New York, March 21, 2016 -- Moody's Investors Service today affirmed Marriott International, Inc.'s Baa2 senior unsecured rating and Prime-2 commercial paper rating following the announcement that it has revised its terms to acquire Starwood Hotels & Resorts Worldwide Inc. (after the spin-off of the timeshare business Vistana Signature Experiences, Inc.) in a transaction valued at approximately $14.5 billion including the assumption of Starwood debt net of cash. Moody's estimates this represents about a 14.4 times 2015 EBITDA multiple pro forma for the spin-off of Vistana. Starwood shareholders will receive .80 shares of Marriott stock in exchange for each Starwood share and a $21 per share special dividend in cash. The transaction value includes Marriott's assumption of $1.8 billion of Starwood debt and $900 million of Starwood cash. Moody's expects Marriott to take steps to ensure that the existing Starwood debt will rank pari passu with the Marriott debt in the capital structure. The rating outlook remains stable.

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