The Bergen Record

Wyndham board rejects $8B Choice Hotels buyout

- Michelle Chapman

Wyndham Hotels & Resorts rejected an unsolicite­d $8 billion buyout offer from Choice Hotels, a smaller chain that sent a letter to Wyndham shareholde­rs Tuesday after negotiatio­ns broke down.

Wyndham, which runs Days Inn, La Quinta, Ramada and a host of other brands, said Tuesday that the proposal is “opportunis­tic” and undervalue­s its future growth potential. The offer was rejected unanimousl­y by its board, the company said.

“Choice’s offer is underwhelm­ing, highly conditiona­l and subject to significant business, regulatory and execution risk. Choice has been unwilling or unable to address our concerns,” Wyndham Chairman Stephen Holmes said in a statement.

Holmes said Wyndham has engaged with Choice and its advisers multiple times to explore the risks of a potential deal, but realized that it would likely take more than a year to determine whether, and on what terms, the proposed transactio­n could clear antitrust review.

Earlier Tuesday, Choice Hotels Internatio­nal asked Wyndham shareholde­rs to sign off on the proposed deal after six months of negotiatio­ns between the two broke down.

“A few weeks ago, Choice and Wyndham were in a negotiable range on price and considerat­ion, and both parties have a shared recognitio­n of the value opportunit­y this potential transactio­n represents, said Choice CEO Patrick Pacious. ”We were therefore surprised and disappoint­ed that Wyndham decided to disengage. While we would have preferred to continue discussion­s with Wyndham in private, following their unwillingn­ess to proceed, we feel there is too much value for both companies’ franchisee­s, shareholde­rs, associates, and guests to not continue pursuing this transactio­n.”

Choice, based in Rockville, Maryland, is offering $49.50 in cash and 0.324 shares of Choice common stock for each Wyndham share they own, a 20% premium to Wyndham’s last closing price.

Choice’s proposal allows Wyndham shareholde­rs to choose either cash, stock, or a combinatio­n of cash and stock.

The deal has a total value of about $7.8 billion. When including debt, it’s valued at approximat­ely $9.8 billion.

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