Barcelo Crestline Corporation Proposes Acquisition of 100% of the Class A Common Stock of John Q. Hammons Hotels, Inc.
18 Octubre 2004 - 4:00AM
PR Newswire (US)
Barcelo Crestline Corporation Proposes Acquisition of 100% of the
Class A Common Stock of John Q. Hammons Hotels, Inc. Proposal price
of $13.00 cash per share for Class A Common Stock MCLEAN, Va., Oct.
18 /PRNewswire/ -- Barcelo Crestline Corporation, the parent
company of Crestline Hotels & Resorts, Inc. and one of the
leading hotel management and leasing companies in North America,
announced today that it has submitted a proposal to acquire all
shares of Class A Common Stock of John Q. Hammons Hotels, Inc.
(AMEX:JQH) for $13.00 in cash per Class A share. The proposal was
made to John Q. Hammons Hotels, Inc. Board of Directors and
represents a premium of approximately 15% over Friday's closing
market price of $11.31 and 32% over the average price of John Q.
Hammons Hotels, Inc. shares over the past six months of $9.86.
Barcelo Crestline Corporation also announced that it has entered
into an agreement with majority shareholder, John Q. Hammons, in
which Mr. Hammons agreed to support the proposed acquisition and
will participate in the acquiring company by exchanging all of his
other equity interests in John Q. Hammons Hotels, L.P. and John Q.
Hammons Hotels, Inc. for preferred equity in the acquiring company.
Mr. Hammons and his affiliates own 76% of the combined equity
interests in John Q. Hammons Hotels, Inc. and John Q. Hammons
Hotels, L.P. and 77% of the voting power in John Q. Hammons Hotels,
Inc. Deutsche Bank Securities, Inc. advised Barcelo Crestline in
the transaction. Bruce Wardinski, President and CEO of Barcelo
Crestline stated, "Our business plan has been, and continues to be,
to look for ways to grow our organization and infrastructure to
create value for our owners and partners." Upon completion of this
proposed merger, Barcelo Crestline Corporation plans to combine the
John Q. Hammons Hotels, Inc. hotel management business with its own
management business, resulting in approximately 190 hotels under
management and lease in the United States. The combined management
entities of Crestline Hotels and Resorts, Inc. and John Q. Hammons
Hotels, Inc. will be renamed Barcelo Hammons Hotels and Resorts,
Inc. The new structure, along with the international hospitality
component of Barcelo Crestline's parent company, Barcelo Hotels
& Resorts of Spain, will result in significant global
positioning for all involved. "With a 46-year career in the lodging
business, and a great reputation for excellence, Mr. John Q.
Hammons is one of the most highly respected hotel industry legends.
I am enthusiastically looking forward to a great partnership with
him as we move forward," added Mr. Wardinski. Mr. Hammons noted,
"Barcelo Crestline Corporation is a fine organization with
excellent management and knowledgeable, international ownership.
Over the years, John Q. Hammons Hotels, Inc. has built an
outstanding portfolio of hospitality properties and established a
very strong market presence. Significant value has been created for
our shareholders." Mr. Hammons added, "We are pleased that this
transaction will allow John Q. Hammons Hotels and Resorts to
privately continue development of its hotel and resort portfolio
across the United States." John Q. Hammons Hotels and Resorts, a
privately owned company, currently owns a portfolio of 27 hotels
and resorts operating and under construction in 17 states. Barcelo
Crestline Corporation expects the Board of Directors of John Q.
Hammons Hotels, Inc. to form a special committee of independent
directors to consider the proposal with the assistance of outside
financial and legal advisors and to negotiate the proposal with
Barcelo Crestline Corporation. Directors of John Q. Hammons Hotels,
Inc. affiliated with Mr. Hammons will not participate in the
evaluation of the proposal. If negotiations with the special
committee are successful, Barcelo Crestline Corporation expects to
file appropriate materials with the Securities and Exchange
Commission and mail such materials to John Q. Hammons Hotels, Inc.
shareholders. Barcelo Crestline Corporation currently contemplates
the transaction would be implemented through a cash merger that
would be completed in early January 2005. The proposal is subject
to due diligence, negotiation and execution of mutually
satisfactory definitive agreements, and other customary conditions.
John Q. Hammons Hotels, Inc. shareholders and other interested
parties are urged to read the relevant documents filed with the SEC
when they become available because they will contain important
information. John Q. Hammons Hotels, Inc. shareholders will be able
to obtain such documents, free of charge, at the SEC's web site:
http://www.sec.gov/ or from John Q. Hammons Hotels, Inc. at 300
John Q. Hammons Parkway, Suite 900, Springfield, MO 65806. About
Barcelo Crestline Corporation Barcelo Crestline Corporation is a
hotel management and opportunistic real estate company. Barcelo
Crestline was formed in June 2002 with the acquisition of Crestline
Capital Corporation by Barcelo Hotels & Resorts (Barcelo) of
Spain. Crestline Capital Corporation was spun-off from Host
Marriott Corporation, a public company, on December 29, 1998 when
Host Marriott converted to a Real Estate Investment Trust (REIT).
The company, along with its wholly owned subsidiary Crestline
Hotels & Resorts, manages and leases over 125 hotels, resorts,
conference and convention centers throughout the United States.
Crestline manages quality properties independently and under such
well-regarded brands as Marriott, Hilton, Renaissance, Crowne
Plaza, Holiday Inn, Hilton Garden Inn, Courtyard by Marriott,
Residence Inn, Staybridge Suites, and Radisson. Additional
information about Barcelo Crestline is available at the company's
web site: http://www.barcelocrestline.com/. About John Q. Hammons
Hotels, Inc. John Q. Hammons Hotels, Inc. is a leading independent
owner and manager of affordable upscale, full service hotels
located primarily in key secondary markets. The company owns 46
hotels located in 20 states, containing 11,370 guest rooms or
suites, and manages 14 additional hotels located in seven states
containing 3,158 guest rooms or suites. The majority of these 60
hotels operate under the Embassy Suites, Holiday Inn and Marriott
trade names. Most of the hotels are located near a state capitol,
university, convention center, corporate headquarters, office park
or other stable demand generator. Additional information is
available at the company's web site: http://www.jqhhotels.com/.
About Barcelo Hotels & Resorts Barcelo is one of the world's
largest hospitality and travel management companies and is based in
Palma de Mallorca, Spain. The company is 100% owned by the Barcelo
family and has been run by three generations of family members.
Barcelo and its affiliates own, manage and lease hotels in 16
countries across 4 continents. Additional information about Barcelo
is available at the company's website: http://www.barcelo.com/.
Note: Certain matters discussed herein are forward-looking
statements within the meaning of the Private Litigation Reform Act
of 1995. Certain, but not necessarily all, of such statements can
be identified by the use of forward-looking terminology, such as
"believes," "expects," "may," "will," "should," "estimates" or
"anticipates" or the negative thereof or comparable terminology.
All forward-looking statements involve known and unknown risks,
uncertainties and other factors, which may cause the actual
transactions, results, performance or achievements of the Company
to be materially different from any future transactions, results,
performance or achievements expressed or implied by such
forward-looking statements. These may include: (i) national and
local economic and business conditions or governmental regulations
that will affect demand, prices, wages or other costs for hotels;
(ii) the level of rates and occupancy that can be achieved by such
properties; (iii) the Company's ability to compete. DATASOURCE:
Barcelo Crestline Corporation CONTACT: James Carroll of Barcelo
Crestline Corporation, +1-571-382-1700, Web site:
http://www.barcelocrestline.com/ http://www.jqhhotels.com/
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