Hyatt Hotels Corporation (“Hyatt” or the “Company”) (NYSE: H), a
leading global hospitality company, announced today that it is
commencing, through an indirect wholly owned subsidiary, HI
Holdings Playa B.V. (“Buyer”), a cash tender offer to purchase all
of the outstanding ordinary shares of Playa Hotels & Resorts
N.V. (“Playa”) (NASDAQ: PLYA) for $13.50 per share in cash, less
any applicable withholding taxes and without interest. The offer is
being made pursuant to the previously announced purchase agreement,
dated February 9, 2025, among Hyatt, Buyer and Playa.
Playa is a leading owner and operator of all-inclusive resorts
in Mexico, the Dominican Republic and Jamaica. Buyer is currently
the beneficial owner of 9.4% of Playa’s outstanding shares.
The tender offer is scheduled to expire at 5:00 p.m. New York
City Time, on April 25, 2025, unless extended in accordance with
the terms of the purchase agreement. The tender offer is subject to
various conditions, including, among other things, satisfaction of
a minimum tender condition and the receipt of regulatory approvals
in various jurisdictions.
Hyatt will file today with the U.S. Securities and Exchange
Commission (the “SEC”) a tender offer statement on Schedule TO,
which includes the terms of the tender offer. Additionally, Playa
will file a Schedule 14D-9 with the SEC containing the
recommendation of its Board of Directors that Playa shareholders
accept the tender offer and tender their shares. The Schedule TO,
Schedule 14D-9, related letter of transmittal (together with any
amendments or supplements thereto) and other tender offer documents
can be obtained free of charge at the website maintained by the SEC
at www.sec.gov or by contacting the information agent for the
tender offer, Georgeson LLC as described in the tender offer
documents.
About Hyatt Hotels Corporation
Hyatt Hotels Corporation (NYSE: H), headquartered in Chicago, is
a leading global hospitality company guided by its purpose - to
care for people so they can be their best. As of December 31, 2024,
the Company's portfolio included more than 1,400 hotels and
all-inclusive properties in 79 countries across six continents. The
Company's offering includes brands in the Luxury Portfolio,
including Park Hyatt®, Alila®, Miraval®,
Impression by Secrets, and The Unbound Collection by
Hyatt®; the Lifestyle Portfolio, including Andaz®,
Thompson Hotels®, The Standard®, Dream®
Hotels, The StandardX, Breathless Resorts &
Spas®, JdV by Hyatt®, Bunkhouse® Hotels,
and Me and All Hotels; the Inclusive Collection, including
Zoëtry® Wellness & Spa Resorts, Hyatt
Ziva®, Hyatt Zilara®, Secrets® Resorts &
Spas, Dreams® Resorts & Spas, Hyatt Vivid
Hotels & Resorts, Sunscape® Resorts &
Spas, and Alua Hotels & Resorts®; the Classics
Portfolio, including Grand Hyatt®, Hyatt Regency®,
Destination by Hyatt®, Hyatt Centric®, Hyatt
Vacation Club®, and Hyatt®; and the Essentials
Portfolio, including Caption by Hyatt®, Hyatt Place®,
Hyatt House®, Hyatt Studios, and UrCove.
Subsidiaries of the Company operate the World of Hyatt® loyalty
program, ALG Vacations®, Mr & Mrs Smith, Unlimited Vacation
Club®, Amstar® DMC destination management services, and Trisept
Solutions® technology services. For more information, please visit
www.hyatt.com.
About Playa Hotels & Resorts N.V.
Playa Hotels & Resorts N.V., through its subsidiaries
(NASDAQ: PLYA, “Playa”), is a leading owner, operator and developer
of all-inclusive resorts in prime beachfront locations in Mexico,
Jamaica and the Dominican Republic. Playa currently owns and/or
manages a total portfolio consisting of 22 resorts (8,342 rooms)
under the following brands: Hyatt Zilara, Hyatt Ziva, Hilton
All-Inclusive, Wyndham Alltra, Seadust, Kimpton, Jewel Resorts and
The Luxury Collection. Playa leverages years of all-inclusive
resort operating expertise and relationships with globally
recognized hospitality brands to provide a best-in-class experience
and exceptional value to guests, while building a direct
relationship to improve customer acquisition cost and drive repeat
business. For more information, please visit
www.playaresorts.com.
Important Information About the Tender Offer
This press release is for informational purposes only and is
neither an offer to purchase nor a solicitation of an offer to sell
Ordinary Shares of Playa Hotels & Resorts N.V. (“Playa”) or any
other securities, nor is it a substitute for the tender offer
materials that HI Holdings Playa B.V. (the “Buyer”) filed with the
SEC upon the commencement of the tender offer. The Purchaser has
filed with the SEC a tender offer statement on Schedule TO (the
“Tender Offer Statement”) and the Company has filed with the SEC a
solicitation/recommendation statement on Schedule 14D-9 (the
“Solicitation/Recommendation Statement”) with respect to the tender
offer. THE TENDER OFFER STATEMENT (INCLUDING AN OFFER TO
PURCHASE, A RELATED LETTER OF TRANSMITTAL AND CERTAIN OTHER TENDER
OFFER DOCUMENTS) AND THE SOLICITATION/RECOMMENDATION STATEMENT ON
SCHEDULE 14D-9 CONTAIN IMPORTANT INFORMATION. PLAYA’S SHAREHOLDERS
ARE URGED TO READ THESE DOCUMENTS CAREFULLY (AS EACH MAY BE AMENDED
OR SUPPLEMENTED FROM TIME TO TIME) BECAUSE THEY CONTAIN IMPORTANT
INFORMATION THAT HOLDERS OF PLAYA’S SECURITIES SHOULD CONSIDER
BEFORE MAKING ANY DECISION WITH RESPECT TO THE TENDER OFFER.
