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Marriott and Starwood sign amended merger agreement

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Maldives.net.mv – Marriott International, Inc and Starwood Hotels & Resorts Worldwide, Inc announced today that the companies have signed an amendment to their definitive merger agreement that creates the world’s largest hotel company.

Under the terms of the amended merger agreement, Starwood shareholders will receive $21.00 in cash and 0.80 shares of Marriott International, Inc. Class A common stock for each share of Starwood Hotels & Resorts Worldwide, Inc. common stock. Excluding its timeshare business, the transaction values Starwood at approximately $13.6 billion ($79.53 per share), consisting of $10.0 billion of Marriott International stock, based on the closing price of $73.16 on March 18, 2016, and $3.6 billion of cash, based on approximately 170 million outstanding Starwood shares. Starwood shareholders will own approximately 34 percent of the combined company’s common stock after completion of the merger, based on current shares outstanding.

In addition, Starwood stockholders are expected to receive separate consideration in the form of Interval Leisure Group common stock from the spin-off of the Starwood timeshare business and subsequent merger with ILG, currently valued at $5.83 per Starwood share, based on ILG’s share price as of market close on March 18, 2016. Both companies continue to expect the closing of this transaction will occur well before the planned date of the Marriott-Starwood merger closing. The amended agreement and the ILG transaction have a combined current value of $85.36 per share of Starwood common stock.

As a result of extensive due diligence and joint integration planning, Marriott is confident it can achieve $250 million in annual cost synergies within two years after closing, up from $200 million estimated in November 2015 when announcing the original merger agreement.

This revised agreement offers superior value for Starwood’s shareholders, the ability to close quickly, and provides value creation potential that will allow both sets of shareholders to benefit from improved financial performance. Marriott and Starwood have already obtained important regulatory consents necessary to complete the transaction, including clearing pre-merger antitrust reviews in the United States and Canada.

Arne Sorenson, President and Chief Executive Officer of Marriott International, said: “After five months of extensive due diligence and joint integration planning with Starwood, including a careful analysis of the brand architecture and future development prospects, we are even more excited about the power of the combined companies and the upside growth opportunities. We are also more confident of achieving our updated target of $250 million of cost synergies. With a higher cash component in the purchase price, we have improved the transaction’s financial structure as well.

“We expect to accelerate the growth of Starwood’s brands, leveraging Marriott’s worldwide hotel development organization and owner and franchisee relationships. On the top line, combined sales expertise and increased account coverage should drive additional customer loyalty and increase revenue. Hotel level cost savings should benefit owners and franchisees, including better efficiencies in reservations, procurement and shared services. The company will have a broader global footprint and the most powerful frequent traveler programs in the industry, strengthening Marriott’s ability to serve guests wherever they travel.

“We are also bringing together two of the most talented and experienced teams in the industry. Together, they will combine their innovative ideas and service commitment to deliver unforgettable guest experiences.”

Bruce Duncan, Chairman of the Board of Directors of Starwood Hotels & Resorts Worldwide, said, “We are pleased that Marriott has recognized the value that Starwood brings to this merger and enhanced the consideration being paid to Starwood shareholders. We continue to be excited about the combination of Starwood and Marriott, which will create the world’s largest hotel company with an unparalleled platform for global growth in the upscale segment. We are also pleased with the progress the two companies have made toward closing.

“Throughout this process, our Board of Directors has remained laser-focused on maximizing value for Starwood shareholders, and Marriott’s revised offer provides the highest value to our shareholders through long-term upside potential from shared synergies and ownership in one of the world’s most respected companies, as well as significant upfront cash consideration.

“With its asset light business model, multi-year industry leading unit growth, powerful brands, and consistent return of capital to shareholders, Marriott stock has consistently traded at valuation premiums to its public peers.”

Marriott expects the transaction to be roughly neutral to adjusted earnings per share in 2017 and 2018.

Marriott remains committed to maintaining an investment grade credit rating after the merger. While Marriott anticipates its leverage will be modestly higher than targeted levels when the transaction closes, it expects to reach targeted leverage of 3.0x to 3.25x adjusted debt to adjusted EBITDAR by year-end 2016.

One-time transaction costs for the merger are expected to total approximately $100 million to $130 million. Transition costs are also expected to be incurred over the next two years.

