EX-99.2 4 d358861dex992.htm EX-99.2 EX-99.2

Exhibit 99.2

 

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Acquisition of Radisson Hotels Group AmericasJune 2022 Radisson Blu, Aruba CHOICE HOTELS®


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Forward-looking Statements Certain, Certain matters but not necessarily discussed in all, this of presentation such forward-looking constitute statements “forward-looking can be identified statements” by within the use the of forward-looking meaning of the Private terminology, Securities such Litigation as “expect,” Reform “estimate,” Act of “believe,” 1995. These “anticipate,” forward-looking “should,” “will,” statements “forecast,” are “plan,” based “project,” on management’s “assume,” current or similar beliefs, words assumptions of futurity. All and statements expectations other regarding than historical future facts events, are which, forward-looking in turn, are statements. based on information statements concerning currently available the benefits to management. of the transaction Such statements to the company, include, the but acquired are not business, limited to, and statements franchisees, related as well to as the statements parties’ plans related for closing to the company’s the transaction plans, and    the objectives, time schedule goals, expectations, to complete beliefs, the transaction business and strategies, certain future post-closing events, matters, business the conditions, financial impact business of trends the transaction and expectations on the company’s with respect operations to, among and other finances, things, the    integration geographic into and and hotel adoption segment by expansion, acquired properties guest and of franchisee/hotel some or all of the owner company’s advantages existing arising systems from the including acquisition, the Choice and involve Privileges known loyalty and program, unknown the risks company’s that are outstanding difficult to predict. indebtedness, Such statements payment may of dividends, also relate repurchases to projections of common of the company’s stock and revenue, other financial expenses, and adjusted operational EBITDA, measures, earnings, including debt levels, occupancy ability and to repay open    hotels, operations, RevPAR, the among company’s other ability matters. to benefit We caution from you any not rebound to place in travel undue demand, reliance the on company’s any such forward-looking liquidity, the impact statements. of COVID-19 Forward-looking and economic statements conditions do on not our guarantee future future performance and involve known and unknown risks, uncertainties and other factors. looking Several factors statements. could Such cause risks actual include, results, but performance are not limited or achievements to, continuation of or the resurgence company to of differ the COVID-19 materially pandemic, from those including expressed with in respect or contemplated to new strains by the or forward- variants; pandemic the rate, pace on unemployment and effectiveness rates, of vaccination consumer in discretionary the broader spending population; and changes the demand in consumer for travel, demand transient and and confidence, group business; including the the impact impact of COVID-19 of the COVID-19 on the global performance hospitality industry, of our brands particularly and categories but not exclusively in any recovery in the U. from S. travel the COVID-19 market; the pandemic success of disruption; our mitigation the timing efforts and in response amount of to future the COVID-19 dividends pandemic; and share the repurchases;    changes epidemics, to pandemics general, domestic or contagious and foreign diseases, economic or fear conditions, of such outbreaks; including changes access to in liquidity law and regulation and capital applicable as a result to of the COVID-19; travel, lodging future domestic or franchising or global industries; outbreaks    of changes foreign currency to the desirability fluctuations; of our impairments brands as or viewed declines by hotel in the operators value of the and company’s customers; assets; changes operating to the terms risks common or termination in the of travel, our contracts lodging or with franchising franchisees industries; and our    systems; relationships the commercial with our franchisees; acceptance our of ability our Software-as-a-Service to keep pace with improvements (“SaaS”) technology in technology solutions utilized division’s for marketing products and and services; reservations our ability systems to and grow other our franchise operating    fluctuations system; exposure in the to supply risks related and demand to our for hotel hotel development, rooms; our ability financing to realize and ownership anticipated activities; benefits exposures from acquired to risks businesses; associated impairments with our investments or losses relating in new businesses; to acquired    businesses; closures or financial the level difficulties of acceptance of our of franchisees; alternative growth operating strategies risks associated we may implement; with our international cyber security operations, and data especially breach risks; in areas ownership currently and most financing affected activities; by COVID-19; hotel the company’s outcome filings of litigation; with the and Securities our ability and to Exchange effectively Commission, manage our including indebtedness our Annual and secure Report our on indebtedness. Form 10-K. We These undertake and other no obligation risk factors to are publicly discussed update in detail or revise in the    any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law. 2


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Table of Contents 1 Transaction Overview 2 Strategic Rationale 3 Radisson Hotels Group Americas Overview    


