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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 27, 2016, 12:38 am
  #2956  
 
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Originally Posted by DCF
Okay, now I am really confused.
So last year Hyatt outbid Marriott, but Starwood chose Marriott anyway? How can that be lawful execution of duties?
One Hyatt Class B common stock, which Pritzker Family owns, has 10x more voting power than one Hyatt Class A common stock does. Hyatt didn't give it up, until the last minute when they would give it up only for four years. I think there was a valid reason to reject the Hyatt deal even if the nominal values were higher.

Originally Posted by DCF
And now, again, the Marriott revised offer is less than the first Anbang offer, but has been recommended again?
It's not only decided by nominal current stock value which always fluctuates, particularly since the current travel industry stocks generally went down due to the recent terrorist attack. They also consider so-called "synergy" in the decision, so that the combined company will do better and the long-term stock values will go up. (Doesn't mean I believe in this synergy thing.)

I would still hope Anbang to top the Marriott offer and gets recommended though... Skift article was an interesting read.
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Old Mar 27, 2016, 2:53 pm
  #2957  
 
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Anbang winning over Marriot isn't necessarily a good thing.

A very similar Chinese company to Anbang, Reignwood, bought a prize real estate jewel - Wentworth Golf Club in England. People thought it would be good, bringing additional investment to the area, but they were wrong. The company initiated to a plan to milk the club for cash, proposing to introduce a massive increase in debentures and membership fees. They only backed down recently because members and local residents threatened to blockade the course and effectively prevent a major pro tournament. Google "Reignwood Wenthworth" for the history of the affair.

What is to say Anbang won't try to maximise their return on Starwood by severely restricting the membership benefits of SPG? Just saying....

http://www.bbc.co.uk/news/uk-england-surrey-35851504
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Old Mar 27, 2016, 4:34 pm
  #2958  
 
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So what is the consensus on SPG point at the moment? Is it advisable to transfer 100k points somewhere else? Aeroplan?

Or is it likely points will be worth even more in the future?

I haven't been following this merger at all.
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Old Mar 27, 2016, 4:40 pm
  #2959  
 
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Originally Posted by Rykoshet
is it likely points will be worth even more in the future?
Only in an alternate Universe ....
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Old Mar 27, 2016, 4:40 pm
  #2960  
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Originally Posted by Rykoshet
Or is it likely points will be worth even more in the future?
Can't really think of any loyalty program where the points will be worth more in the future than they are today
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Old Mar 27, 2016, 4:55 pm
  #2961  
 
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Originally Posted by UA-NYC
Can't really think of any loyalty program where the points will be worth more in the future than they are today
I agree completely...

I suppose that if the merger proceeds and the point devaluation is less devastating than many of us expect ... one could argue that (for some individuals with specific future travel destinations well served by MAR but not by *Wood), there could be some benefit.
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Old Mar 27, 2016, 6:55 pm
  #2962  
 
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Originally Posted by navelfluff

What is to say Anbang won't try to maximise their return on Starwood by severely restricting the membership benefits of SPG? Just saying....
If SPG benefits are minimized, then elite members will walk. Yes, it would be particularly bad for SPG LTP whose lifetime investment goes down the drain.

Even Marriott acknowledges the strength of SPG in attracting loyal members, I would expect Anbang to keep the status quo on SPG program for a few years.
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Old Mar 27, 2016, 7:23 pm
  #2963  
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Originally Posted by CIT85
Even Marriott acknowledges the strength of SPG in attracting loyal members, I would expect Anbang to keep the status quo on SPG program for a few years.
I've learned to never expect logic when (particularly short-term) profit motive is involved...
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Old Mar 27, 2016, 7:27 pm
  #2964  
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Originally Posted by SkiAdcock
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.
Still wondering...

Cheers.
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Old Mar 27, 2016, 7:45 pm
  #2965  
 
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Originally Posted by CIT85

Even Marriott acknowledges the strength of SPG in attracting loyal members, I would expect Anbang to keep the status quo on SPG program for a few years.
I think thats a pipe dream. SPG as we know it will be dead one way or the other.
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Old Mar 27, 2016, 7:54 pm
  #2966  
 
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Originally Posted by SkiAdcock
Still wondering...

Cheers.
Sharon,
I stand to be corrected on this.

I am heavily invested in the stock Market. I get notifications of proxy voting regularly. I can count on my 1 hand how many proxies I have signed in the last 2 decades. I ignore them. The ones I did, I gave authorization the board or the member of the board if I recall.I have not signed a proxy recently.
My understanding is I give the board or member of the board authorization to vote on my behalf whenever the vote. If my understanding is correct, a HOT shareholder who signed the proxy, their vote will be lodge on the 8th April & the offer that the board takes.

Again, it is only my understanding. I maybe totally off base.


I am in the camp of Anbang acquiring Starwood. Mergers are bad for consumers. I am realist. Unlike others on this thread Ambang acquiring *wood is not going be Rose Garden. We will only be buying time as they say before non-member friendly changes are made. I will give it 5 years.



Originally Posted by SkiAdcock View Post
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?

Last edited by yyzprincess; Mar 27, 2016 at 8:09 pm
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Old Mar 28, 2016, 12:01 am
  #2967  
 
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Originally Posted by navelfluff
What is to say Anbang won't try to maximise their return on Starwood by severely restricting the membership benefits of SPG? Just saying....

http://www.bbc.co.uk/news/uk-england-surrey-35851504
Well, they didn't seem to mess with the Waldorf Astoria NYC too much...
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Old Mar 28, 2016, 12:42 am
  #2968  
 
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Originally Posted by UA-NYC
Originally Posted by Rykoshet
Or is it likely points will be worth even more in the future?
Can't really think of any loyalty program where the points will be worth more in the future than they are today
I think Wyndham reducing award price to 15k could be considered one.
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Old Mar 28, 2016, 7:11 am
  #2969  
 
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I know we all closely monitor every story and development related to this topic, but in case you haven't seen it yet, here's the latest Skift article on how much senior executives stand to make (a lot, like $10MM+) if merger with Marriott goes through and they are pushed out:

http://skift.com/2016/03/28/starwood-executives-golden-parachutes-got-more-golden-with-new-marriott-offer/

Anybody with M&A background care to shed some light on whether a package this size is considered ordinary or outsized, for a merger like this?
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Old Mar 28, 2016, 7:16 am
  #2970  
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Anbang reported to have raised offer for Starwood Hotels - Reuters

More to follow...
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