New Offer Could Derail Marriott-Starwood Merger

Yesterday, Marriott’s planned acquisition of Starwood, to create the world’s largest hotel company, was assumed to be a foregone conclusion.

This morning, with news that a Chinese-led consortium has made an unsolicited counteroffer for Starwood, all bets are off.

According to both Starwood and Marriott, the offer from an investor group headed by the Anbang Insurance Group was received on March 10, and Starwood advised Marriott the next day. Marriott then granted Starwood a waiver to consider the new offer, which will expire on March 17 at 11:58 p.m. Eastern Time. The clock is ticking.

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In purely financial terms, Anbang’s $13 billion offer is worth more in the short term, at $76 a share compared to Marriott’s offer which is currently worth around $64 a share. Longer term, the potential synergies of a Marriott-Starwood combination could make that the better play. The choice comes down to the guarantee of a better immediate payoff versus the promise of better returns over the longer term.

Anbang paid a record $1.95 billion last year to purchase the Waldorf Astoria hotel in New York. And according to Bloomberg, Anbang has also committed to buy Strategic Hotels & Resorts Inc., which owns 16 properties in the U.S. In other words, this is a company with big plans, and the financial resources to pursue them.

Publicly, Marriott remains committed to a Marriott-Starwood tie-up:

Marriott International, Inc. (NASDAQ: MAR) today reaffirmed its commitment to acquire Starwood Hotels & Resorts Worldwide, Inc. (NYSE: HOT) to create the world’s largest hotel company. The combined company will offer stockholders significant equity upside and greater long term value driven by a larger global footprint, wider choice of brands for consumers, improved economics to owners and franchisees leading to accelerated global growth and continued strong returns. Marriott is confident that the previously announced merger agreement is the best course for both companies.

For its part, Starwood is a bit less committal: “Starwood’s Board of Directors has not changed its recommendation in support of Starwood’s merger with Marriott. The Board, in consultation with its legal and financial advisors, will carefully consider the outcome of its discussions with the Consortium in order to determine the course of action that is in the best interest of Starwood and its stockholders.”

What’s best for Starwood and its stockholders is indeed the question. The answer is far from obvious.

Reader Reality Check

If you had a vote, which option would you choose for Starwood?

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After 20 years working in the travel industry, and 15 years writing about it, Tim Winship knows a thing or two about travel. Follow him on Twitter @twinship.