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Jin Jiang International Hotels, the Leading Hotel Operator in China, In a
Joint Venture with Thayer Lodging Group to Acquire
Interstate Hotels & Resorts

HONG KONG, Dec. 20, 2009 - Shanghai Jin Jiang International Hotels (Group) Company Limited ("Jin Jiang Hotels"; together with its subsidiaries, the "Group"; SEHK stock code: 02006), a leading hotel operator and manager in China, is pleased to announce today that the joint venture, named Hotel Acquisition Company, LLC ("HAC"), which is set up by Jin Jiang Hotels and an investment fund sponsored by a US-based real estate investment firm Thayer Lodging Group ("Thayer"), has entered into a Merger Agreement ("Agreement") with Interstate Hotels & Resorts Inc. ("NYSE : IHR") and Interstate Operating Company, L.P. (Collectively, "Interstate"), to merge Interstate and to turn them into wholly owned subsidiaries of HAC. Interstate is the US's largest independent hotel management company and a leading hotel real estate investor. The move is set to propel Jin Jiang Hotels to the international stage and to cement its industry leading status.

Under the terms of the Agreement, HAC will acquire all outstanding common stock and operating partnership units in Interstate. The acquisition is to be made at a price of US$2.25 per share in cash and involves assumption of all the outstanding debt of Interstate subject to certain paydowns. Upon the effective time of the merger, HAC shall pay approximately USD75.30 million to hold all equity interests in Interstate. The transaction is valued at approximately US$307 million. The merger is expected to close in the first quarter of 2010, pending Interstate's shareholder approval and satisfaction or waiver of other customary closing conditions. Jin Jiang Hotels has obtained the necessary and required approvals from relevant PRC Government bodies.

Renowned in the hotel industry, Interstate has a management portfolio of 232 hospitality properties with more than 46,000 rooms in 37 states in US, the District of Columbia, Russia, India, Mexico, Belgium, Canada, Ireland and England. The company has ownership interests in 56 of those properties, including six wholly owned assets.

Interstate Hotels & Resorts Press Release

ARLINGTON, Va., December 18, 2009—Interstate Hotels & Resorts (NYSE: IHR), a leading hotel real estate investor and the nation’s largest independent hotel management company, today announced that it has signed a definitive merger agreement to be acquired by Hotel Acquisition Company, LLC, a 50/50 joint venture between subsidiaries of Thayer Hotel Investors V-A LP, a private equity fund sponsored by Thayer Lodging Group, and Shanghai Jin Jiang International Hotels (Group) Company Limited (“Jin Jiang Hotels”) in a transaction valued at approximately $307 million.  Under the agreement, Hotel Acquisition Company, LLC would acquire all of the outstanding common stock and operating partnership units of Interstate for $2.25 per share in an all cash transaction.  The price represents a premium of 77 percent over yesterday’s closing stock price.  Interstate’s lenders have approved the transaction subject to certain pay downs at closing on its senior credit facility and on one of its non-recourse mortgage loans.  The transaction is not contingent upon obtaining any additional financing. 

Interstate’s board of directors has unanimously approved the merger agreement and has recommended approval of the transaction by Interstate’s stockholders.  Stockholders will be asked to vote on the proposed transaction at a special meeting that will be held on a date to be announced.  The merger is expected to close in the first quarter of 2010, pending stockholder approval and satisfaction or waiver of other customary closing conditions. 

“Our priority, as always, is to maximize shareholder value,” said Thomas F. Hewitt, Interstate’s chairman and chief executive officer.  “This is a very compelling offer at a significant premium.  The hotel industry remains in deep recession, and we believe this transaction offers the highest and best value to our shareholders.”

Commenting on the joint venture partnership and the acquisition of Interstate, Leland C. Pillsbury, Thayer's co-chairman, said: "Interstate offers a unique platform with in-depth industry expertise, international operations, and scope of experience gained over 50 years, along with a stellar reputation as a first-rate operator." Frederic V. Malek, Thayer's co-chairman, added: "We look forward to working with Interstate's management team and associates, their owners and partners as we build on the company's impressive legacy of success."

Mr. Yu Minliang, Chairman of Jin Jiang Hotels, said: "Interstate has a global reputation as a world-class, independent hotel operator. This acquisition significantly accelerates our ability to expand internationally, giving us immediate access to a worldwide platform. We also expect to mutually benefit from our global relationships in the hospitality industry, making Jin Jiang and Interstate stronger."

