Fairmont takeover approved after objections withdrawn
Justice Peter Cumming issued the final order for the sale to affiliates of Kingdom Hotels International and Colony Capital LLC, saying it ?looks like a good deal for all of the shareholders and the noteholders.?
The group is led by Saudi Prince al-Waleed bin Talal.
Fairmont?s shareholders overwhelmingly approved the deal, valued at about US$3.3 billion (euro2.67 billion) including debt, on Tuesday but several US debtholders stood against it, saying they deserved an additional US$34.2 million (euro27.7 million) from the deal.
At a hearing to try to convince the court of those claims, they withdrew their opposition after being offered an additional US$675,000 (euro546,736).
?There?s going to be a slight increase by the purchasers,? said Michael Barrack, a lawyer for Fairmont, adding it will involve an increase in the tender offer to purchase all of the notes by 25 basis points. That means US$2.50 (euro2.02) is added to each US$1,000 (euro810) bond.
Under the original offer, Fairmont had offered to pay the noteholders US$1,192.68 (euro966) for each US$1,000 (euro810) principal in notes, amounting to the equivalent premium that shareholders would receive.
The US-based dissident debtholders, holding 53 percent of the total US$270 million (euro219 million) worth of 3.75 percent convertible senior notes due in 2023, include Greywolf Capital Management, Whitebox Advisors, Tenor Capital Management Co., Lydian Asset Management and Ramius Capital Group.
The closing of the transaction is subject to the satisfaction or waiver of the other conditions specified in the acquisition agreement.
The deal is expected to close in early May, after which all Fairmont shareholders will receive US$45 (euro36.45) in cash for each Fairmont common share.
The deal will see Fairmont combined with the Asian hotel chain Raffles, which is owned by Colony. Including Fairmont?s 88 hotels, the new company will have 120 properties in 24 countries. Fairmont Hotels Inc., North America?s largest luxury hotel management company, as measured by rooms under management, with 49 city centre and resort hotels, including the Fairmont Hamilton Princess, Fairmont Southampton Hotel, Fairmont San Francisco, Fairmont Banff Springs and Fairmont Scottsdale Princess.