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1 Transaction Overview    


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STRATEGIC RATIONALE RADISSON HOTELS GROUP AMERICAS OVERVIEW By acquiring Radisson Hotel Group Americas, Choice Hotels will independently own and control Radisson’s nine brands in the Americas    Includes nine brands, 624 hotels and over 68,000 rooms Adds a predominantly franchising business (97%)1 Increases presence in key markets, including the West Coast and Midwest of the United States, as well as international markets Further builds on Choice’s momentum in desirable segments; increases Upscale and Upper-midscale rooms by 64% and 17%, respectively    Improves business delivery capabilities, including loyalty program, proprietary tools and emerging technologies Extends reach in Upscale segments, as well as to business travelers and a broader demographic, including among leisure travelers Expands service offering with attractive new destinations for existing guests and loyalty members to earn and redeem points Capitalizes on consumer trends expected to fuel future demand for travel: remote work, increasing retirements and road trips     1 The transaction includes the acquisition of the managed operations and real estate ownership operations of Radisson Hotels Americas. 5


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TRANSACTION OVERVIEW STRATEGIC RATIONALE RADISSON HOTELS GROUP AMERICAS OVERVIEW

Acquisition of Radisson Hotels Americas unites two highly complementary business and expands Choice Hotels’ growth vectors CHOICE HOTELS® + RHG RADISSON HOTEL GROUP AMERICAS Overview and Structure ◾ Choice has entered into a definitive agreement to acquire the franchise business, operations and intellectual property of Radisson Hotels Group Americas from Radisson Holdings Inc. ◾ Choice Hotels will independently own and control the brands in the Americas and will work with the Radisson Hotels Group to ensure that customers across the globe continue to experience the highest levels of service and a superior brand experience Transaction Perimeter ◾ Includes nine brands in the Americas, including Radisson Blu, Radisson Red, Radisson, Park Plaza, Country Inn & Suites, Radisson Inn & Suites, Park Inn by Radisson, Radisson Individuals and Radisson Collection ◾ Americas region comprised of the United States, Canada, the Caribbean and Latin America Consideration ◾ 100% cash consideration at an enterprise value of ~$679 million, inclusive of real estate value of three owned assets and tax amortization benefits Financing ◾ Acquisition to be funded with cash on hand and existing revolving credit facility ◾ Choice will maintain financial flexibility; the transaction is not anticipated to have an impact on the Company’s current capital allocation strategy related to dividend payment policy and planned share repurchases Approvals and Timing ◾ Unanimously approved by Choice Board of Directors ◾ Anticipated to close in the second half of 2022, pending customary closing conditions and applicable regulatory approvals    6


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TRANSACTION OVERVIEW STRATEGIC RATIONALE RADISSON HOTELS GROUP AMERICAS OVERVIEW Combination with Radisson Americas enhances Choice’s competitive position CHOICE HOTELS® + RHG RADISSON HOTEL GROUP AMERICAS Proforma Portfolio Hotels in operation >7,000 >620 >7,600 Rooms in operation >575,000 >68,000 >640,000 Brands 14 9 23 Pipeline (rooms) ~80,000 >8,000 >88,000 Rewards program members 53+ million 10+ million 63+ million Further expands Choice’s relationships with developers in the upscale segment while strengthening its core midscale segment owner base Source: internal Company data as of 3/31/2022. 7


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TRANSACTION OVERVIEW STRATEGIC RATIONALE RADISSON HOTELS GROUP AMERICAS OVERVIEW Compelling financial transaction is expected to drive meaningful value creation for shareholders Fee Business Real Estate Tax Benefits Radisson Americas is forecasted Portfolio of 3 owned hotels with An anticipated present value of tax to generate $160+ million in fee forecasted 2022 revenue of $45+ benefits in excess of $75 million business revenue in 2022, including million and a value in excess of related to the reduction in cash $65 million to $80 million of $100 million1 taxes from the amortization corporate revenue1 of assets    1 Based on Choice’s allocation methodology; $45 million of real estate and $160+ million of fee business (inclusive of loyalty) revenue reflects Q1 2022 forecast as calculated and provided by Radisson Americas.    8


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Strategic 2 Rationale Country Inn & Suites, Asheville Westgate, NC

 


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TRANSACTION OVERVIEW RADISSON HOTELS GROUP AMERICAS OVERVIEW     Summary of Strategic Rationale 1 Expands footprint in international markets and Upscale segments and enhances guest offerings in the core Upper-midscale segment 2 Accelerates asset-light strategy of growth in higher revenue travel segments and locations 3 Continues Choice’s demonstrated history of driving organic and inorganic growth in strategic segments 4 Improves return on investment for franchise owners 5 Drives greater value through expanded customer reach and platform business and ancillary revenue    10


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TRANSACTION OVERVIEW RADISSON HOTELS GROUP AMERICAS OVERVIEW 1 Expands footprint in international markets and Upscale segments and enhances guest offerings in the core Upper-midscale segment    Expands Choice’s global footprint by 624 hotels    Supplements Choice’s current brand portfolio with additional Upscale and core Upper-midscale options    Chain Scale Service Type Q1 2022 Units Upper-Upscale Full 10 Upscale Full 130 Upscale Soft Brand 9 Upper-Midscale Select 453 Other1 -—- 22 Total Americas 624 1 Includes 17 Park Inns; 1 Park Plaza property and 4 Radisson Red properties; no Radisson Inn & Suites or Radisson Collection units currently open.    11 Canada ~10% increase in footprint United States ~10% increase mainly in West Coast and Midwest Caribbean & Latin America >50% increase in footprint


