Joe Green, Winston Hotels president & CFO, said today 96 percent of the votes cast was in favor of the merger. He said an announcement about corporate changes would be made ?within the next week or so.?
The closing is expected to occur on or by July 1. If the closing goes through as planned, trading of the company?s stock and preferred stock will stop on the New York Stock Exchange at the close of the market June 29. Once it is part of the subsidiary, Inland American Acquisition L.L.C., Winston will become a private company.
Winston Hotels also announced late Thursday that its board of directors had declared a cash dividend of 50 cents per share on its Series B Cumulative Preferred stock for the second quarter of 2007 to preferred shareholders on record June 29. Once the merger occurs, each share of Series B preferred stock will be converted into the right to receive $25.38 per share in cash, plus any accrued and unpaid dividends.
CPN had previously reported that Inland American, headquartered in Oak Brook, Ill., planned to fund the acquisition with cash on hand.
Information on Inland American?s plans for Winston Hotels was not available by press time today.
As of Thursday, Winston Hotels owned or was invested in 50 hotel properties in 18 states with a total of 6,782 rooms. Of those, the company wholly owns 42 properties with 5,748 rooms. The remaining properties are owned in joint ventures, according to the company. As of March 31, the company had $29.5 million in loan receivables from several hotel owners. The company does not have ownership interest in any of those hotels.
In a March 9 report, an analyst told CPN that Winston Hotel?s lending business, primarily mezzanine loans to other hotel owners, was one of the things that may have attracted Inland America to Winston. At that time, Inland American had outbid Wilbur Acquisition Holding Co., which in late February had offered $14.10 per share of Winston Hotels common stock. Wilbur Acquisition Holding is held by affiliates of Och-Ziff Real Estate and Norge Churchill Inc.
Once the merger goes through, Winston Hotels becomes one of several hotel REITs and companies that have recently been acquired. CPN reported Thursday that Equity Inns entered into a definitive merger agreement to be acquired for $2.2 billion by an affiliate of Whitehall Street Global Real Estate Limited Partnership 2007, Goldman Sachs Group Inc.?s new property fund. Equity Inns has 132 hotels with 15,731 rooms in 35 states with brands similar to those currently held by Winston Hotels, including Courtyard, SpringHill Suites by Marriott, Hilton Garden Inn, Homewood Suites, Hampton Inn and Hampton Inn & Suites by Hilton.
Other recent high-profile hotel merger deals include JER Partners Acquisitions IV L.L.C.?s $2 billion purchase of Highland Hospitality Corp. and Morgan Stanley?s $6.6 billion acquisition of CNL Hotels & Resorts Inc.



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