UBS Investment Bank served as financial advisor to Jin Jiang Hotels and BofA Merrill Lynch served as financial advisor to Thayer. Baker & McKenzie LLP served as Jin Jiang Hotel's legal advisor and Hogan & Hartson LLP served as Thayer's legal advisor.

About Jin Jiang Hotels
Shanghai Jin Jiang International Hotels (Group) Company Limited is one of the leading hotel operators and managers inChina. The Group is licensed to use the well-regarded "Jin Jiang" and "Jin Jiang Inn" brands. As at 30 June 2009, the Group operated and had under development 493 hotels including star- rated hotels and Jin Jiang Inn budget hotels, providing close to 82,700 rooms in aggregate. With a solid home base in Shanghai and Beijing, the Group has also successfully spanned its hotel network across 124 cities and towns in 31 provinces, autonomous regions and municipalities throughout the PRC. In June 2009, the Group was ranked the 13th in the world in terms of number of rooms according to HOTELS Magazine, the official publication of the International Hotel & Restaurant Association. For more information about Jin Jiang Hotels, visit the company's website: .

Jin Jiang International Holdings Co., Ltd. – An Overview

A leading tourism conglomerate in China, Jin Jiang International Holdings Co., Ltd. has hotel operation and management, catering, travel and transport as its main businesses. Headquartered in Shanghai, the company has 6 divisions specializing in hotels, transport, travel, realty, trade, finance, with a registered capital of RMB 2 billion and total assets in the vicinity of RMB 16.8 billion. 

A nationally famous trademark, "Jin Jiang" is listed 40th among the top 500 valuable brands in China and ranked 4th in Shanghai. The company owns or manages more than 460 hotels and Inns with nearly 80,000 rooms/suites and is ranked 17th among the world's top 300 hotel companies. Jin Jiang Hotels is the largest Asian owned hotel company.

Jin Jiang has five international travel companies and 7,000 taxis, limousines and coaches at its disposal, making it the leader in Shanghai in terms of tourist handling capacity.

Jin Jiang International Holdings Co., Ltd. is also involved in the investment and management of some of China and the world's best-known corporations such as METRO, KFC, Cafe de Coral and Yoshinoya.

It owns a majority share in 3 listed companies, namely:

Jin Jiang International Hotel Development Co., Ltd.
Jin Jiang International Travel Co., Ltd.
Jin Jiang International Investment Co., Ltd.
In addition, Jin Jiang International Holdings has in recent times developed the following enterprises in cooperation with international partners:
Jin Jiang HRG China
Les Roches Jin Jiang International Hotel Management College
JTB Jin Jiang International Event & Convention Co., LTD. Shanghai
Thayer Jin Jiang Interactive Co., LTD.
Regarding further development, the company's strategic plan is to redouble its efforts in the next 3 to 5 years and become China's largest and best organization in the fields of hotel operation and management, food and beverage services, tourism and transport. 

Another of the company's goals is to be ranked among the top 20 hotel groups in the world, establishing itself as the Asia-Pacific region's outstanding international hotel management group & hotel management institute.

It is this expanded focus on becoming a truly world-class organisation that has prompted Jin Jiang International to adopt as its motto:

About Thayer
Thayer Lodging Group is a sponsor of real estate investment funds with a track record in the top 5% of all fund sponsors for the past 19 years. Its clients include a select group of large, international institutional investors, the majority of which have been investors with Thayer for most of its 19-year history. The company is a value-add investor that works with major lodging brands to acquire and reposition hotels. Thayer sold US$1.7 billion of hotels and resorts, which represented 85% of its real estate portfolio in 2006-2007, and retained a small group of 15 properties, which have been recently renovated and repositioned. It recently announced the closing of its fifth investment fund, Thayer Hotel Investors V LP, and its parallel fund, V-A LP, together totaling US$280 million. Additionally, Thayer Lodging Group recently placed another US$100 millionunder management in a separate vehicle. More information about the company can be found on its website: .

About Interstate
Interstate Hotels & Resorts, Inc. and its affiliates manages and/or has ownership interests in a total of 232 hospitality properties with more than 46,000 rooms in 37 states, the District of Columbia, Russia, India, Mexico, Belgium, Canada,Ireland and England. The company has ownership interests in 56 of those properties, including six wholly owned assets. For more information about Interstate Hotels & Resorts, visit the company's website: .


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Shanghai Jin Jiang International Hotels

Also See: Starwood Capital Makes $30 million Investment in Jin Jiang, One of China's Largest Hotel Operators / December 2006
Jin Jiang Hotels Completes Development of its New Hotel Brand Identity / August 2006

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