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March 28, 2016

Anbang's Latest Starwood Bid May Lead to "Superior Proposal"

There's been another new twist in the ongoing merger saga between Starwood Hotels & Resorts Worldwide, Marriott International and Anbang Insurance Group. Monday morning Starwood's Board of Directors released a statement indicating that a revised, non-binding proposal from Anbang is "reasonably likely to lead to a 'Superior Proposal' as defined in Starwood’s merger agreement."

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Last week Marriott had topped a previous bid by Anbang, a Chinese insurance company who has been seeking to acquire Starwood. Starwood and Marriott had announced plans to merge into a combined company back in November. 

Anbang's latest offer sees the insurer acquiring all of the outstanding shares of Starwood common stock for $82.75 per share in cash. Previously, Marriott had valued Starwood at $79.53 per share. That last move by Marriott also increased the break-up fee Starwood would have to pay to Marriott under certain circumstances in which the merger does not occur to $450 million, from $400 million. Starwood and Anbang are continuing to discuss other, non-price terms related to the proposal, Starwood said. 

In an interview conducted before Anbang's latest offer, Marriott CEO Arne Sorenson declined to give any insight on what the company would do in the case of a counter-bid. 

"We aren't going to negotiate in public or speculate," Sorenson said. "We think our offer is compelling to shareholders." 

Instead, Sorenson pointed to the strategic value of combining the company's loyalty programs, Marriott Reward and Starwood Preferred Guest, although such an integration would be carried out over the long term. In terms of hotel brands, in an interview last year Sorenson had said that plans were to keep all of Starwood's luxury brands, including St. Regis, The Luxury Collection and W. On Marriott's side, the luxury Ritz-Carlton, Bulgari, Edition and Autograph brands were also slated to remain in place.

As previously announced, Starwood said intends to convene its stockholder meeting to consider the merger with Marriott on March 28, and immediately adjourn the meeting until April 8. Starwood’s Board said it has not changed its recommendation in support of Starwood’s merger with Marriott.

Keep visiting www.internationalmeetingsreview.com for further updates to this developing story. 

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