Wyndham International announced that its stockholders have adopted the Agreement and Plan of Merger, dated as of June 14, 2005, among Wyndham and affiliates of The Blackstone Group at its annual stockholders meeting today. The Company expects the Blackstone merger to close next week, subject to the satisfaction or waiver of all the conditions set forth in the Blackstone merger agreement.
Under the terms of the Blackstone merger agreement, the Company’s common stockholders will receive $1.15 in cash, without interest. The holders of shares of Series A and Series B Preferred Stock will receive $72.17 per share in cash, without interest.
In addition, the stockholders of the Company adopted the Recapitalization and Merger Agreement, dated as of April 14, 2005, among Wyndham and certain investors in the Company’s Series B Preferred Stock, pursuant to which all outstanding shares of Series A and Series B Preferred Stock would be converted into common stock and the existing common stockholders would continue to hold shares of common stock. The recapitalization merger will only occur if the Blackstone merger is not consummated.
Other actions taken at the annual meeting included the election of directors and the ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm.