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Strategic Hotels & Resorts, Inc. Announces Extension And Results To Date Of Offers To Purchase Preferred Shares

Stocks in this article: BEE













CHICAGO, Dec. 8, 2011 /PRNewswire/ -- Strategic Hotels & Resorts, Inc. (the "Company") (NYSE: BEE) today announced the extension of its offer to purchase up to 4,716,981 shares in the aggregate (the "Maximum Number of Shares") of its issued and outstanding: (i) 8.25% Series C Cumulative Redeemable Preferred Stock, $0.01 par value per share (the "Series C Shares"), at a purchase price of $26.50 per share, (ii) 8.25% Series B Cumulative Redeemable Preferred Stock, $0.01 par value per share (the "Series B Shares"), at a purchase price of $26.50 per share and (iii) 8.50% Series A Cumulative Redeemable Preferred Stock, $0.01 par value per share (the "Series A Shares" and together with the Series C Shares and the Series B Shares, the "Preferred Shares"), at a purchase price of $26.70 per share, in each case, net to the seller in cash, less any applicable withholding taxes and without interest or accrued and unpaid dividends (collectively, the "Offers"). 

The Offers, which were set to expire on December 7, 2011 at 5:00 p.m., New York City time, have now been extended and will expire at 5:00 p.m., New York City time, on Monday, December 12, 2011, unless further extended or earlier terminated.  As of the close of business on December 7, 2011, approximately 1,659,255 Series C Shares, 943,555 Series B Shares (including 100 Series B Shares that were tendered through notice of guaranteed delivery) and 271,705 Series A Shares (including 666 Series A Shares that were tendered through notice of guaranteed delivery), or a total of 2,874,515 Preferred Shares, had been tendered.  The Offers are conditioned on, among other things, at least 3,773,585 Preferred Shares being validly tendered and not properly withdrawn (the "Minimum Tender Condition").  The Minimum Tender Condition has not been satisfied.  Except for this extension, the Offers remain subject to all other terms and conditions set forth in the Offer to Purchase dated November 7, 2011 (the "Offer to Purchase").

The Company does not plan to further extend the Offers.  Under the terms of the Offers, in the event that the conditions to the Offers, including the Minimum Tender Condition, are not satisfied, the Offers will be terminated and the Company's contingent dividend declaration for the Preferred Shares will no longer be valid.  As disclosed in the Offer to Purchase, holders of Preferred Shares may tender a portion or all of the Preferred Shares they hold.



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