Apple Hospitality Two Agrees to Sell to ING Clarion Partners
FEBRUARY 15, 2007. Apple Hospitality Two, Inc. (the Company or Apple), a real estate investment trust (REIT), announced today that following the approval of the Company's Board of Directors, it has entered into a definitive merger agreement to be acquired by an affiliate of ING Clarion Partners, LLC (ING) for a total consideration, including debt, of approximately $890 million.
Under the merger agreement, each issued and outstanding share of capital stock of the Company will be converted into the right to receive cash representing an approximate per share price of $11.20. The Company's dividend reinvestment and share redemption programs were suspended upon the signing of the merger agreement. The merger agreement is subject to shareholder approval and an inspection period during which ING has the right to review all of the Company's books and records, title, environmental, engineering and other matters. The merger agreement is also subject to customary closing conditions. As a result, there can be no assurance that the merger agreement will not be terminated or that a merger will occur. If the closing conditions are satisfied, it is anticipated that the merger would close during the second quarter of 2007. McGuire Woods LLP is acting as legal advisor to the Company and UBS Investment Bank is acting as its financial advisor.