The transaction is subject to Marriott International and Starwood Hotels & Resorts Worldwide stockholder approvals, completion of Starwood’s planned disposition of its timeshare business, obtaining remaining regulatory approvals and the satisfaction of other customary closing conditions. Marriott and Starwood have each agreed to convene its respective stockholder meeting to consider the transactions contemplated by the amended merger agreement on March 28, 2016 and to immediately adjourn such meeting until April 8, 2016. Assuming receipt of the necessary approvals, the parties continue to expect the transaction to close in mid-2016. The break-up fee payable by Starwood in certain circumstances increased to $450 million from $400 million. In circumstances in which the termination fee is payable , Starwood would also be required to reimburse Marriott for up to $18 million of actual costs incurred by Marriott in connection with the financing of the transaction.

As announced on March 18, 2016, Starwood’s Board previously determined that the binding and fully financed proposal from a consortium consisting of Anbang Insurance Group Co., Ltd., J.C. Flowers & Co. and Primavera Capital Limited to acquire all of the outstanding shares of common stock of Starwood for $78.00 per share in cash constituted a “Superior Proposal,” as defined in the merger agreement. The Consortium’s proposal, together with the ILG transaction, have a combined current value of $83.83 per Starwood share. In connection with the amended merger agreement, Starwood’s Board of Directors has determined that the Consortium’s proposal no longer constitutes a “Superior Proposal”, and therefore under the merger agreement Starwood is no longer permitted to engage in discussions or negotiations with, or provide confidential information to, the Consortium. Starwood’s Board unanimously recommends the amended merger agreement with Marriott to Starwood’s stockholders.

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Waldorf Astoria Maldives Ithaafushi earns third Forbes five-star rating

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Waldorf Astoria Maldives Ithaafushi has once again secured the prestigious Forbes Travel Guide (FTG) Five-Star rating, marking its third consecutive year of recognition by the world’s only independent global rating system for luxury hospitality.

This accolade reinforces the resort’s reputation as a benchmark for unparalleled luxury, impeccable service and transformative guest experiences.

“This achievement is more than an award—it is a testament to the unwavering dedication of our team, who continuously redefine what luxury hospitality means in the Maldives,” said TJ Joulak, general manager of Waldorf Astoria Maldives Ithaafushi. “To be recognized for three consecutive years by Forbes Travel Guide reaffirms our promise to deliver an extraordinary level of service, ensuring that every moment spent at our resort is unforgettable.”

This highly coveted accolade underscores the resort’s unwavering commitment to elevating guest experiences, cementing its status among the world’s most luxurious destinations. The resort’s consistent excellence is further highlighted by its continued recognition for the third consecutive year, maintaining its place as a premier choice for discerning travellers.

The Forbes Travel Guide Star Rating is one of the industry’s most rigorous and respected distinctions, with properties evaluated against 900 exacting criteria that emphasise flawless service, exceptional facilities, and an unwavering commitment to excellence. Only properties that demonstrate consistently extraordinary experiences earn a Five-Star rating.

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Dive into summer of marine marvels with Simon Lorenz at The Nautilus Maldives

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Immerse yourself in the extraordinary underwater world during Ocean Discovery Week at The Nautilus Maldives, an award-winning ultra-luxury private island hideaway. From 25th to 31st July 2025, this week-long summer experience invites guests to explore the vibrant marine biodiversity of the Baa Atoll UNESCO Biosphere Reserve. More than just a luxury escape, Ocean Discovery Week is an annual celebration of the ocean’s wonders, offering a profound connection to its delicate ecosystems and fostering a deeper commitment to marine conservation.

Nestled near the iconic Hanifaru Bay, The Nautilus provides unparalleled access to over 40 exceptional dive sites teeming with marine life. Bespoke diving and snorkelling adventures promise unforgettable encounters with manta rays, whale sharks, and vibrant coral gardens, creating an oceanic journey of discovery and wonder.

Partnering with Acclaimed Underwater Photographer Simon Lorenz

This year, The Nautilus is thrilled to welcome renowned underwater photographer Simon Lorenz to enrich the Ocean Discovery Week experience. An award-winning marine photographer, speaker, and writer, Simon’s work has graced the covers of leading nature publications worldwide. Beyond aesthetics, his photography serves as a compelling voice for marine conservation.

As a PADI instructor and photo coach, Simon is passionate about guiding divers and photographers in refining their skills. His curated dive expeditions blend rare underwater encounters with hands-on photography training. Simon’s impressive portfolio includes collaborations with CNN, BBC, NatGeo, and marine NGOs such as WWF, the UN, and The Nature Conservancy. A dedicated advocate for shark conservation, he serves on the advisory board of the Hong Kong Shark Foundation, actively fighting for their protection.

During The Nautilus’s Ocean Discovery Week, guests will have the rare opportunity to dive and snorkel alongside Simon, gaining insights into capturing the ocean’s breathtaking beauty while deepening their understanding of the marine ecosystems of the Maldives. His immersive workshops and marine talks, underwater family photography sessions, and guided dives and snorkelling expeditions promise an exclusive perspective on marine life, making this a truly one-of-a-kind experience.

