Thailand-Based Hotel and Restaurant Giant Minor to Take Over NH Hotels

So much for Barcelo’s hopes of finally acquiring a piece of Spanish hotel group NH Hotels.

Chinese conglomerate HNA Group on Tuesday confirmed it would sell its 25.2 percent stake in NH Hotels on a fully diluted basis for a total of $729 million (€619 million) to Thai Minor International, the parent company of Minor Hotels, whose brands include Anantara, Avani, and Tivoli.

With this deal, Minor is now has a more than 30 percent stake and, under Spanish laws, that means Minor can initiate a full takeover of the company. Minor plans to launch an all-cash public tender offer to acquire NH Hotel Group’s remaining shares at a price not lower than $7.50 (€6.40) per share. The company also said it “targets its shareholding in NH Hotel Group at around 51 to 55 percent,” and that it wants NH to remain a publicly traded company on the Madrid Stock Exchange. The bid is subject to regulatory approval, and the final acquisition percentage will depend on NH Hotel Group’s existing shareholders.

Minor has offered $7.50 per share (€6.4 euros) per share for an initial 17.64 percent of HNA’s shares, totaling $493.9 million dollars (€421.4 million), subject to transaction-related agreements and set to close on June 15.

If this first transaction is successfully completed, Minor will then be able to buy HNA’s remaining 8.83 percent of its shares in NH for a price of $7.15 (€6.1) per share for a total of approximately $235.4 million (€200.9, granted the deal receives approval from antitrust authorities and from Minor’s shareholders. The second part of the deal is expected to close in mid-September.

Based on NH Hotels’ current stock price, which closed at $7.68 (€6.55) per share on June 5, HNA’s stake in the company is valued at $758.2 million (€647 million) — suggesting that Minor is making quite the deal on this acquisition. HNA has been on a selling spree as of late, attempting to cut its debts through the sales of its real estate and hospitality investments, including its shares in Hilton.

Minor announced last month it would purchase an 8.6 percent stake in NH Hotels from Oceanwood Capital for $225 million, which has now grown to an approximately 9.5 percent stake on a fully diluted basis.

The addition of HNA’s stake brings Minor’s total ownership in NH to approximately 38 percent, according to filings with Spain’s Comision Nacional del Mercado de Valores. In total, Minor will have invested $954 million into its shares of NH Hotels.

Just on Monday, rumors swirled that fellow Spanish hotelier Grupo Barcelo was still interested in purchasing HNA’s stake in NH Hotels. The company’s offer to merge with NH was rejected earlier this year. Other potential buyers included private equity players Elliott Management Corp. and Apollo Global Management, Bloomberg reported in late May.

What Minor Can Do With NH

Having a majority stake in NH will certainly be an advantage for Minor as it continues to grow its brands worldwide. NH has 382 hotels representing 59,350 rooms throughout Europe, the Americas, and Africa.

Minor International is a major global hospitality player. In addition to owning, operating, and investing in 160 hotels under a variety of brands, also owns one of Asia’s largest restaurant companies and is one of the largest distributors of lifestyle and retail brands in Thailand, including Gap, Brooks Brother, Esprit, Charles & Keith, and more.

“Today we are embarking on a new era, driving investment strategy to further cement our footprint in the European hospitality industry”, Dillip Rajakarier, CEO of Minor Hotels said in a statement. “We will be able to create a network of over 540 hotels with a reach across Asia, Oceania, the Middle East, Africa and Europe, all of which are important hospitality regions around the world. The business network will allow the two companies to capitalize on our leadership positions in key growth areas, highly complementary asset and brand portfolio, technology platform and talented employees.”

He also noted that Minor International “can also support the NH Hotel Group with its food and beverage expertise where appropriate to enhance customer experience and maximize revenue potentials.”

Most recently, Minor has been keen to invest particularly in European businesses and brands. In 2016, it bought Portuguese hotel brand Tivoli Hotels and Resorts and has since invested heavily in opening hotels in Portugal. In December, it purchased a majority stake in U.K.-based restaurant company Corbin & King.

Adding NH Hotels’ nearly 400 hotels to Minor’s portfolio will certainly boost Minor’s hotels business, and the complementary nature of Minor’s investments in the restaurant, lifestyle, and retail spaces makes it a formidable global competitor on par with the likes of other brands, AccorHotels included.

Skift Editor’s Note: This article has been updated with a statement from Minor Hotels CEO and additional details on the company’s plans for a takeover bid. The numbers reported were also updated to reflect fully diluted shares.