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Old Nov 16, 2015, 4:19 am
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Last edit by: Schutzee
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 25, 2016, 10:10 am
  #2926  
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Originally Posted by SkiAdcock
CLE, not a finance person. Is it the norm for companies to say not voting is the same as voting no?

And what happens in a proxy situation if everyone is voting now, but AnBang comes back w/ a larger offer & gets the regulator to ok it?

Cheers.
When an absolute majority of shares is required, not voting and voting no are the same, and the company is likely to say so. For most things, only a majority of shares voted is required (providing a quorum votes), so they aren't the same.

Once a deal is approved, there can be a contract. It can be very expensive to break a contract.
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Old Mar 25, 2016, 10:11 am
  #2927  
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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.
Exactly!
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Old Mar 25, 2016, 10:39 am
  #2928  
 
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Originally Posted by sethb
How about improving the experience, increasing revenue a lot and increasing expenses only a little?
Sure, sounds great but easier than done IMO. Do you have any concrete suggestions?
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Old Mar 25, 2016, 10:44 am
  #2929  
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Originally Posted by SkiAdcock
Actually he said this when you said he said that HOT was going to achieve its cuts solely by gutting the loyalty program.

http://www.flyertalk.com/forum/26381497-post2869.html
"SPG was going to suffer" = gutting the loyalty program
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Old Mar 25, 2016, 10:46 am
  #2930  
 
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Originally Posted by MSPeconomist
That's what I suggested a while ago in this thread and someone, IIRC Troopers insisted that HOT absolutely needed to cut the costs of their loyalty program.
Again, I did non insist that, please re-read what I wrote...cutting loyalty benefits is not the sole option.

However, a lot of those costs are paid by the hotels anyway, not corporate.
False.

SPG redistributes the costs around properties to be more fair, so that the aspirational hotels don't get stuck paying for free nights for people who have earned their points at much less expensive properties for example.
False.
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Old Mar 25, 2016, 10:51 am
  #2931  
 
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Originally Posted by UA-NYC
"SPG was going to suffer" = gutting the loyalty program
You're taking my statement out of context. Please re-read my statement. Yes, I do believe that SPG was going to suffer but it's not the SOLE solution to fix HOT's problems that MSP claimed I stated.
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Old Mar 25, 2016, 11:01 am
  #2932  
 
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Originally Posted by sethb
20 of those points are based on your average stay (not night, stay) costing $100. Since my average stay is closer to $500 I get more like 34 points/$. Prior to the major devaluation a couple of years ago, that was a good deal.
I know this is not the Hilton Forum but I admitted my sympathy to SPG and MRW already before so our friends here might allow one answer to the above post.

My average (business) stay is between $100 and $200 plus expenses, and 90% of my (business) stays are one night stays.

The $100 points earning calculation with 50 points earned per 1 US$ was a model calculation but nevertheless realistic (Hampton Frankfurt/Main or Berlin - Germany, HGI Vienna South - Austria) for a one night stay, if you book double points promotion offers and register for double/triple points promotions which are available since some time regularly.

With the following more expensive one night stay (US$ 230,50 - 10219 HH points) I got 44,33 HH points per 1 US$ spent (see enclosed PDF attachement also - printout of "all points activities"), less than 50 but still very ok IMHO:

02 Feb 2016 - 03 Feb 2016 Curio A Collection by Hilton
Reichshof Hamburg, Curio Collection by Hilton
10219 0 View Receipt
Book Again

Base Bonus Miles

Base Points
2305 0 0

2016 DOUBLE YOUR HHONORS OFFER
0 2305 0

DOUBLE POINTS OFFER
0 2305 0

50% BONUS ON BASE POINTS
0 1152 0

DIAMOND VIP BONUS - 50% 2016
0 1152 0

DIAMOND MYWAY BONUS
0 1000 0

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Old Mar 25, 2016, 11:53 am
  #2933  
 
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Originally Posted by Sabai
Marriott has cause to fear online travel agencies; that's where former SPG members are going to be shopping.
Even worse, many might look at aggregations like AirBNB and leave the hotel system entirely. If I'm going to have to pay for normal rates for suite and decent breakfast, I might as well rent a larger apartment with a full kitchen (or decent nearby restaurants) instead.

Last edited by ftrbt; Mar 25, 2016 at 12:05 pm
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Old Mar 25, 2016, 11:57 am
  #2934  
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I'm likely to go back to lots of FHR bookings. In addition, it will be time to learn about Virtuoso, FSPP, etc. This will take more of my time (at least initially) and will result in the Starwood and other chain hotels that I use having to pay travel agent commissions on my bookings.
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Old Mar 25, 2016, 12:24 pm
  #2935  
 
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I think it's important to note that SPG makes money off the loyalty program. So it would be about trying to make more money off of it, and not just cutting an expense.
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Old Mar 25, 2016, 12:47 pm
  #2936  
 
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Originally Posted by MSPeconomist
I'm likely to go back to lots of FHR bookings. In addition, it will be time to learn about Virtuoso, FSPP, etc. This will take more of my time (at least initially) and will result in the Starwood and other chain hotels that I use having to pay travel agent commissions on my bookings.
I too will be exploring FHR as part of my new AMEX Platinum sign up.

To be clear: SPG, Hyatt, Hilton hotels booked through FHR will still give me all the benefits of my elite status with those chains, correct? Thanks
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Old Mar 25, 2016, 12:49 pm
  #2937  
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Originally Posted by sethb
When an absolute majority of shares is required, not voting and voting no are the same, and the company is likely to say so. For most things, only a majority of shares voted is required (providing a quorum votes), so they aren't the same.

Once a deal is approved, there can be a contract. It can be very expensive to break a contract.
Thanks for the information.

Cheers.
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Old Mar 25, 2016, 12:53 pm
  #2938  
 
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I don't have much to add as far as the transaction goes, things seem to be covered in great detail on this extensive thread.

But, I'm wondering if the new chain will be called S&M. It'd be a great name for a hotel business, I think.
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Old Mar 25, 2016, 12:59 pm
  #2939  
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Originally Posted by fliesdelta
I don't have much to add as far as the transaction goes, things seem to be covered in great detail on this extensive thread.

But, I'm wondering if the new chain will be called S&M. It'd be a great name for a hotel business, I think.
M&S would sound like a department store.
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Old Mar 25, 2016, 1:14 pm
  #2940  
 
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Originally Posted by ned
Exactly!
It's really both, for different aspects of their business. But the ultimate customer for both the franchises and SPG is the people paying the bills, who stay in their hotels. That's why SPG will intervene when individual properties are not toeing the line.
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