Printer Friendly
The Free Library
19,122,084 articles and books
Member login
User name  
Password 
 
Join us Forgot password?

Westin Hotels Limited Partnership Responds to Tender Offer.


WHITE PLAINS, N.Y. -- On or about October 30, 2004, CMG CMG Coastal & Marine Geology (USGS)
CMG Chipotle Mexican Grill, Inc. (stock symbol)
CMG Companion (of the Order Of) St Michael and St George
CMG Computer Measurement Group
 Partners, LLC (Logical Link Control) See "LANs" under data link protocol.

LLC - Logical Link Control
 ("CMG") commenced an unsolicited tender offer to purchase up to 4.9% of the outstanding limited partnership units of Westin Hotels Westin Hotels & Resorts are an upscale hotel chain owned by Starwood Hotels & Resorts Worldwide. As of 2005 Westin operated over 120 hotels in 24 countries. History
In 1930, hotel owners Severt W.
 Limited Partnership ("WHLP WHLP Windows Helper ") at a purchase price of $600 per unit, reduced by the amount of any cash distributions made on or after June 1, 2004.

The Board of Directors of Westin Realty realty n. a short form of "real estate." (See: real estate)


REALTY. An abstract of real, as distinguished from personalty. Realty relates to lands and tenements, rents or other hereditaments. Vide Real Property.
 Corp. (the "General Partner"), the general partner of WHLP, evaluated the terms of the offer and recommends that limited partners should reject CMG's offer. The General Partner believes that the price and terms of the offer are inadequate for the following reasons:

(i) As previously announced, on October 18, 2004, The Westin Chicago Limited Partnership, a Delaware limited partnership and subsidiary of WHLP ("WCLP WCLP Western Center on Law and Poverty "), and JER JER Jeremiah
JER Joint Ethics Regulation
JER Journal of Educational Research
JER Jersey, Channel Islands, United Kingdom - States (Airport Code)
JER James E Riley (head writer for NBC soaps) 
 Partners Acquisitions III, LLC ("JER Acquisitions") entered into a Purchase and Sale Agreement pursuant to which, among other things, WCLP will sell the Westin Michigan Avenue hotel to JER Acquisitions for $137 million in cash, subject to certain purchase price adjustments. After consummation of the proposed sale, the General Partner estimates that proceeds ultimately available for distribution to limited partners will be approximately $120 million in the aggregate or $885 per unit, assuming the proposed sale had been completed on June 30, 2004. The General Partner expects that a substantial portion of the sale proceeds will be distributed to limited partners promptly after the closing of the sale of the Westin Michigan Avenue hotel. Limited partners should be aware that the proposed sale of the Westin Michigan Avenue hotel is subject to several closing conditions, including the written consent of limited partners holding a majority of the outstanding limited partnership units to authorize the General Partner's grant of consent to the proposed sale on behalf of WHLP. At this time, the General Partner is not able to provide any assurances that the closing conditions will be satisfied.

(ii) Limited partners who tender their units to CMG will surrender their right to participate in any future benefits from ownership of the units, including any future cash distributions.

(iii) The General Partner has not verified that CMG has sufficient resources to consummate the offer. CMG has not provided financial information to allow limited partners to confirm CMG's financial position or its ability to consummate the offer.

(iv) The Agreement of Assignment and Transfer to tender the units provides that a tendering limited partner will transfer certain rights before being paid for the units.

(v) CMG's offer is considered irrevocable 10 days after a limited partner executes the Agreement of Assignment and Transfer.

(vi) CMG will probably not be able to purchase the units they are making offers for until 2005.

(vii) CMG's offer is subject to vague and ambiguous conditions.

Cautionary Information Regarding Forward-Looking Statement forward-looking statement

A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections.
 

Certain statements contained in this release constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and  of 1995. These forward-looking statements may include statements regarding the intent, belief or current expectations of WHLP or WCLP or their respective general partners and their officers or directors with respect to the matters discussed in this release. All such forward-looking statements involve risks, uncertainties and other factors that could cause actual results to differ materially from those projected in the forward-looking statements, including, without limitation, the risks and uncertainties associated with the following: (a) the ability to obtain limited partner consent to the sale of the Westin Michigan Avenue hotel to JER Acquisitions and the satisfaction of the other closing conditions; (b) a delay in the closing of the sale of the hotel; (c) the amount of any purchase price adjustments required by the definitive agreement; (d) the timing and amount of the distribution proceeds to limited partners after the closing of the sale of the hotel and the amount of proceeds that will be available for distribution to limited partners; and (e) the other risks and uncertainties described in WHLP's public filings with the Securities and Exchange Commission (the "SEC"). WHLP undertakes no obligation to publicly update or revise any forward-looking statement to reflect current or future events.

More information regarding the proposed sale of the hotel and further discussion of the definitive agreement is contained in WHLP's Consent Solicitation Consent Solicitation

A solicitation by one party to the stakeholders of a particular security for the consent of a material change.

Notes:
Should the majority of stakeholders provide valid consent prior to the consent expiry date, the issuer may then follow through with
 Statement on Schedule 14A which was filed as a preliminary proxy statement Proxy Statement

A document containing the information that a company is required by the SEC to provide to shareholders so they can make informed decisions about matters that will be brought up at an annual stockholder meeting.
 with the SEC on October 25, 2004 and is available free of charge on the SEC's website at www.sec.gov. For further information, please contact Nancy DeMarino at Phoenix American Financial Services The examples and perspective in this article or section may not represent a worldwide view of the subject.
Please [ improve this article] or discuss the issue on the talk page.
, Inc., WHLP's investor relations Investor relations

The process by which the corporation communicates with its investors.
 manager, at 800-323-5888.
COPYRIGHT 2004 Business Wire
No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 2004, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

 Reader Opinion

Title:

Comment:



 

Article Details
Printer friendly Cite/link Email Feedback
Publication:Business Wire
Geographic Code:1USA
Date:Nov 5, 2004
Words:759
Previous Article:ParkerVision Announces Third Quarter 2004 Financial Release Date and Conference Call.
Next Article:OXiGENE to Present at CIBC World Markets Annual Healthcare Conference on November 9th 2004.
Topics:



Related Articles
Tishman Hotels completes $600M in transactions.
Westin selected to operate new Tishman hotel in Times Square.
STARWOOD BUYS WESTIN HOTEL CHAIN.
STARWOOD MAKING ROOM FOR ITT HOTELS IN $13.3 BILLION DEAL; MERGER BID WOULD TRUMP OFFER BY HILTON.
Starwood Expects to Launch Tender Offer for Westin Michigan Avenue Hotel Next Week at Increased Purchase Price.
Stamack Construction making out in high end spas.

Terms of use | Copyright © 2012 Farlex, Inc. | Feedback | For webmasters | Submit articles