MeriStar Hospitality Sets Date for Special Stockholders Meeting
March 22 2006 - 4:00PM
PR Newswire (US)
BETHESDA, Md., March 22 /PRNewswire-FirstCall/ -- MeriStar
Hospitality Corporation (NYSE:MHX) announced today that it had
scheduled a special meeting of its stockholders to approve the
merger of MeriStar with and into Alcor Acquisition LLC and the
other transactions contemplated by the Agreement and Plan of
Merger, dated as of February 20, 2006, by and among MeriStar,
MeriStar Hospitality Operating Partnership, L.P. and affiliates of
The Blackstone Group. The special meeting will be held on Thursday,
April 27, 2006 at 10 a.m. local time at the Hilton Arlington, 950
North Stafford Street, Arlington, Virginia. Stockholders of record
on the close of business on March 17, 2006, the record date for the
special meeting, will be entitled to vote at the meeting.
Completion of the merger remains subject to MeriStar stockholder
approval and other customary closing conditions. Upon completion of
the mergers, each outstanding share of common stock of MeriStar and
each unit of limited partnership interest in MeriStar Hospitality
Operating Partnership, L.P. will be converted into the right to
receive $10.45 in cash, without interest and less any required
withholding taxes. About MeriStar Hospitality Corporation Bethesda,
Maryland-based MeriStar Hospitality Corporation owns 47 principally
upper-upscale, full-service hotels in major markets and resort
locations with 14,404 rooms in 19 states and the District of
Columbia. MeriStar owns hotels under such internationally known
brands as Hilton, Sheraton, Marriott, Ritz-Carlton, Westin,
Doubletree and Radisson. For more information about MeriStar, visit
the company's website: http://www.meristar.com/. Safe Harbor
Statement This press release contains forward-looking statements
within the meaning of Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934. Forward-looking
statements, which are based on various assumptions and describe our
future plans, strategies and expectations, are generally identified
by our use of words such as "intend," "plan," "may," "should,"
"will," "project," "estimate," "anticipate," "believe," "expect,"
"continue," "potential," "opportunity," and similar expressions,
whether in the negative or affirmative. We cannot guarantee that we
actually will achieve these plans, intentions or expectations. All
statements regarding our expected financial position, business and
financing plans are forward-looking statements. Except for
historical information, matters discussed in this press release are
subject to known and unknown risks, uncertainties and other factors
which may cause our actual results, performance or achievements to
be materially different from future results, performance or
achievements expressed or implied by such forward-looking
statements. Factors which could have a material adverse effect on
our operations and future prospects include, but are not limited
to: economic conditions generally and the real estate market
specifically; supply and demand for hotel rooms in our current and
proposed market areas; other factors that may influence the travel
industry, including health, safety and economic factors;
competition; the level of proceeds from asset sales; cash flow
generally, including the availability of capital generally, cash
available for capital expenditures, and our ability to refinance
debt; the effects of threats of terrorism and increased security
precautions on travel patterns and demand for hotels; the
threatened or actual outbreak of hostilities and international
political instability; governmental actions, including new laws and
regulations and particularly changes to laws governing the taxation
of real estate investment trusts; weather conditions generally and
natural disasters; rising insurance premiums; rising interest
rates; and changes in U.S. generally accepted accounting
principles, policies and guidelines applicable to real estate
investment trusts. These risks and uncertainties should be
considered in evaluating any forward-looking statements contained
in this press release or incorporated by reference herein. All
forward-looking statements speak only as of the date of this press
release or, in the case of any document incorporated by reference,
the date of that document. All subsequent written and oral
forward-looking statements attributable to us or any person acting
on our behalf are qualified by the cautionary statements in this
section. We undertake no obligation to update or publicly release
any revisions to forward-looking statements to reflect events,
circumstances or changes in expectations after the date of this
press release. This communication is being made in respect of the
proposed merger transaction involving MeriStar and affiliates of
The Blackstone Group. In connection with the proposed transaction,
MeriStar will file a definitive proxy statement with the Securities
and Exchange Commission. Before making any voting or investment
decision, shareholders are urged to read the proxy statement
carefully and in its entirety when it becomes available because it
will contain important information about the proposed transaction.
The definitive proxy statement will be mailed to MeriStar
shareholders. In addition, the definitive proxy statement and other
documents will be available free of charge at the Securities and
Exchange Commission's Internet website, http://www.sec.gov/. When
available, the definitive proxy statement and other pertinent
documents also may be obtained for free at MeriStar's website,
http://www.meristar.com/, or by contacting Kevin Welch, Senior Vice
President and Treasurer, MeriStar Hospitality, telephone (301)
581-5926. MeriStar and its directors and officers and other members
of management and employees may be deemed to be participants in the
solicitation of proxies in respect to the proposed transactions.
Information regarding MeriStar's directors and executive officers
is detailed in its proxy statements and annual reports on Form
10-K, previously filed with the SEC, and the definitive proxy
statement relating to the proposed transactions, when it becomes
available. Contact: Kevin J. Welch MeriStar Hospitality (301)
581-5926 DATASOURCE: MeriStar Hospitality Corporation CONTACT:
Kevin J. Welch of MeriStar Hospitality Corporation, +1-301-581-5926
Web site: http://www.meristar.com/
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