in the posts, always is something rarely achieved.
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Old Mar 24, 2016, 3:32 pm
  #2890  
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Originally Posted by Troopers
PS. I was a SPG plat for life and ran away, and I'm not the only one.
Well if you left more than 2-3 years ago, you've missed out on some of the best SPG years in the program. YMMV.
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Old Mar 24, 2016, 4:11 pm
  #2891  
 
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Originally Posted by mahasamatman
Quote:





Originally Posted by Boghopper


Actually for me 4 DSUs is a huge benefit, far superior to the 10 SNAs Starwood give me (and the zero any other loyalty program does). If you maxed the DSUs you would have 28 nights.




It's all based on travel patterns. We get more value from the SNA because we rarely stay in a hotel for more than 2 or maybe 3 paid nights at a time, and often find Hyatts to be non-existent or too expensive in the places we visit. If we maxed out DSU, we'd get 8-10 nights (and actually used zero last year). The fact that you can use SNA on award nights is huge.
Snas can definitely work better for some. Mathematically, as soon as you hit a 3 night average your better off with dsus. Starwood has better coverage (although at some properties the "suites" are barely an upgrade) but it's a crapshoot. If they've sold out their suites you're out of luck. There's been conflicting info about whether they have to give you the suite once they hit the four days or whatever. Lurkers have said yes but observations say no. With dsus there's none of that, because you can get it at booking if it's available. So far I've used six and only had trouble getting the suite once, at the park Hyatt Chicago. But if there's no Hyatt where you want to be, Hyatt and its dsus are of little use.
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Old Mar 24, 2016, 4:14 pm
  #2892  
 
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Originally Posted by Troopers
Quote:





Originally Posted by Boghopper


The problem is that the SPG plat customers are pretty demanding and will run, not walk, to other alternatives as soon as they figure out that MR is but a shadow of what they're accustomed to (especially the ones who are making SPG plat on 50 stays, looking at MR Gold, not that it makes all that much difference on the MR side).




SPG plat customers would likely have run away anyways...HOT was sinking before Marriott entered the picture. Rewind back to April 2015 when HOT put itself up for sale, HOT was underperforming compared to its peers, growth stalled, expenses needed to be trimmed, shareholder value tanked, etc. Something had to be done which would have ultimately impacted it's customers.
Interesting that the arguments are shifting to "it's not gonna happen" to "it was gonna happen anyway". Funny how arguments shift in the face of facts.
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Old Mar 24, 2016, 4:41 pm
  #2893  
 
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Originally Posted by UA-NYC
Well if you left more than 2-3 years ago, you've missed out on some of the best SPG years in the program. YMMV.
Very likely...but I'm much happier to pay someone else's mortgage.

Originally Posted by Boghopper
Interesting that the arguments are shifting to "it's not gonna happen" to "it was gonna happen anyway". Funny how arguments shift in the face of facts.
I lost you.

In any case, with or without MAR, HOT has to increase its value/bottom line...its shareholders demands it. How can HOT increase revenues and decrease expenses without negatively impacting its customers?
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Old Mar 24, 2016, 4:55 pm
  #2894  
 
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Originally Posted by Troopers
In any case, with or without MAR, HOT has to increase its value/bottom line...its shareholders demands it. How can HOT increase revenues and decrease expenses without negatively impacting its customers?
It should be noted that HOT's customers are actually the owners of the hotels, not the members of SPG.
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Old Mar 24, 2016, 5:00 pm
  #2895  
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Originally Posted by nonesuch flyer
It should be noted that HOT's customers are actually the owners of the hotels, not the members of SPG.
Customers or business partners?
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