An Ocean-Inspired Celebration Awaits

Beyond the depths, The Nautilus offers an exquisite blend of adventure and tranquillity through an array of water-inspired experiences. Thrill-seekers can embark on exhilarating Jetski, Seabob and E-foil expeditions, set sail on dolphin-watching cruises, or encounter sea turtles on a Hello Turtle adventure. For those seeking tranquillity, Solasta Spa provides serene escapes with sunrise yoga, mindful breathwork, and water sound healing meditation, all set against the soothing symphony of the ocean. Young explorers can take part in the resident marine biologist’s coral planting workshops, Bubble Maker courses, underwater treasure hunts, watercolour art sessions, and creative ocean-inspired projects.

Join The Nautilus’s Ocean Discovery Week, a one-of-a-kind summer festival, where the ocean’s beauty, mystery, and wonder come to life through unforgettable adventures and heartfelt connections to the sea.

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Blush de Peonia: The St. Regis Maldives offers springtime celebration of Easter

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This Easter, The St. Regis Maldives invites guests to embrace a celebration of renewal in one of the world’s most breathtaking island destinations. Here, bespoke luxury meets the untouched beauty of nature, creating an extraordinary escape where relaxation and adventure exist in perfect harmony.

Nestled on its own private natural island in the pristine Dhaalu Atoll, the resort has curated an exceptional collection of experiences that elevate the holiday season. From immersive epicurean journeys to transformative wellness rituals, every detail is designed to inspire and enchant. Guests are invited to indulge in a series of thoughtfully crafted celebrations, each offering an exquisite way to savor the moment.

The Easter festivities feature a selection of refined culinary and cultural experiences:

  • Sushi Crafting Mastery (April 14, 2025) – Master the delicate art of crafting island-inspired sushi rolls under the guidance of an expert sushi chef.
  • Champagne & Cheese Pairing (April 15, 2025) – Experience the perfect harmony of fine champagnes and gourmet cheeses, set against the mesmerizing backdrop of the Maldivian sunset.
  • Mixology Masterclass (April 16, 2025) – Craft signature cocktails in an immersive session led by the resort’s expert mixologists.
  • Beachfront Seafood Market (April 17, 2025) – Indulge in the freshest seafood selections, prepared to perfection, while live saxophone music sets an elegant ambiance.
  • Chocolate Making Class (April 19, 2025) – Discover the artistry of fine chocolate-making in an exclusive hands-on experience with master chocolatiers.
  • Easter Feast Under the Stars (April 20, 2025) – A spectacular gala dinner on Alba Beach, featuring a lavish feast, live music, and the enchanting glow of the Maldivian night sky.

For those seeking restoration, the Iridium Spa offers an exquisite sanctuary of serenity. Signature treatments, from deep tissue massages to oxygenating facials and revitalising body scrubs, are designed to rejuvenate the body and elevate the spirit, all set against the tranquil expanse of the Indian Ocean.

Meanwhile, younger guests are invited to embark on their own Easter adventure at the Vommuli House Kids Club. A series of engaging activities, including nature-inspired crafts, junior science experiments, and thrilling games like the Great Puzzle Race and Mini Olympics, ensure endless excitement. Signature experiences such as Mixology Magic and the Pirate Paradise Party add an extra touch of enchantment, creating cherished memories for children of all ages.

Whether indulging in world-class gastronomy, embarking on island adventures, or embracing moments of pure tranquility, The St. Regis Maldives presents an Easter celebration beyond compare—an extraordinary journey of luxury, curated with the brand’s signature sophistication and refinement.

Located in the Dhaalu Atoll, The St. Regis Maldives Vommuli Resort is a sanctuary of luxury and tranquility, surrounded by lush landscapes, white-sand beaches, and the azure Indian Ocean. The resort’s 77 villas blend seamlessly with nature while offering modern comforts like private terraces, pools, and stunning ocean or garden views. Signature accommodations include the overwater John Jacob Astor Estate, featuring three bedrooms, a private gym, and massage rooms, and the beachfront Caroline Astor Estate, with panoramic views, a 67-square-meter pool, and opulent living spaces.

Guests can discover the vibrant marine world through snorkelling, diving, and an array of water sports or embark on an exclusive yacht excursion aboard Norma. Committed to sustainability, the resort features coral restoration programs led by a dedicated Marine Biologist. Renowned for its signature St. Regis Butler Service and award-winning hospitality, the resort seamlessly combines luxury, adventure, and tranquility, ensuring an unforgettable experience in the heart of the Maldives.

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