Wyndham International, Inc. Announces Filing of S-3 Registration Statement for Rights Offering
Press Release: Wyndham International, Inc.
August 13, 1999
DALLAS, TX -- Wyndham International, Inc. (NYSE:WYN) has filed a Registration Statement on Form S-3 with the Securities
and Exchange Commission for a rights offering.
This rights offering is subject to the settlement of certain pending putative class action lawsuits in Delaware
and court approval of such settlement. If the Delaware lawsuits are settled and the court approval received, the
Company will distribute to holders of its outstanding class A common stock and holders of outstanding limited partnership
units of its two operating partnerships on the record date, transferable subscription rights to purchase in the
aggregate 3,000,000 shares of its series A preferred stock for $100 per share.
It is presently contemplated that holders of the class A common stock will receive one right for each share of
class A common stock held by them as of the close of business on the record date, holders of limited partnership
units in Patriot American Hospitality Partnership, L.P. will receive .95 rights for each unit held by them as of
the close of business on the record date, and holders of limited partnership units in Wyndham International Operating
Partnership, L.P. will receive .05 rights for each unit held by them as of the close of business on the record
date. The record date has not yet been determined. The Company will use the cash proceeds from the rights offering
to redeem shares of its outstanding series B preferred stock. The Company will not be obligated to complete the
rights offering if the rights offering and related redemption of shares of series B preferred stock cannot, despite
the Company's good faith efforts, be completed by December 17, 1999.
The Registration Statement for the rights offering has not yet become effective. As soon as practicable after the
effective date of the Registration Statement, the Company expects to mail to holders of class A common stock and
holders of limited partnership units as of the record date a prospectus for the rights offering accompanied by
a subscription warrant and related explanations for exercising or selling the rights. The prospectus will contain
a description of the rights offering and other information.
About Wyndham International
Wyndham International, Inc. ranks among the largest branded hotel companies in the United States. It owns, leases,
manages and franchises primarily upscale and luxury hotels representing a combined portfolio of 318 properties
with a total of more than 74,000 rooms in 38 states as well as Canada, the Caribbean and Europe.
Cautionary Statement
The Registration Statement for the rights offering has not yet become effective. The underlying series A preferred
stock may not be sold nor may offers to buy be accepted before the time the Registration Statement becomes effective.
This release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any
sale of such series A preferred stock in any state in which such offer, solicitation or sale would be unlawful
prior to registration or qualification under the securities laws of any such state.
This release contains "forward-looking statements'' as that term is defined under the Private Securities Litigation
Reform Act of 1995. Actual results could differ materially from those set forth in the forward-looking statements.
Factors that could cause actual results to differ include the risk that the litigation will not be settled or may
be settled on terms that differ from those described in this release, the risk that court approval of any settlement
may not be received, the risk that the Registration Statement may not be declared effective and the risk that the
rights offering cannot be completed on a timely basis.
Contact:
Wyndham International, Inc., Dallas
Media Inquiries:
Sard Verbinnen & Co.
Maureen Bailey, 212/687-8080
or
Analyst Inquiries:
Paul Keung, V.P. of Finance, Investor Relations
214/863-1265