May 23, 2011 · 0 Comments
CHICAGO, May 23, 2011 (www.hospitalitybusinessnews.com) – Strategic Hotels & Resorts, Inc. today announced that the Company has signed a letter agreement to acquire the 49 percent interest in the InterContinental Chicago hotel currently owned by its joint venture partner, an affiliate of The Government of Singapore Investment Corporation (GIC), in exchange for approximately 10.8 million shares of common stock at an agreed upon issuance price of $6.50 per share and $11.8 million of cash consideration plus closing adjustments for working capital. The transaction values the hotel at $288.3 million, or $364,000 per key, and implies a 14.1 times multiple on forecasted 2011 EBITDA and an 11.0 times multiple on peak (2007) EBITDA.
Pro forma for the issuance of the approximately 10.8 million new shares, the Company will have approximately 185.6 million shares outstanding and GIC would own approximately 5.8 percent of the shares of common stock outstanding. The shares will be subject to a lock out period of twelve months. The securities to be offered will not be or have not been registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. The transaction, which is subject to the negotiation and execution of definitive agreements and satisfaction of customary closing conditions, is expected to close in the second quarter.
Recognizing the ongoing upside potential in the hotel, Strategic Hotels determined that acquiring full ownership of the asset would provide it with greater flexibility to execute operational, financing and other strategic initiatives designed to realize its full long-term value.
Laurence Geller, Chief Executive Officer of Strategic Hotels & Resorts, Inc., commented, “The InterContinental Chicago is one of the city’s most attractive destinations and is a core asset in our enviable portfolio. With its prime Michigan Avenue location in the heart of Chicago‘s Magnificent Mile, combined with virtually zero growth among its competitive set, the InterContinental Chicago is poised to meet and possibly surpass previous peak performance levels. With this transaction, we are able to preserve our ownership in this vital asset on attractive terms, while singularly benefitting from the tremendous upside inherent in the hotel’s luxury lodging and current and future dining offerings. We are grateful for our partnership with GIC, and are pleased to welcome them as the latest world-class investor into our stock.”
Additionally, acting on management’s recommendation, the Board of Directors agreed the shares issued as part of this transaction will not be included in the calculation for the Company’s turnaround incentive plan (otherwise known as the Value Creation Plan, or VCP).
The 792-room InterContinental Chicago, located in the Magnificent Mile shopping district, is an historic luxury property in the third most populated metropolitan area in the nation. The hotel consists of two towers, the 42-story historic tower and the 26-story main tower, and features 42,000 square feet of function space, including six historic ballrooms and 30 state-of-the-art meeting rooms. The InterContinental Chicago also features an ENO wine tasting room, a Starbucks franchise on Michigan Avenue, and, as recently announced, will feature a new Michael Jordan-themed steakhouse scheduled to open later this year