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ORLANDO-Stockholders of locally based CNL Hotels & Resorts Inc. have approved the merger of the company to a fund managed by Morgan Stanley Real Estate in a deal valued at $6.6 billion. Stockholders also approved the sale of about 51 select properties to a fund managed by Morgan Stanley and to Dallas-based Ashford Hospitality Trust Inc. for $2.4 billion. Over 95% of the shares that voted were in favor of the transactions.

CHR announced that the agreements for the property sales and merger in January. The company expects the property sales to be completed today, April 11 and the merger on April 12.

Under terms of the merger agreement, stockholders will receive $20.50 in cash for each share of outstanding common stock. Stockholders will also receive a special dividend of $12.55 per share for the sale of the properties and $7.95 per share for the merger.

Thomas J. Hutchison III, CHR’s chief executive officer, said when the deal was first made public, “We believe our ability to acquire great real estate, particularly focused in the luxury and upper-upscale segments, along with our dedication to strong asset management, positioned the company for this opportunity to deliver value to our shareholders.”

With the portfolio trimmed, Morgan funds will own properties that include three Waldorf-Astorias in various western states; the Ritz-Carlton Orlando and JW Marriott Orlando at the Grande Lakes Resort; the Doral Golf Resort & Spa, which is a Marriott resort in Miami; the JW Marriott Desert Ridge Resort & Spa in Phoenix; and the Claremont Resort & Spa in Berkeley, CA.

“This acquisition is a unique opportunity to acquire eight top-quality resort properties diversified across key U.S. travel destinations,” Michael Franco, managing director at Morgan Stanley Real Estate, said in a previous statement. “We believe that these types of luxury hotels are extremely hard to replicate and will exhibit excellent future growth from increased corporate group travel and leisure travelers seeking a one-of-a-kind experience.”Banc of America Securities LLC, UBS Investment Bank and Houlihan Lokey were financial advisors to CHR on the transaction and Sidley Austin LLP and Venable LLP served as CHR’s legal counsel. Goodwin Procter LLP provided legal counsel for self-advised Morgan.

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