Blackstone and Starwood Boost Offer for Extended Stay Ahead of Vital Shareholder Vote

The two investment firms that plan to acquire Extended Stay America for $6 billion upped their offer Tuesday morning amid growing criticism that bid was too low.

Blackstone and Starwood Capital announced they would boost their offer from $19.50 per share to $20.50 per share, which would still keep the overall acquisition cost around $6 billion. The move comes a week before shareholders vote on whether to approve the takeover.

Some of Extended Stay America’s largest shareholders and two directors on its ESH Hospitality real estate trust board criticized the bid as a lowball offer given the resilience of the brand during the pandemic. Criticism also mounted around the timing of the deal, given the potential upside to be had during the travel recovery.

“I believe this revised offer from Blackstone and Starwood Capital reflects a uniquely compelling value proposition for our shareholders and is superior to any viable alternative for [Extended Stay America],” Bruce Haase, Extended Stay America’s CEO said in a statement.

Extended Stay leaders maintained the prior $19.50 per share was a fair price for the takeover and, as recently as late last month, were confident it would be enough to win over shareholders at the June 8 vote, sources close to the transaction told Skift. But opposition to the earlier deal swelled even further in the last week.

Advisory firms Institutional Shareholder Services and Glass Lewis & Co. both issued reports late last week cautioning against the deal. That was a major win to shareholders like Tarsadia Capital, a family wealth fund that has a roughly 4 percent stake in the hotel chain and has opposed the deal for months.

“Given the potential upside from the sector-wide recovery and company-specific catalysts, the current deal terms do not appear to offer a sufficiently compelling value relative to the standalone scenario,” ISS said in a report released to Bloomberg. “A host of issues related to the timing of the deal and the sales process also seem to validate, rather than mitigate, investor skepticism regarding the adequacy of the consideration.”

Two of Extended Stay’s ESH Hospitality lodging trust’s board members, Neil Brown and Simon Turner, opposed the deal due to what they saw as too low of an offer, according to an April filing with the U.S. Securities and Exchange Commission.

Brown specifically thought the timing of the deal was bad, as travel stocks were beginning to rebound. Turner was opposed to any offer less than $20 per share, a concern which appears to be addressed by the revised bid.

“We are pleased that the revised offer and merger agreement have been approved by every director of [Extended Stay America] and [ESH Hospitality]’s boards,” Tyler Henritze, Blackstone Real Estate’s head of acquisitions for the Americas, said in a statement. “Pending shareholder approval of this best and final offer, we look forward to closing the transaction in mid-June.”