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TRANSACTION OVERVIEW STRATEGIC RATIONALE RADISSON HOTELS GROUP AMERICAS OVERVIEW 2 Accelerates asset-light strategy of growth in higher revenue travel segments and locations    Increases brand global Upscale and Upper-midscale portfolios by 64% and 17%, respectively:1 Global Upscale Portfolio Adding 30,000+ rooms 47,780 78,222 Global Upper-midscale Portfolio Adding 36,000+ rooms 217,916 254,344 Choice Hotels Choice Hotels incl. Radisson Americas    Domestic RevPAR for the Radisson portfolio in the United States is 38% higher than the average of the existing Choice portfolio:2 +$18 $47 $65 Total RevPAR Choice Hotels Domestic Radisson US Radisson brands typically have larger room counts and are located in higher RevPAR markets, driving higher fee income per unit     1 Internal Company data as of 3/31/2022; Radisson rooms count includes Radisson Blu. 2 Based of 2019 RevPAR which represents a stabilized pre-pandemic environment.    12


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TRANSACTION OVERVIEW STRATEGIC RATIONALE RADISSON HOTELS GROUP AMERICAS OVERVIEW 3 Continues Choice’s demonstrated history of driving organic and inorganic growth in strategic segments    Leverages proven track-record of M&A as a catalyst for growth in strategic segments ◾ Grew WoodSpring Suites’ domestic hotels by 30% since acquisition four years ago1 ◾ Increased WoodSpring Suites’ website booking revenue by nearly 130% since 20181 Builds on momentum in Upscale segment through the addition of globally recognized brands ◾ 17% CAGR in global Ascend and Cambria portfolio since 20121 Enhances leadership in Midscale segment by building on Choice portfolio outperformance ◾ Upper-midscale and Midscale chain scales RevPAR growth outperforming the total industry by 700 bps2 Expands portfolio offering to enter additional adjacent business segments through new travel and loyalty partnerships ◾ Penn National Gaming, Bluegreen Vacations, Bakkt, co-branded credit card    1 Data as of December 31, 2021. 2 Q4 2021 vs. Q4 2019.    13


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TRANSACTION OVERVIEW STRATEGIC RATIONALE RADISSON HOTELS GROUP AMERICAS OVERVIEW 4 Improves return on investment for franchise owners Leverages combined capabilities to provide franchise owners with a best-in-class suite of hotel operations, sales, marketing and technology tools designed to drive owner performance and reduce the cost of hotel ownership Combining an additional 10+ million members with Choice’s award-winning 53+ million-member loyalty program    Industry’s only mobile-enabled revenue management system. This award-winning tool helps owners maximize pricing strategies    Innovative cloud-based property management system and industry’s only distribution platform built in the cloud, designed to handle the current and future volume of digital channels     Award-winning proprietary training suite offering personalized education and support    14


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TRANSACTION OVERVIEW STRATEGIC RATIONALE RADISSON HOTELS GROUP AMERICAS OVERVIEW 5 Drives greater value through expanded customer reach and platform business and ancillary revenue    63+ million members will be introduced to a broader universe    Offers guests accommodations that meet their needs across more stay occasions, price points and geographies Added redemption options for guests in Upscale and sought-after leisure markets Customer reach expands the growth of Choice’s platform business and ancillary revenue    15


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3 Radisson Hotels Group Americas Overview Radisson Resort, Paracas, Peru    


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TRANSACTION OVERVIEW STRATEGIC RATIONALE RADISSON HOTELS GROUP AMERICAS OVERVIEW Radisson Hotels Group Americas’ brands are complementary to Choice Hotels’ well-segmented portfolio 624 representing ~68,500 in 19 with 8,700+ and 10+ million Open Hotels Rooms the Americas Countries Region in the Rooms Pipeline in Loyalty Members Domestic United Franchising States 75% Upper-Midscale 83% 85% Chain Scale Mix Operations International Geographic Mix 15% Franchising Upscale Upper-Upscale Management Caribbean and 23% Operations1 Latin America 2% Owned Real Estate1 2% Canada 10% <0.5% 4% * Percentages based on units.     Luxury Upper-upscale Upscale Upper-midscale Midscale 1 Radisson owns 3 and manages 11 hotels as of March 31, 2021.          RHG RADISSON HOTEL GROUP AMERICAS RADISSON COLLECTION Radission BLU PARK PLAZA RED Radisson Radisson RADISSION Individuals COUNTRY INN & SUITES RADISSON INN & sUITES park inn