Wyndham Board Urges Shareholders to Reject Inadequate and Highly Conditional Choice Exchange Offer

Wyndham Hotels & Resorts (NYSE: WH) ("Wyndham" or the "Company"), today announced that its Board of Directors, following a comprehensive review with its outside financial and legal advisors, has unanimously determined the unsolicited exchange offer (the "Offer") from Choice Hotels International, Inc. (NYSE: CHH) ("Choice") to acquire all outstanding shares of Wyndham is NOT in the best interests of Wyndham and its shareholders. The Wyndham Board of Directors unanimously recommends that shareholders NOT tender any of their shares into the Offer.

"Choice has, once again, failed to address the major value gap and risks of their offer – which remains virtually unchanged from the terms outlined in their previous unsolicited proposal," said Stephen P. Holmes, Chairman of the Board. "The core issues we have articulated remain the same: a likely prolonged regulatory review period of up to 24 months with an uncertain outcome; the pure inadequacy of the Offer from a valuation standpoint, including the significant equity component of Choice stock; and the lack of consideration for Wyndham's superior, standalone growth prospects." Holmes continued, "Our Board has made itself consistently clear on these risks, but Choice continues to ignore what is in the best interests of Wyndham shareholders by repeatedly proposing illusory and unrealistic offers while making inconsistent and misleading public statements. We are confident Wyndham can deliver long-term shareholder value well in excess of the $85 per share offered by Choice by continuing to execute on our existing business plan. The Board is steadfast in our recommendation that shareholders not tender their shares into this offer, and we remain fully committed to acting in the best interests of all Wyndham shareholders."

Read the entire press release

Furthermore, AAHOA surveyed its members to gauge sentiment on the potential merger, and these are the results: Take a look at AAHOA's newly released infographic that breaks down how AAHOA Members feel a potential Choice/Wyndham merger would impact their business, the industry, and more.

Some of the notable data points collected:

Negative Impact on Their Businesses

• Nearly 80 percent of respondents who own either a Choice Hotels or Wyndham property stated that a merger will have a negative impact on their businesses. 
• Nearly 75 percent of respondents who own both Choice Hotels and Wyndham properties stated similar sentiments. 

Likeliness to Continue Being a Licensee

• Nearly 70 percent of respondents who own either a Choice Hotels or Wyndham property stated that it is unlikely, or very unlikely, they will consider being a licensee if the Choice Hotels takeover occurs.
• Nearly 65 percent of owners of both Choice Hotels and Wyndham properties stated similar sentiments.