Marriott-Starwood Deal Is Interrupted by a Chinese Suitor
Around two years ago, the Anbang Insurance Group, an insurer then little known outside of China, announced that it would buy the fabled Waldorf Astoria for $1.95 billion.
Now, the Chinese insurer hopes to expand its hotel empire with an unsolicited bid to acquire Starwood Hotels & Resorts Worldwide, the operator of the hotel brands Westin, W and Sheraton, for $76 a share in cash, or $12.8 billion in total.
现在，这家中国保险集团希望扩大其酒店帝国的规模，主动提出以每股76美元、总计128亿美元的价格，现金收购威斯汀(Westin)、W和喜来登(Sheraton)等酒店品牌的运营商喜达屋酒店及度假村国际集团(Starwood Hotels& Resorts Worldwide)。
A consortium of investors, led by Anbang, is hoping to derail Starwood’s $10.8 billion cash-and-stock merger with Marriott International that is set to be considered by shareholders of both hotel operators this month.
The other bidders in the competing consortium, according to a person with knowledge of the discussions, include J. Christopher Flowers’ buyout firm, J.C. Flowers & Company, and the Primavera Capital Group, whose chairman, Fred Hu, is the former chairman of Goldman Sachs for China.
一名知情人士透露，在这个竞购喜达屋的财团中，包括J·克里斯多夫·弗拉沃斯(J. Christopher Flowers)的收购公司J.C. Flowers & Company，以及春华资本集团(Primavera Capital Group)，其董事长胡祖六曾是高盛(Goldman Sachs)在中国的董事长。
The cash offer by Anbang and its investment partners is the latest in a wave of overseas deal-making by Chinese companies. So far this year, Chinese companies have announced $81.9 billion worth of foreign deals, compared with just $10.55 billion in the same period a year ago, according to Thomson Reuters data.
Anbang’s pursuit of Starwood follows fast on the heels of reports that the Chinese company has agreed to acquire Strategic Hotels and Resorts from the Blackstone Group in a deal valued at $6.5 billion just months after Blackstone bought the company.
安邦寻求收购喜达屋之前，刚刚才传出了它达成协议将斥资65亿美元收购黑石集团(Blackstone Group)旗下战略酒店及度假村(Strategic Hotels and Resorts)的消息。黑石集团购入该酒店也才不过数月。
Strategic Hotels owns the Four Seasons hotels and resorts in Silicon Valley, Washington and Jackson Hole, Wyo., the Fairmont and Intercontinental hotels in Chicago and the JW Marriott Essex House hotel in Manhattan.
战略酒店拥有硅谷、华盛顿、怀俄明州杰克逊霍尔的四季酒店(Four Seasons)，芝加哥的费尔蒙(Fairmont)与洲际(Intercontinental)酒店，曼哈顿的JW万豪埃塞克斯之家酒店(JW Marriott Essex House Hotel)。
Anbang, led by its chairman, Wu Xiaohui, has been an aggressive deal maker in recent years.
In addition to its deal for Waldorf Astoria, Anbang, which is based in Beijing, has also bought an American insurer, Fidelity & Guaranty Life Insurance, for nearly $1.6 billion, and a controlling stake in a South Korean life insurer. Last year, it also unsuccessfully offered to buy a Portuguese lender.
安邦总部设在北京，除了华尔道夫酒店的交易之外，它还斥资近16亿美元收购了美国信保人寿保险公司(Fidelity & Guaranty Life Insurance Company)，并获得了一家韩国寿险公司的控股权。去年，它出价收购一家葡萄牙贷款机构，但未成功。
Anbang got its start as a car insurer supported in part by the SAIC Motor Corporation, China’s largest automaker. A decade ago, it was a small operator compared with China’s big state-owned insurance companies.
But the company broadened its operations to sell investment products and other services and has increasingly made aggressive bets. It was helped by the Chinese government’s move in recent years to give Chinese insurers greater freedom to invest their money, making them major players in real estate and other areas in China.
The consortium’s cash offer, which was made on March 10 and announced publicly by Starwood on Monday, represents a significant premium to Marriott’s deal, which has been affected by a decline in the hotel operator’s stock price since it was announced in November.
Starwood said on Monday that its board had not changed its recommendation in support of the Marriott deal, but that it would carefully consider the outcome of its discussions with the consortium led by Anbang to determine the course of action that is in the “best interest of Starwood and its stockholders.”
Starwood said that it had received a waiver from Marriott to allow it to engage in discussions and due diligence with the consortium. The waiver expires on Thursday.
Marriott described the rival takeover approach to Starwood as “highly conditional and nonbinding.”
“Marriott will monitor this development as it and Starwood continue to work toward the closing of its transaction and the successful integration of the two companies,” Marriott said in a news release.
Shareholders of Starwood and Marriott are set to vote on whether to approve the merger on March 28. Marriott would receive a termination fee of $400 million if Starwood were to back out of the deal.
The deal with Marriott would create the world’s largest hotel company, with more than 5,500 owned or franchised hotels, for a total of 1.1 million rooms around the world.
Based on the 20-day volume weighted average of Marriott’s stock, the merger would be valued at $63.74 a Starwood share, including a cash consideration of $2 a share, Starwood said on Monday.
Starwood shareholders would also receive $5.50 a share from the spinoff of its time-share business, Vistana Signature Experiences, and the business’s merger with a subsidiary of the Interval Leisure Group.
喜达屋的股东，也将从该集团的分时度假业务维斯塔纳专属体验(Vistana Signature Experiences)与分时度假集团(Interval Leisure Group)一个分公司的并购交易中，获得每股5.5美元的收益。
Late last year, it also struck an alliance with China Vanke, a Chinese property developer in the middle of a rare corporate takeover battle. The deal, which Vanke said it welcomed, was widely seen as a friendly effort that allowed Vanke management to remain at the helm of the company, China’s largest property developer.
It is not just Anbang that is increasingly looking abroad.
China’s slowing economy has led companies and individuals to take money out of the country and invest it elsewhere. This turnabout from the days when China soaked up much of the world’s money flows has led investors to believe that China’s currency — already weakened in recent months after two sets of devaluations — could fall further. Foreign deals allow Chinese companies to move money abroad with the blessing of Chinese officials while avoiding potentially painful devaluations.
Those dynamics help explain why Chinese companies are redoubling their efforts to invest abroad despite growing efforts by the Chinese government to keep money at home. China’s foreign currency reserves have fallen to $3.2 trillion in recent months, prompting Beijing to intensify its already tight limits on money flowing across its borders.
Still, major deals continue to be struck. In the biggest potential Chinese deal for a foreign company, the Swiss agribusiness Syngenta has agreed to be acquired by a state-owned Chinese chemical company, known as ChemChina, for $43 billion.