The Tender Offer Statement (including the Offer to Purchase, the
related Letter of Transmittal and certain other tender offer
documents), as well as the Solicitation/Recommendation Statement,
are available to all holders of Playa’s Ordinary Shares at no
expense to them. The Tender Offer Statement and the
Solicitation/Recommendation Statement are available for free at the
SEC’s website at www.sec.gov. Copies of the documents filed by the
Buyer with the SEC will also be available free of charge on Hyatt’s
Investor Relations site at investors.hyatt.com. In addition, Playa
shareholders may obtain free copies of the tender offer materials
by contacting the information agent for the tender offer by
telephone at (866) 828-4304 (toll free) or (210) 664-3693 (non-toll
free), or by email at HyattOffer@georgeson.com.
Forward-Looking Statements
This press release contains certain “forward-looking
statements,” which statements are not historical facts, relating to
Hyatt, Playa and the proposed acquisition. These statements
include, but are not limited to: statements about the proposed
acquisition and the expected timeline for completing the
acquisition; approvals of the acquisition; ability to consummate
and finance the acquisition; method of financing the acquisition;
integration of the acquisition; future operations or benefits;
future business and financial performance; and outcomes of the
proposed acquisition involve known and unknown risks that are
difficult to predict. Words such as “anticipate,” “believe,”
“estimate,” “expect,” “seek,” “likely,” “forecast,” “estimate,”
“continue,” “intend,” “may,” “could,” “plan,” “project,” “predict,”
“should,” “would,” “will” and variations of these terms and similar
expressions, or the negative of these terms or similar expressions,
are intended to identify such forward-looking statements. Such
forward-looking statements are necessarily based upon estimates and
assumptions available to us as of the date the statements are made,
which are inherently uncertain. Our actual results, performance or
achievements may differ materially from those expressed or implied
by these forward-looking statements due to various known and
unknown risks and uncertainties. Factors that may cause actual
results, performance or achievements to differ materially from
current expectations include, but are not limited to: the effects
that the announcement or pendency of the proposed acquisition may
have on us, Playa and our respective business and ability to retain
and hire key personnel and maintain relationships with customers,
suppliers and others with whom we or they do business; inability to
obtain required regulatory or government approvals or to obtain
such approvals on satisfactory conditions; inability to obtain
sufficient shareholder tender of Playa ordinary shares, shareholder
approval or to satisfy other closing conditions; inability to
obtain financing; the occurrence of any event, change or other
circumstance that could give rise to the termination of the
definitive agreement; the effects that any termination of the
definitive agreement may have on us or our business; failure to
successfully complete the proposed acquisition; legal proceedings
that may be instituted related to the proposed acquisition;
significant and unexpected costs, charges or expenses related to
the proposed acquisition; risks associated with potential
divestitures, including of Playa real estate or business; ability
or failure to successfully integrate the acquisition with existing
operations; ability to realize anticipated synergies or obtain the
results anticipated; general economic uncertainty in key global
markets and a worsening of global economic conditions or low levels
of economic growth; the financial condition of, and our and Playa’s
relationships with, third-party owners, franchisees, and
hospitality venture partners; the possible inability of third-party
owners, franchisees, or development partners to access the capital
necessary to fund current operations or implement our plans for
growth; our ability to successfully execute our strategy to expand
our management and hotels services and franchising business while
at the same time reducing Playa’s real estate asset base within
targeted timeframes and at expected values; our and Playa’s ability
to maintain effective internal control over financial reporting and
disclosure controls and procedures; declines in the value of real
estate assets; unforeseen terminations of management and hotels
services or franchise agreements; risks associated with changing,
or the introduction of new, brand concepts, including lack of
acceptance of different or new brands or innovation; general
volatility of the capital markets and our ability to access such
markets; changes in the competitive environment in our industry,
industry consolidation, and the markets where we and Playa operate;
violations of regulations or laws related to our or Playa’s
franchising businesses, licensing businesses or international
operations; and other risks discussed in our filings with the SEC,
including our most recently filed annual report on Form 10-K and
subsequent quarterly reports filed on Form 10-Q, which filings are
incorporated herein by reference and available from the SEC’s
website at www.sec.gov, and in other documents that we may file
with or furnish to the SEC. All forward-looking statements
attributable to us or persons acting on our behalf are expressly
qualified in their entirety by the cautionary statements set forth
above. We caution you not to place undue reliance on any
forward-looking statements, which are made only as of the date of
this press release. We do not undertake or assume any obligation to
update publicly any of these forward-looking statements to reflect
actual results, new information or future events, changes in
assumptions or changes in other factors affecting forward-looking
statements or otherwise, except to the extent required by
applicable law. If we update one or more forward-looking
statements, no inference should be drawn that we will make
additional updates with respect to those or other forward-looking
statements.
HHC-FIN
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version on businesswire.com: https://www.businesswire.com/news/home/20250224115737/en/
For further information:
Hyatt Media Contact: Franziska Weber
franziska.weber@hyatt.com
Hyatt Investor Contacts: Adam Rohman
adam.rohman@hyatt.com
Ryan Nuckols ryan.nuckols@hyatt.com
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