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- Hersha widespread shareholders to obtain $10.00 per share in money, a 60% premium to prior closing worth
- Offers shareholders with instant and sure worth at a considerable premium
Hersha Hospitality Belief (NYSE: HT) (“Hersha” or the “Firm”), proprietor of luxurious and way of life motels in coastal gateway and resort markets, and KSL Capital Companions, LLC (“KSL”), a number one investor in journey and leisure companies, as we speak introduced a definitive merger settlement, entered into on August 27, 2023, underneath which associates of KSL will purchase all the excellent widespread shares of Hersha for $10.00 per share in an all-cash transaction valued at roughly $1.4 billion. The acquisition worth represents a premium of roughly 60% over Hersha’s closing share worth on August 25, 2023, the final full buying and selling day previous to this announcement.
This transaction gives our shareholders with instant and sure worth at a considerable premium to our public valuation. Following a multi-year complete overview by the unbiased Transaction Committee of Hersha’s Board of Trustees, the Board and administration group are assured this step will enable us to ship worth for our shareholders whereas refocusing on rising the enterprise over an extended time frame. Mr. Jay H. Shah, Hersha’s Govt Chairman
We’re happy with the work our group has completed to construct on Hersha’s tradition and capabilities and make the corporate what it’s as we speak. This transaction is a results of our deliberate actions to give attention to key gateway markets and way of life and leisure properties, in addition to our work to create a concentrated portfolio consisting of a number of the highest high quality motels of their respective markets. Mr. Neil H. Shah, Hersha’s Chief Govt Officer
Hersha and its group have constructed a powerful, curated portfolio of experiential luxurious and way of life motels and resorts in strategic markets. With KSL’s in depth monitor document investing in high-quality property in dynamic metropolitan markets throughout North America and all over the world, we’re uniquely suited to place the enterprise for additional success over the long run. Mr. Marty Newburger, Companion at KSL
Transaction Particulars
Beneath the phrases of the merger settlement, which has been unanimously advisable by the unbiased Transaction Committee of Hersha’s Board of Trustees and unanimously authorised by Hersha’s full Board of Trustees, Hersha shareholders will obtain $10.00 in money for every widespread share they personal, and holders of Hersha’s 6.875% Collection C Cumulative Redeemable Most popular Shares, 6.50% Collection D Cumulative Redeemable Most popular Shares and 6.50% Collection E Cumulative Redeemable Most popular Shares will obtain $25.00 in money, plus any accrued and unpaid dividends to which they’re entitled, for every most well-liked share they personal. The transaction is predicted to shut within the fourth quarter of 2023, topic to customary closing situations, together with approval by the holders of a majority of Hersha’s excellent widespread shares as set forth within the merger settlement. Sure members of Hersha’s government administration group and sure of their affiliated trusts have signed separate voting agreements underneath which they agreed to vote sure Hersha shares managed by every of them in assist of the proposed transaction. Topic to and upon completion of the transaction, Hersha’s widespread shares and most well-liked shares will not be listed on any public securities trade.
Advisors
Goldman Sachs & Co. LLC is serving as unique monetary advisor and Latham and Watkins LLP and Venable LLP are serving as authorized advisors to the Transaction Committee of Hersha’s Board of Trustees. Hunton Andrews Kurth LLP is serving as authorized advisor to Hersha. Wells Fargo and Citigroup are serving as monetary advisors and Simpson Thacher & Bartlett LLP and Miles and Stockbridge P.C. are serving as authorized advisors to KSL. Moreover, Wells Fargo and Citigroup offered a debt financing dedication to KSL in reference to the transaction.
About KSL Capital Companions
KSL Capital Companions is a personal fairness agency specializing in journey and leisure enterprises in 5 major sectors: hospitality, recreation, golf equipment, actual property and journey providers. KSL has places of work in Denver, Colorado; New York Metropolis; Stamford, Connecticut; and London, England. Since 2005, KSL has raised in extra of $21 billion of capital throughout its fairness, credit score and tactical alternatives funds. KSL’s present and previous portfolio incorporates a number of the premier properties in journey and leisure. For extra info, please go to www.kslcapital.com.
Further Info and The place to Discover It
In reference to the proposed transaction, the Firm plans to file related supplies with the SEC, together with a proxy assertion on Schedule 14A. Promptly after submitting its definitive proxy assertion with the SEC, the Firm will mail the definitive proxy assertion and a proxy card to every shareholder entitled to vote on the particular assembly regarding the proposed transaction. INVESTORS AND SECURITY HOLDERS OF THE COMPANY ARE URGED TO CAREFULLY READ THE PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO AND ANY DOCUMENTS INCORPORATED BY REFERENCE THEREIN) AND ANY OTHER RELEVANT DOCUMENTS IN CONNECTION WITH THE TRANSACTION THAT THE COMPANY WILL FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION AND THE PARTIES TO THE TRANSACTION. The definitive proxy assertion, the preliminary proxy assertion, and some other related supplies in reference to the transaction (after they change into obtainable) and some other paperwork filed by the Firm with the SEC, could also be obtained freed from cost on the SEC’s web site at www.sec.gov or by accessing the Investor Relations part of the Firm’s web site at https://www.hersha.com.
About KSL Capital Companions, LLC
Hersha Hospitality Belief (HT) is a self-advised actual property funding belief within the hospitality sector, which owns and operates luxurious and way of life motels in coastal gateway and resort markets. The Firm’s 25 motels totaling 3,811 rooms are positioned in New York, Washington, DC, Boston, Philadelphia, South Florida, and California. The Firm’s widespread shares are traded on The New York Inventory Alternate underneath the ticker “HT.” For extra info on the Firm, and the Firm’s resort portfolio, please go to the Firm’s web site at www.kslcapital.com.
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