Hyatt Hotels Corporation (“Hyatt” or the “Company”) (NYSE: H), a
leading global hospitality company, announced today the pricing of
its public offering of:
- $700.0 million aggregate principal amount of senior notes due
2023, which will bear interest at a fixed annual rate of
1.300%;
- $300.0 million aggregate principal amount of floating rate
senior notes due 2023, which will bear interest at a rate equal to
Compounded SOFR (as defined in the prospectus supplement relating
to the offering), reset quarterly, plus 105 basis points; and
- $750.0 million aggregate principal amount of senior notes due
2024, which will bear interest at a fixed annual rate of
1.800%.
The offering is expected to close on October 1, 2021, subject to
customary closing conditions. Hyatt will have the option to redeem
all or any portion of the notes at 100% of their principal amount
at any time on or after October 1, 2022.
The Company intends to use the net proceeds of the offering to
fund a portion of the purchase price for its pending acquisition of
Apple Leisure Group (the “Apple Leisure Group Acquisition”), to
refinance all of its $750.0 million principal amount of floating
rate notes due 2022 and for general corporate purposes, which may
include payment of any fees and expenses relating to the Apple
Leisure Group Acquisition or any other general corporate purpose
the Company may deem necessary or advisable, and to pay fees and
expenses related to this offering.
Hyatt previously announced that it intends to fund more than 80%
of the $2.7 billion purchase price for the Apple Leisure Group
Acquisition with a combination of $1.0 billion of cash on hand and
new debt financing, including a portion of the proceeds from this
offering and a one-year term loan expected to be funded
concurrently with the closing of the Apple Leisure Group
Acquisition as part of the previously announced acquisition
financing commitment, and the remainder with proceeds of its
recently consummated equity offering. The offering is not
contingent on the consummation of the Apple Leisure Group
Acquisition, and the consummation of the Apple Leisure Group
Acquisition is not contingent on the consummation of the
offering.
J.P. Morgan is acting as representative of the underwriters, and
J.P. Morgan, Deutsche Bank Securities, Scotiabank and Wells Fargo
Securities are acting as joint lead book-running managers for the
offering.
The offering is being made pursuant to a shelf registration
statement on Form S-3, including a base prospectus, that was filed
by the Company with the Securities and Exchange Commission (the
“SEC”) and became automatically effective upon filing on November
6, 2020. A preliminary prospectus supplement and accompanying
prospectus relating to and describing the terms of the offering was
filed with the SEC and is available on the SEC’s website located at
www.sec.gov. Copies of the final prospectus supplement and the
accompanying prospectus relating to the securities being offered
may also be obtained by contacting: J.P. Morgan Securities LLC
toll-free at +1 212-834-4533, Deutsche Bank Securities Inc. at +1
800-503-4611, Scotia Capital (USA) Inc. toll-free at +1
800-372-3930 or Wells Fargo Securities LLC at +1 800-645-3751.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy these securities, nor shall there
be any sale of these securities in any state or jurisdiction in
which such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state or jurisdiction.
For further information: About Hyatt Hotels
Corporation
Hyatt Hotels Corporation, headquartered in Chicago, is a leading
global hospitality company offering 20 premier brands. As of June
30, 2021, the Company's portfolio included more than 1,000 hotel
and all-inclusive properties in 68 countries across six continents.
The Company's purpose to care for people so they can be their best
informs its business decisions and growth strategy and is intended
to attract and retain top employees, build relationships with
guests and create value for shareholders. The Company's
subsidiaries operate, manage, franchise, own, lease, develop,
license, or provide services to hotels, resorts, branded
residences, and vacation ownership properties, including under the
Park Hyatt®, Miraval®, Grand Hyatt®, Alila®, Andaz®, The Unbound
Collection by Hyatt®, Destination by Hyatt™, Hyatt Regency®,
Hyatt®, Hyatt Ziva™, Hyatt Zilara™, Thompson Hotels®, Hyatt
Centric®, Caption by Hyatt, JdV by Hyatt™, Hyatt House®, Hyatt
Place®, tommie™, UrCove, and Hyatt Residence Club® brand names, and
operates the World of Hyatt® loyalty program that provides distinct
benefits and exclusive experiences to its valued members.
