MIAMI, FL (April 21, 2016) — Interval Leisure Group (Nasdaq: IILG) (“ILG”) announced yesterday that at a special meeting of stockholders of ILG, the proposal necessary for the acquisition of Vistana Signature Experiences, Inc. (“Vistana”), the vacation ownership business of Starwood Hotels & Resorts Worldwide, Inc. (NYSE: HOT) (“Starwood”), through a merger of Vistana with a wholly-owned subsidiary of ILG (the “Merger”) immediately following the spin-off of Vistana from Starwood (the “Spin-Off”), was approved. Over 95 percent of the total votes cast by holders of ILG common stock present in person or represented by proxy at the meeting, representing over 92 percent of outstanding shares, voted in favor of the proposal to issue shares of ILG common stock in connection with the Merger.
“We are pleased by the overwhelming support our stockholders expressed for this transaction. Their strong endorsement reaffirms our belief that this acquisition is in the best long-term interests of our company and our stockholders. We look forward to the closing and to successfully integrating these two industry-leading businesses,” said Craig M. Nash, chairman, president, and CEO of ILG.
The Merger has cleared anti-trust review in the United States and Mexico. Closing remains subject to the satisfaction or waiver of customary closing conditions. ILG continues to expect the transaction to close on April 30, 2016.
About Interval Leisure Group
Interval Leisure Group (ILG) is a leading global provider of non-traditional lodging, encompassing a portfolio of leisure businesses from vacation exchange and rental to vacation ownership. In its exchange and rental segment, Interval International and Trading Places International (TPI) offer vacation exchange and travel-related products to more than 2 million member families worldwide, while Hyatt Residence Club provides exchanges among its branded resorts in addition to its participation in the Interval Network. Aston Hotels & Resorts and Aqua Hospitality provide hotel and condominium rentals and resort management. In its vacation ownership segment, Vacation Resorts International, VRI Europe, Hyatt Vacation Ownership (HVO), and TPI provide management services to timeshare resorts and clubs, as well as homeowners’ associations. HVO also sells, markets, and finances vacation ownership interests. ILG through its subsidiaries independently owns and manages the Hyatt Residence Club program and uses the Hyatt Vacation Ownership name and other Hyatt marks under license from affiliates of Hyatt Hotels Corporation. Headquartered in Miami, Florida, ILG has offices in 16 countries and more than 5,000 employees. For more information, visit www.iilg.com.
About Starwood Hotels & Resorts Worldwide, Inc.
Starwood Hotels & Resorts Worldwide, Inc. is one of the leading hotel and leisure companies in the world with nearly 1,300 properties in approximately 100 countries and approximately 188,000 employees at its owned and managed properties. Starwood is a fully integrated owner, operator and franchisor of hotels, resorts and residences under the renowned brands: St. Regis®, The Luxury Collection®, W®, Westin®, Le Méridien®, Sheraton®,Tribute Portfolio™, Four Points® by Sheraton, Aloft®, Element®, along with an expanded partnership with Design Hotels™. The company also boasts one of the industry’s leading loyalty programs, Starwood Preferred Guest (SPG®). Visit www.starwoodhotels.com for more information and stay connected @starwoodbuzz on Twitter and Instagram and facebook.com/Starwood.
Cautionary Language Concerning Forward-Looking Statements
Information set forth in this communication, including statements as to the expected timing, completion and effects of the Merger, constitute forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These estimates and statements are subject to risks and uncertainties, and actual results might differ materially. Such estimates and statements include, but are not limited to, statements about the benefits of the proposed Merger, management’s current expectations and assumptions about future events, including the consummation of the proposed Merger, future financial performance, the combined company’s plans, objectives, expectations, intentions, business prospects and strategy, and other statements that are not historical facts. Such statements are based upon the current beliefs and expectations of management of ILG, Vistana, and Starwood and are subject to significant risks and uncertainties outside of ILG’s control. Among the risks and uncertainties that could cause actual results to differ from those described in the forward-looking statements are the following: (1) the occurrence of any event, change or other circumstances that could give rise to the termination of the Merger Agreement, (2) risks that any of the closing conditions to the proposed Merger, including the Spin-Off, may not be satisfied in a timely manner, and (3) failure to realize the benefits expected from the proposed Merger. Discussions of additional risks and uncertainties are contained in ILG’s, Starwood’s and Vistana’s filings with the U.S. Securities and Exchange Commission (the “SEC”). None of ILG, Starwood or Vistana is under any obligation, and each expressly disclaims any obligation, to update, alter, or otherwise revise any forward-looking statements, whether written or oral, that may be made from time to time, whether as a result of new information, future events, or otherwise. Persons reading this announcement are cautioned not to place undue reliance on these forward-looking statements which speak only as of the date hereof.
Additional Information and Where to Find It
In connection with the proposed Merger, ILG filed a registration statement on Form S-4 (File No. 333-208567) (as amended, the “Registration Statement”), containing a proxy statement/prospectus with the SEC. The Registration Statement was declared effective by the SEC on March 17, 2016, and ILG mailed the proxy statement/prospectus to its stockholders beginning on or around March 21, 2016. STOCKHOLDERS OF ILG AND STARWOOD ARE URGED TO READ ALL RELEVANT DOCUMENTS FILED WITH THE SEC, INCLUDING THE PROXY STATEMENT/PROSPECTUS, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER. Investors and security holders can obtain copies of the proxy statement/prospectus as well as other filings containing information about ILG, Starwood, and Vistana, without charge, at the SEC’s website, http://www.sec.gov. Copies of documents filed with the SEC by ILG are available free of charge on ILG’s investor relations website. Copies of documents filed with the SEC by Starwood are available free of charge on Starwood’s investor relations website.
PRESS RELEASE SOURCE: Interval Leisure Group
Interval Leisure Group
Lily Arteaga, 305-925-7302
Christine Boesch, 305-925-7267
Starwood Hotels and Resorts Worldwide
Stephen Pettibone, 203-351-3500
Carrie Bloom, 203-964-5755