PARSIPPANY, N.J. and
IRVING, Texas, Jan. 18, 2018 /PRNewswire/ -- Wyndham
Worldwide Corporation (NYSE: WYN) and La Quinta Holdings Inc.
(NYSE: LQ) announced today that they have entered into a definitive
agreement under which Wyndham Worldwide will acquire La Quinta's
hotel franchise and hotel management businesses for $1.95 billion in cash. The acquisition is
expected to close in the second quarter of 2018.
Under the terms of the agreement, stockholders of La Quinta will
receive $8.40 per share in cash
(approximately $1.0 billion in
aggregate), and Wyndham Worldwide will repay approximately
$715 million of La Quinta debt net of
cash and set aside a reserve of $240
million for estimated taxes expected to be incurred in
connection with the taxable spin-off of La Quinta's owned real
estate assets into CorePoint Lodging Inc. Immediately prior
to the sale of La Quinta to Wyndham Worldwide, La Quinta will spin
off its owned real estate assets into a publicly-traded real estate
investment trust, CorePoint Lodging.
Wyndham's Hotel Group is the world's largest and most diverse
hotel business based on number of properties. With the
acquisition of La Quinta's asset-light, fee-for-service business
consisting of nearly 900 managed and franchised hotels, Wyndham
Hotel Group will span 21 brands and over 9,000 hotels across more
than 75 countries.
The addition of La Quinta, one of the largest midscale brands in
the industry, will build upon Wyndham Hotel Group's strong midscale
presence, expand its reach further into the fast-growing
upper-midscale segment, and position Wyndham Hotel Group to be the
preferred partner and accommodations provider of developers and
guests. The La Quinta Returns® loyalty program, with its 13
million enrolled members, will be combined with the award-winning
Wyndham Rewards® program, with its 53 million enrolled
members.
Stephen P. Holmes, Chairman and
Chief Executive Officer of Wyndham Worldwide, said, "This
transaction builds on Wyndham Worldwide's proven track record of
acquiring companies that are a strong strategic and cultural fit,
add highly-regarded brands to our portfolio and offer clear
opportunities to drive shareholder value through growth, shared
best practices and sharp execution."
"La Quinta will immediately become one of our flagship brands,"
said Geoff Ballotti, President and
Chief Executive Officer of Wyndham Hotel Group. "It is an
exceptionally strong brand that is led by service-minded associates
who deliver some of the highest customer engagement levels in our
industry. We expect that La Quinta guests and franchisees
will benefit from our intense focus on product quality and our
best-in-class technology, digital, loyalty and distribution
platforms. This acquisition also significantly expands our
hotel management business and provides us with substantial new
opportunities to drive increased growth in our business."
Keith Cline, President and Chief
Executive Officer of La Quinta, added, "As we anticipated, the
separation of our businesses is enabling greater strategic clarity
and allowing our company to take advantage of growth opportunities
that naturally flow from each business model. To that end, we
are excited to announce the addition of the La Quinta franchise and
management businesses to Wyndham Hotel Group's portfolio. We
believe that, under the management of Wyndham's seasoned team of
executives, the La Quinta portfolio will grow and thrive, yielding
long-term benefits to the stakeholders of both companies."
The transaction, which has been approved by the boards of
directors of both companies, is expected to close upon the
completion of the planned spin-off of La Quinta's owned real estate
assets into the separate entity. Closing is subject to
approval by La Quinta stockholders, regulatory and government
approval and the satisfaction of other customary closing
conditions. Additional information about the transaction will be
available on the companies' investor relations websites,
investor.wyndhamworldwide.com and ir.lq.com.
La Quinta also announced today that Keith A. Cline has been appointed President and
Chief Executive Officer of CorePoint Lodging effective upon
completion of the planned spin-off.
Wyndham Worldwide's planned spin-off of Wyndham Hotel Group
remains on track for an expected distribution in the second quarter
of 2018.
Barclays is acting as exclusive financial advisor and Kirkland
& Ellis LLP is acting as legal advisor to Wyndham
Worldwide. Barclays and Deutsche Bank are providing committed
financing to Wyndham Worldwide in connection with the transaction.
J.P. Morgan is acting as exclusive financial advisor and
Simpson Thacher & Bartlett LLP is acting as legal advisor to La
Quinta. J.P. Morgan is providing committed financing to
CorePoint Lodging in connection with the transaction.
ABOUT WYNDHAM WORLDWIDE
Wyndham Worldwide (NYSE: WYN)
is one of the largest global hospitality companies, providing
travelers with access to a collection of trusted hospitality brands
in hotels, vacation ownership, and unique accommodations including
vacation exchange, holiday parks, and managed home rentals. With a
collective inventory of nearly 130,000 places to stay across more
than 110 countries on six continents, Wyndham Worldwide and its
38,000 associates welcome people to experience travel the way they
want. This is enhanced by Wyndham Rewards®, the Company's
re-imagined guest loyalty program across its businesses, which is
making it simpler for members to earn more rewards and redeem their
points faster. For more information, please visit
www.wyndhamworldwide.com.
