CHICAGO (December 4, 2018) – Hyatt Hotels Corporation (NYSE: H) today announced that Hyatt has completed the previously announced acquisition of Two Roads Hospitality, a lifestyle hotel management company with a unique collection of distinctive brands, outstanding properties and a significant global development pipeline.
With the addition of five established lifestyle brands – Alila, Destination, Joie de Vivre, Thompson, and tommie – Hyatt has expanded its brand presence into 23 new markets with management and license agreements for 74 open and operating hotels across North America and Asia, and a robust pipeline of signed management agreements. As part of the acquisition, Hyatt is establishing a new dedicated lifestyle division to combine the operations of Two Roads’ and Hyatt’s lifestyle brands.
“We will leverage the shared expertise of Hyatt and Two Roads across our powerful combined portfolio of 19 brands to bring best-in-class offerings for guests around the globe,” said Mark Hoplamazian, president and CEO, Hyatt Hotels Corporation. “For hotel owners, our platform will deliver opportunities for enhanced operational excellence and financial performance. We are pleased to have completed this exciting transaction, and we welcome Two Roads associates to Hyatt.”
Two Roads’ brands are expected to join the World of Hyatt loyalty program in the near future, expanding opportunities for World of Hyatt members to earn and redeem points across more leisure-focused stay options and also driving hotel occupancy from a loyal group of travelers who spend more, stay more and book directly.
Updated Outlook Information
Prior to closing the transaction, the base purchase price for the acquisition was revised to $405 million from $480 million, and the aggregate potential additional consideration from Hyatt was revised to $96 million from $120 million. The revised consideration reflects the exclusion of certain properties from the transaction, including properties not operated under the Two Roads brands and properties that will continue to be managed or licensed directly by an affiliate of sellers. The total purchase price reflects an EBITDA multiple of approximately 12x stabilized 2021 earnings, which Hyatt considers the best indicator of valuation based on anticipated synergies and growth.
As a result of the revised transaction terms, Hyatt expects the 2019 Adjusted EBITDA contribution prior to non-recurring integration-related costs to be approximately $20-25 million. This compares to a prior estimate of approximately $25 million to $30 million. After including integration costs, the net contribution to 2019 Adjusted EBITDA is expected to be flat to $5 million.
Goldman Sachs & Co. LLC served as exclusive financial advisor to Hyatt; Moelis & Company LLC served as exclusive financial advisor to Two Roads Hospitality; Latham & Watkins LLP served as legal counsel to Hyatt; Skadden, Arps, Slate, Meagher & Flom LLP served as legal counsel to Two Roads Hospitality.
The term “Hyatt” is used in this release for convenience to refer to Hyatt Hotels Corporation and/or one or more of its affiliates. Hyatt plans to include Two Roads’ properties in its World of Hyatt loyalty program, but such properties are not currently participating.