FORWARD-LOOKING STATEMENTS
Forward-Looking Statements in this press release, which are not
historical facts, are forward-looking statements within the meaning
of the Private Securities Litigation Reform Act of 1995. These
statements include statements about the offering and the Company’s
intended use of proceeds from the offering, the Company’s proposed
acquisition of Apple Leisure Group, anticipated financing sources
for the proposed acquisition of Apple Leisure Group, the Company’s
plans, strategies, outlook, financial performance, projections,
financing proposals, prospects or future events and involve known
and unknown risks that are difficult to predict. As a result, our
actual results, performance or achievements may differ materially
from those expressed or implied by these forward-looking
statements. In some cases, you can identify forward-looking
statements by the use of words such as "may," "could," "expect,"
"intend," "plan," "seek," "anticipate," "believe," "estimate,"
"predict," "potential," "continue," "likely," "will," "would" and
variations of these terms and similar expressions, or the negative
of these terms or similar expressions. Such forward-looking
statements are necessarily based upon estimates and assumptions
that, while considered reasonable by us and our management, are
inherently uncertain. Factors that may cause actual results to
differ materially from current expectations include, among others,
risks associated with the ability to consummate the proposed
acquisition of Apple Leisure Group and the timing of the closing of
the proposed transaction (including the failure to satisfy closing
conditions or obtain required approvals); the Company’s ability to
successfully integrate Apple Leisure Group’s employees and
operations into the Company; the ability to realize the anticipated
benefits of the proposed acquisition of Apple Leisure Group as
rapidly or to the extent anticipated; risks related to the ability
to obtain any contemplated financing on favorable terms or at all;
risks affecting the luxury, resort and all-inclusive lodging
segments; the duration of the COVID-19 pandemic and the pace of
recovery following the pandemic, any additional resurgence, or
COVID-19 variants; the short and longer-term effects of the
COVID-19 pandemic, including the demand for travel, transient and
group business, and levels of consumer confidence; the impact of
the COVID-19 pandemic, any additional resurgence, or COVID-19
variants, and the impact of actions that governments, businesses,
and individuals take in response, on global and regional economies,
travel limitations or bans, and economic activity, including the
duration and magnitude of its impact on unemployment rates and
consumer discretionary spending; the broad distribution and
efficacy of COVID-19 vaccines and wide acceptance by the general
population of such vaccines; the ability of third-party owners,
franchisees, or hospitality venture partners to successfully
navigate the impacts of the COVID-19 pandemic, any additional
resurgence, or COVID-19 variants; general economic uncertainty in
key global markets and a worsening of global economic conditions or
low levels of economic growth; the rate and the pace of economic
recovery following economic downturns; levels of spending in
business, leisure, and all-inclusive segments as well as consumer
confidence; declines in occupancy and average daily rate; limited
visibility with respect to future bookings; loss of key personnel;
domestic and international political and geo-political conditions,
including political or civil unrest or changes in trade policy;
hostilities, or fear of hostilities, including future terrorist
attacks, that affect travel; travel-related accidents; natural or
man-made disasters such as earthquakes, tsunamis, tornadoes,
hurricanes, floods, wildfires, oil spills, nuclear incidents, and
global outbreaks of pandemics or contagious diseases, such as the
COVID-19 pandemic, or fear of such outbreaks; our ability to
successfully achieve certain levels of operating profits at hotels
that have performance tests or guarantees in favor of our
third-party owners; the impact of hotel renovations and
redevelopments; risks associated with our capital allocation plans,
share repurchase program, and dividend payments, including a
reduction in, or elimination or suspension of, repurchase activity
or dividend payments; the seasonal and cyclical nature of the real
estate and hospitality businesses; changes in distribution
arrangements, such as through internet travel intermediaries;
changes in the tastes and preferences of our customers;
relationships with colleagues and labor unions and changes in labor
laws; the financial condition of, and our relationships with,
third-party property owners, franchisees, and hospitality venture
partners; the possible inability of third-party owners,
franchisees, or development partners to access capital necessary to
fund current operations or implement our plans for growth; risks
associated with potential acquisitions and dispositions and the
introduction of new brand concepts; our ability to successfully
execute on our strategy to expand our management and franchising
business while at the same time reducing our real estate asset base
within targeted timeframes and at expected values; declines in the
value of our real estate assets; unforeseen terminations of our
management or franchise agreements; changes in federal, state,
local, or foreign tax law; increases in interest rates and
operating costs; foreign exchange rate fluctuations or currency
restructurings; lack of acceptance of new brands or innovation;
general volatility of the capital markets and our ability to access
such markets; changes in the competitive environment in our
industry, including as a result of the COVID-19 pandemic, industry
consolidation, and the markets where we operate; our ability to
successfully grow the World of Hyatt loyalty program; cyber
incidents and information technology failures; outcomes of legal or
administrative proceedings; and violations of regulations or laws
related to our franchising business; and other risks discussed in
the Company's filings with the SEC, including our annual report on
Form 10-K and quarterly reports on Form 10-Q, which filings are
available from the SEC . We caution you not to place undue reliance
on any forward-looking statements, which are made only as of the
date of this press release. We do not undertake or assume any
obligation to update publicly any of these forward-looking
statements to reflect actual results, new information or future
events, changes in assumptions or changes in other factors
affecting forward-looking statements, except to the extent required
by applicable law. If we update one or more forward-looking
statements, no inference should be drawn that we will make
additional updates with respect to those or other forward-looking
statements.
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version on businesswire.com: https://www.businesswire.com/news/home/20210927005874/en/
Hyatt Media Contact: Franziska Weber
franziska.weber@hyatt.com Hyatt Investor Contact: Noah Hoppe
noah.hoppe@hyatt.com
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