ABOUT WYNDHAM HOTEL GROUP
Wyndham Hotel Group, the
world's largest hotel company based on number of hotels, is one of
three hospitality business units of Wyndham Worldwide. Driving the
democratization of travel, Wyndham Hotel Group is elevating the
experience of the everyday traveler. As both a leading hotel
brand franchisor and hotel management services provider, the
company's global network consists of approximately 8,350
hotels and over 720,100 rooms in more than 75 countries under
the following brands: The Trademark Hotel Collection®, Dolce Hotels
and Resorts®, Wyndham Grand®, Dazzler® Hotels,
Esplendor® Boutique Hotels, Wyndham Hotels &
Resorts®, Wyndham Garden® Hotels, TRYP by Wyndham®, Wingate by Wyndham®, Hawthorn Suites by
Wyndham®, Microtel Inn & Suites by Wyndham®, Ramada®, Baymont
Inn & Suites®, Days Inn®, Super 8®, Howard Johnson®,
AmericInn®, Travelodge® and Knights Inn®. The Wyndham Rewards®
program, named a best hotel rewards program for the past three
years by U.S. News and World Report, offers more than
53 million enrolled members the opportunity to redeem points
at more than 30,000 hotels, condos and homes globally. For more
information, visit www.wyndhamhotels.com.
ABOUT LA QUINTA HOLDINGS INC.
La Quinta Holdings Inc.
(LQ) is a leading owner, operator and franchisor of select-service
hotels primarily serving the upper-midscale and midscale segments.
The Company's owned and franchised portfolio consists of more than
890 properties representing approximately 87,500 rooms located in
48 states in the U.S. and in Canada, Mexico, Honduras and Colombia. These properties operate under the
La Quinta Inn & Suites™, La Quinta Inn® and LQ Hotel® brands.
La Quinta's team is committed to providing guests with a refreshing
and engaging experience. For more information, please visit
www.LQ.com.
ABOUT COREPOINT LODGING INC.
CorePoint Lodging Inc.
(CPLG) is positioned to become the only pure-play publicly-traded
REIT focused exclusively on select-service midscale and
upper-midscale lodging. Upon completion of the spin, CorePoint
Lodging will own a portfolio of 315 hotels and more than 40,000
rooms throughout the United States
in attractive locations in or near employment centers, airports and
major travel thoroughfares.
FORWARD-LOOKING STATEMENTS
This press release
contains "forward-looking statements" within the meaning of Section
27A of the Securities Act of 1933, as amended and Section 21E of
the Securities Exchange Act of 1934, as amended.
Forward-looking statements are those that convey management's
expectations as to the future based on plans, estimates and
projections at the time Wyndham Worldwide and La Quinta make the
statements and may be identified by words such as "will," "expect,"
believe," "plan," "anticipate," "intend," "goal," "future,"
"outlook," guidance," "target," "estimate" and similar words or
expressions, including the negative version of such words and
expressions. Forward-looking statements involve known and unknown
risks, uncertainties and other factors, which may cause the actual
results, performance or achievements of Wyndham Worldwide, Wyndham
Hotel Group, La Quinta or CorePoint Lodging to be materially
different from any future results, performance or achievements
expressed or implied by such forward-looking statements. The
forward-looking statements contained in this press release include
statements related to Wyndham Worldwide's and La Quinta's current
views and expectations with respect to the acquisition and related
transactions, as well as the synergies expected as a result of the
acquisition.
You are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date of this
press release. Factors that could cause actual results to
differ materially from those in the forward-looking statements
include without limitation general economic conditions, the
performance of the financial and credit markets, the economic
environment for the hospitality industry, the impact of war,
terrorist activity or political strife, operating risks associated
with the hotel, vacation exchange and rentals and vacation
ownership businesses, uncertainties that may delay or negatively
impact the acquisition or cause it to not occur at all, including
the timing, receipt and terms of any required governmental and
regulatory approvals and the ability to satisfy the other
conditions to the acquisition, uncertainties related to the
successful integration of the two companies and their ability to
realize the anticipated benefits of the combination, uncertainties
related to Wyndham Worldwide's ability to obtain financing for
the acquisition or the terms of such financing, unanticipated
developments related to the impact of the acquisition on the
companies' relationships with their customers, suppliers, employees
and others with whom they have relationships, unanticipated
developments resulting from possible disruption to the companies'
operations as a result of the acquisition, the potential impact of
the acquisition and the spin-offs and related transactions on the
companies' credit ratings, uncertainties related to the companies'
abilities to successfully complete their respective spin-offs as
contemplated or at all and to realize the anticipated benefits
thereof, as well as those factors described in each of Wyndham
Worldwide's and La Quinta's Annual Report on Form 10-K, filed with
the SEC on February 17, 2017, and
March 1, 2017, respectively, and in
Wyndham Worldwide's and La Quinta's subsequently filed Quarterly
Reports on Form 10-Q and Current Reports on Form 8-K. Wyndham
Worldwide and La Quinta undertake no obligation to publicly update
or revise any forward-looking statements, subsequent events or
otherwise.
ADDITIONAL INFORMATION AND WHERE TO FIND IT
In
connection with the proposed acquisition, a preliminary proxy
statement and a definitive proxy statement will be filed with the
SEC by La Quinta. The information contained in the preliminary
filing will not be complete and may be changed. BEFORE MAKING ANY
VOTING OR INVESTMENT DECISIONS, INVESTORS AND SECURITY HOLDERS ARE
URGED TO READ THE DEFINITIVE PROXY STATEMENT WHEN IT BECOMES
AVAILABLE AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC
BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED
ACQUISITION. The definitive proxy statement will be mailed to the
stockholders of La Quinta seeking their approval of the proposed
merger. La Quinta's stockholders will also be able to obtain a copy
of the definitive proxy statement free of charge by directing a
request to: Secretary, La Quinta Holdings Inc., 909 Hidden Ridge,
Suite 600, Irving, TX 75038. In
addition, the preliminary proxy statement and definitive proxy
statement will be available free of charge at the SEC's website,
www.sec.gov.
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SOURCE Wyndham Worldwide; La Quinta Holdings Inc.
