CNL Hotels & Resorts, Inc. Stockholders Approve Sale to Morgan Stanley Real Estate and Ashford Hospitality Trust, Inc.
April 10 2007 - 8:29PM
PR Newswire (US)
ORLANDO, Fla., April 10 /PRNewswire/ -- CNL Hotels & Resorts,
Inc. announced today that its stockholders have approved, at a
special meeting, the previously announced sale transaction,
consisting of the sale of select properties to a fund managed by
Morgan Stanley Real Estate and to Ashford Hospitality Trust, Inc.
(NYSE:AHT), followed by the merger of the Company to a fund managed
by Morgan Stanley Real Estate. Over 95 percent of the total shares
that voted were in favor of the sale transaction. Subject to the
satisfaction or waiver of applicable closing conditions, the
Company expects the asset sales to be completed on April 11, 2007,
and the merger to be completed on April 12, 2007. Under the terms
of the merger agreement, following the completion of the sale
transaction, the Company's stockholders will be entitled to receive
$20.50 in cash, without interest and less any applicable
withholding for each share of common stock of the Company that they
own. The total consideration is comprised of a special dividend of
$12.55 per share, which is payable to stockholders of record as of
the close of business on the day the asset sales are completed, and
$7.95 per share in respect of the merger. About CNL Hotels &
Resorts, Inc. CNL Hotels & Resorts, Inc. is a leading real
estate investment trust and owner of one of the most distinctive
portfolios in the lodging industry. With a focus on luxury and
upper-upscale properties, the Company has approximately $6.0
billion in total assets with 61 hotels and resorts across North
America that operate under premium brands such as The
Waldorf=Astoria Collection, The Ritz-Carlton, JW Marriott,
Marriott, Hilton, and Hyatt. For more information, please visit
http://www.cnlhotels.com/. Certain items in this press release may
constitute forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995, including, but
not limited to, statements regarding the consummation of the sale
transaction and the expected timing thereof, the expected purchase
price per share for the sale transaction and other statements that
are not historical facts, and/or statements containing words such
as "anticipate(s)," "expect(s)," "intend(s)," "plan(s)," "could",
"target(s)," "project(s)," "will," "believe(s)," "seek(s),"
"estimate(s)" and similar expressions. These statements are based
on management's current expectations, beliefs and assumptions and
are subject to a number of known and unknown risks, uncertainties
and other factors, including those outside of our control that
could lead to actual results materially different from those
described in the forward-looking statements. CNL Hotels &
Resorts, Inc. (the "Company") can give no assurance that its
expectations will be attained. Factors that could cause actual
results to differ materially from the Company's expectations and
those described in the forward looking statements include, but are
not limited to: the failure of closing conditions to be satisfied,
ability of the acquiring companies to obtain financing necessary to
consummate the sale transaction; changes in market conditions for
hotels and resorts; the occurrence of terrorist activities or other
disruptions to the travel and leisure industries; and such other
risk factors as may be discussed in our Annual Report on Form 10-K
and other filings with the Securities and Exchange Commission. Such
forward-looking statements speak only as of the date of this press
release. The Company expressly disclaims any obligation to release
publicly any updates or revisions to any forward-looking statements
contained herein to reflect any change in the Company's
expectations with regard thereto or any change in events,
conditions or circumstances on which any such statement is based.
DATASOURCE: CNL Hotels & Resorts, Inc. CONTACT: C. Brian
Strickland, Executive Vice President, Chief Financial Officer &
Treasurer of CNL Hotels & Resorts, Inc., +1-407-650-1510 Web
site: http://www.cnlhotels.com/
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