- Hersha widespread shareholders to obtain $10.00 per share in money, a 60% premium to prior closing value
- Supplies shareholders with speedy and sure worth at a considerable premium
Hersha Hospitality Belief (NYSE: HT) (“Hersha” or the “Firm”), proprietor of luxurious and life-style inns in coastal gateway and resort markets, and KSL Capital Companions, LLC (“KSL”), a number one investor in journey and leisure companies, right now introduced a definitive merger settlement, entered into on August 27, 2023, beneath which associates of KSL will purchase the entire excellent widespread shares of Hersha for $10.00 per share in an all-cash transaction valued at roughly $1.4 billion. The acquisition value represents a premium of roughly 60% over Hersha’s closing share value on August 25, 2023, the final full buying and selling day previous to this announcement.
This transaction offers our shareholders with speedy and sure worth at a considerable premium to our public valuation. Following a multi-year complete evaluation 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 right now. This transaction is a results of our deliberate actions to deal with key gateway markets and life-style and leisure properties, in addition to our work to create a concentrated portfolio consisting of among the highest high quality inns 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 life-style inns and resorts in strategic markets. With KSL’s in depth observe file investing in high-quality property in dynamic metropolitan markets throughout North America and around the globe, we’re uniquely suited to place the enterprise for additional success over the long run. Mr. Marty Newburger, Companion at KSL
Transaction Particulars
Underneath the phrases of the merger settlement, which has been unanimously really helpful by the unbiased Transaction Committee of Hersha’s Board of Trustees and unanimously accredited 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 govt administration group and sure of their affiliated trusts have signed separate voting agreements beneath which they agreed to vote sure Hersha shares managed by every of them in help 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 change.
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 supplied a debt financing dedication to KSL in reference to the transaction.
About KSL Capital Companions
KSL Capital Companions is a non-public fairness agency specializing in journey and leisure enterprises in 5 major sectors: hospitality, recreation, golf equipment, actual property and journey companies. 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 accommodates among the premier properties in journey and leisure. For extra data, 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 another related supplies in reference to the transaction (once they grow to be obtainable) and another 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 life-style inns in coastal gateway and resort markets. The Firm’s 25 inns 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 Trade beneath the ticker “HT.” For extra data on the Firm, and the Firm’s lodge portfolio, please go to the Firm’s web site at www.kslcapital.com.
