FAIRFIELD, NJ-Prime Hospitality Corp., based here, has agreed to be acquired by affiliates of the New York City-based Blackstone Group. The deal is worth $12.25 per share, which represents a 42% premium on Prime’s closing price on Aug. 18. The total value of the transaction, including debt, is in the $790-million range.

Prime, which controls the AmeriSuites, Wellesley Inns & Suites and Prime Hotels and Resorts brands and has a number of properties under other brands, has a total portfolio of 256 owned and franchised hotels, amounting to more than 33,600 rooms. Of that total, the company owns 112 properties with nearly 14,200 rooms outright.

Blackstone officials say they will convert 37 of Prime-owned Wellesley Inns, built as moderate-price, extended-stay properties, to one of their own Extended Stay America brands. Company officials also say they will keep Prime’s headquarters here.

“We are pleased with the terms of this acquisition and believe it is in the best interests of the company’s shareholders,” according to Prime chairman and CEO Attilio Petrocelli.

“Prime has an outstanding collection of properties, brands and people,” adds Jonathan D. Gray, senior managing director of Blackstone. “We look forward to working with the organization, its franchisees and owner/partners.”

The companies declined further comment on the transaction, which still requires the approval of Prime shareholders. The date of a special meeting of shareholders is expected to be set soon, and officials of both companies anticipate that the deal will close in the fourth quarter of this year. Prime has also announced it will begin a tender offer and consent solicitation relating to its 8.375% senior subordinated notes due in 2012, valued at $178.7 million.

Bears, Stearns & Co. is Prime’s financial advisor, while America Securities is serving in that capacity for Blackstone. Bank of America’s CMBS Capital Markets Group is providing Blackstone with acquisition financing. Olshan Grundman Frome Rosenzweig & Wolosky and Simpson Thacher & Bartlett are the legal advisors for Prime and Blackstone respectively.

Blackstone, a private investment firm, has raised five funds totaling more than $6 billion in total real estate equity.

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