Acquires 25% Equity Interest from
Blackstone
Hilton Worldwide Holdings Inc. (NYSE: HLT) (“Hilton”), HNA Group
(“HNA”) and Blackstone (NYSE: BX) announced today that HNA will
acquire an approximate 25 percent equity interest in Hilton from
affiliates of Blackstone, establishing a long-term strategic
investment in Hilton and Hilton’s planned spin-offs of Park Hotels
& Resorts (“Park”) and Hilton Grand Vacations (“HGV”).
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The transaction is valued at approximately $6.5 billion, or
$26.25 per share in cash, reducing Blackstone’s interest in Hilton
to approximately 21 percent. The transaction is expected to close
in the first quarter of 2017. Following Hilton’s previously
announced spin-offs of Park and HGV, which are expected to occur on
or about the end of the year, HNA will own approximately 25 percent
of all three companies.
As part of the transaction, HNA has entered into a stockholders
agreement with Hilton, and into similar agreements with Park Hotels
& Resorts and Hilton Grand Vacations, effective upon closing.
The agreement allows HNA to appoint two directors (one HNA member
and one independent member) to Hilton’s Board of Directors,
bringing the total to ten members. Pursuant to the agreement, HNA
has agreed to certain restrictions on its ability to sell any of
its interest in Hilton for a two-year period, and to limitations on
HNA’s ability to acquire more than 25 percent of Hilton’s
outstanding shares, without Hilton’s consent. Furthermore, under
the agreement, HNA will vote its shares in excess of 15 percent
proportionally with other stockholders, subject to certain
exceptions. Blackstone will continue to have two seats on Hilton’s
Board, including Jon Gray who will remain chairman.
“We are pleased to welcome HNA Group as a long-term investor and
strategic partner,” said Christopher J. Nassetta, president and CEO
of Hilton. “HNA Group has a broad portfolio of successful travel
and hospitality businesses and a proven track record of creating
value in this industry. We believe this mutually beneficial
relationship will open new opportunities for our brands and guests
around the world, particularly in light of HNA’s strong position in
the fast-growing Chinese travel and tourism market, the largest
outbound travel and tourism market in the world.”
“Hilton is an iconic global hospitality company with an
unmatched portfolio of high-quality brands and a reputation for
operational excellence,” said Adam Tan, vice chairman and CEO of
HNA Group. “This investment is consistent with our strategy to
enhance our global tourism business, and we look forward to working
together on new initiatives that leverage our respective strengths,
expertise and tourism platforms to provide travelers more choice,
value and world-class services.”
“Since our initial investment in Hilton nine years ago, the
company and its leadership team have delivered phenomenal results,”
said Jon Gray, global head of real estate, Blackstone, and chairman
of the Hilton Board of Directors. “We think the company’s future is
bright, and this long-term investment from HNA Group only adds to
its potential.”
Evercore served as exclusive financial advisor and WilmerHale
and Morris, Nichols, Arsht & Tunnell LLP served as legal
advisors to the special committee of Hilton’s Board of Directors.
J.P. Morgan served as exclusive financial advisor and Weil, Gotshal
& Manges LLP served as legal counsel to HNA. Simpson Thacher
& Bartlett LLP served as legal counsel to Blackstone.
About Hilton
Hilton (NYSE: HLT) is a leading global hospitality company,
comprising more than 4,700 managed, franchised, owned and leased
hotels and timeshare properties with over 775,000 rooms in 104
countries and territories. For 97 years, Hilton has been dedicated
to continuing its tradition of providing exceptional guest
experiences. The company's portfolio of 13 world-class global
brands includes Hilton Hotels & Resorts, Waldorf Astoria Hotels
& Resorts, Conrad Hotels & Resorts, Canopy by Hilton, Curio
- A Collection by Hilton, DoubleTree by Hilton, Embassy Suites by
Hilton, Hilton Garden Inn, Hampton by Hilton, Tru by Hilton,
Homewood Suites by Hilton, Home2 Suites by Hilton and Hilton Grand
Vacations. The company also manages an award-winning customer
loyalty program, Hilton HHonors®. Hilton HHonors members who book
directly through preferred Hilton channels have access to benefits
including an exclusive member discount, free standard Wi-Fi, as
well as digital amenities that are available exclusively through
the industry-leading Hilton HHonors app, where Hilton HHonors
members can check-in, choose their room, and access their room
using a Digital Key. Visit news.hiltonworldwide.com for more
information and connect with Hilton on Facebook, Twitter, YouTube,
Flickr, LinkedIn and Instagram.
About HNA Group
HNA Group is a global Fortune 500 company focused on Tourism,
Logistics and Financial Services. Since its founding in 1993, HNA
Group has evolved from a regional airline based on Hainan Island
into a global company with over $90 billion of assets, $30 billion
in annual revenues and an international workforce of nearly 200,000
employees, primarily across North America, Europe and Asia. HNA’s
tourism business is a fast-growing, vertically-integrated global
player with market-leading positions in aviation, hotels and travel
services. HNA operates and invests in nearly 2,000 hotels with over
300,000 rooms across major markets, and has 1,250 aircraft carrying
over 90 million passengers to 260 cities worldwide. For more
information, please visit www.hnagroup.com.
About Blackstone
Blackstone is one of the world’s leading investment firms. We
seek to create positive economic impact and long-term value for our
investors, the companies we invest in and the communities in which
we work. We do this by using extraordinary people and flexible
capital to help companies solve problems. Our asset management
businesses, with over $350 billion in assets under management,
include investment vehicles focused on private equity, real estate,
public debt and equity, non-investment grade credit, real assets
and secondary funds, all on a global basis. Further information is
available at www.blackstone.com. Follow Blackstone on
Twitter @Blackstone.
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Hilton Contacts:Aaron RadeletMedia
Contact1-703-883-5804aaron.radelet@hilton.comorChristian
CharnauxInvestor
Contact1-703-883-5205christian.charnaux@hilton.comorHNA
Contact:Robert RendineSard Verbinnen &
Co1-212-687-8080rrendine@sardverb.comorBlackstone
Contacts:Christine AndersonMedia
Contact1-212-583-5182christine.anderson@blackstone.comorWeston
TuckerInvestor Contact1-212-583-5231tucker@blackstone.com
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