CNL Stockholders Approve Sale to Morgan Stanley and Ashford
APRIL 11, 2007. CNL Hotels & Resorts, Inc. announced today that its stockholders have approved, at a special meeting, the previously announced sale transaction, consisting of the sale of select properties to a fund managed by Morgan Stanley Real Estate and to Ashford Hospitality Trust, Inc. (NYSE:AHT), followed by the merger of the Company to a fund managed by Morgan Stanley Real Estate.
Over 95 percent of the total shares that voted were in favor of the sale transaction. Subject to the satisfaction or waiver of applicable closing conditions, the Company expects the asset sales to be completed on April 11, 2007, and the merger to be completed on April 12, 2007.
Under the terms of the merger agreement, following the completion of the sale transaction, the Company's stockholders will be entitled to receive $20.50 in cash, without interest and less any applicable withholding for each share of common stock of the Company that they own. The total consideration is comprised of a special dividend of $12.55 per share, which is payable to stockholders of record as of the close of business on the day the asset sales are completed, and $7.95 per share in respect of the merger.
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