Skift Take

This is a March Madness bracket we understand, but that doesn't make it any less interesting.

Round four of the Starwood-Marriott-Anbang Group drama began today with a second counteroffer by the Chinese-led consortium to acquire Starwood, a response to last week’s improved bid by Marriott.

The back and forth nature of the bidding process over the last month is more drama than the travel industry is used to. It’s also likely to be confusing to employees, which is why executives are explaining things to team members in internal emails, which are then filed with the Securities and Exchange Commission. The CEO of Marriott wrote letters to both Starwood and Marriott employees last November, while Starwood’s then-CEO Adam Aron wrote to hotel owners as well.

This morning Starwood CEO Tom Mangas wrote a short note to employees, which he then followed with a Q&A about the state of a merger to “select Starwood associates and Starwood general managers.”

To: All Starwood Associates
From: Tom Mangas
Subject: Today’s News
Dear Associates,
There’s no question we’re on a wild ride… I’m writing to tell you that we received a new offer from the consortium consisting of Anbang Insurance Group, J.C. Flowers and Primavera Capital that our Board has determined is reasonably likely to lead to a ‘Superior Proposal’. This means the latest bid from the consortium is reasonably likely to lead to a deal that is more favorable for our stockholders from a financial point of view than the current planned merger with Marriott (press release attached). The Board, in consultation with its legal and financial advisors, has now resumed discussions with the consortium to fully vet the proposal and make a definitive determination.
Each and every day, I am impressed by our team, the powerful brands and loyalty program we have created and, most importantly, the hospitality we show our guests across 1,300 hotels around the world. Clearly, as demonstrated by the events of the last couple of weeks, others see that too. I wish I could provide certainty on timing, but we’re all going to have to be resilient and await the outcome together.
I expect you’ll be hearing from me again soon.
In the attached 12-point Q&A, Starwood executives answer questions including “Where   do we go from here? What happens next?” The A portions of the exchanges focus a number of times on the unknown parts of Anbang’s non-binding proposal, with multiple variations on lines such as this: “There can be no assurance that discussions will result in a binding proposal from the consortium.”
The document also reiterates that “the Board continues to recommend the merger with Marriott,” and lays bare that at the end this is all about money: “The primary difference between this offer and the consortium’s last offer is price.”
The most illuminating answer is one that watchers of this deal no doubt will recognize: “We recognize we’re now in what feels like triple overtime,” it says.

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Tags: anbang, marriott, marwood, starwood

Photo credit: Interior of the new Le Meridien Visconti, Rome. Starwood's CEO told employees today "Let’s do our best to stay focused, ignore the chatter, and continue to beat the competition." Starwood Hotels and Resorts

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