Is any hotel merger or acquisition ever simple, or swift? In this case, most definitely not. Given the board members’ often contentious history with each other and the company’s direction, it’s anyone’s guess as to whether this new offer from “Bidder V” will prove to be superior than the offer from Sam Nazarian’s SBE.
Instead of having its shareholders approve the $82-million, or $2.25 per share, bid from SBE today as previously scheduled, Morgans Hotel Group’s board is currently mulling over an unsolicited, last-minute bid from a company known only as “Bidder V” in the company’s SEC filings.
In an 11th hour effort, Bidder V, which originally approached Morgans on July 18, with an offer of $2.75 per share, or $100.22 million, finally came through with documentation to prove its interest and intent to buy the boutique hotel company.
The letter it sent to Morgans included a new potential financing source that could provide up to $500 million in capital to support the deal, as well as a non-disclosure agreement, which would allow Morgans and Bidder V to engage in discussions.
In a press release, Morgans said its board has not changed its recommendation in favor of going ahead with its proposed merger with SBE and that “there are significant concerns with regard to the certainty and timing of any potential transaction with Bidder V, including concerns relating to the credibility and financial capacity of Bidder V and its financing source.”
Morgans, once a leader in boutique hotel movement, has struggled financially in recent years. In June, SEC filings showed the company had only $46 million in cash by the end of 2015 and that its cash generation for 2016 and 2017 would be negative. The company has also been operating without a permanent CEO since 2013.
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Photo credit: 10 Karakoy, a Morgans Original in Istanbul. Morgans' deal with SBE may be in jeopardy now that a last-minute, unsolicited bid has come forward with financial backing. Morgans Hotel Group