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Fitch Rates Starwood's Note Offering 'BBB'

  Fitch Rates Starwood's Note Offering 'BBB'

Business Wire

NEW YORK -- December 05, 2012

Fitch Ratings has assigned a 'BBB' rating to Starwood Hotels & Resorts
Worldwide Inc.'s (Starwood) proposed issuance of 10-year senior unsecured
notes. The Rating Outlook is Stable.

The proceeds from the offering will be used to partially fund the company's
cash tender offer announced on Nov. 26, 2012. The cash tender offers to
purchase up to $515 million of notes, including up to $325 million of its
7.875% senior notes due 2014, up to $125 million of its 7.375% senior notes
due 2015, up to $40 million of its 6.75% senior notes due 2018, and up to $25
million of its 7.15% senior notes due 2019.

The notes will be pari passu with all of the company's existing debt. The
notes will include an obligation of Starwood to repurchase the notes at 101%
upon change of control.

Starwood has actively addressed its upcoming maturity schedule over the last
few years, mostly funded with internal cash. It has reduced its
non-securitized debt levels from $4 billion at year-end 2008 to $1.7 billion
as of Sept. 30, 2012. As of Sept. 30, 2012, Fitch calculates core lease
adjusted leverage (excludes consumer financing profit and securitized debt) at
roughly 1.8x and consolidated lease adjusted leverage (includes consumer
financing profit and securitized debt) at 2.1x, within Starwood's publicly
stated long-term leverage target of 2.0x - 2.5x.

Core lease-adjusted leverage is comfortably within Fitch's target for Starwood
of below 2.75x for a 'BBB' IDR, giving the company ample financial flexibility
at current ratings. Despite positive lodging fundamentals, Fitch maintains the
Rating Outlook at Stable as it does not anticipate the company will manage its
balance sheet to support a higher rating.

U.S. RevPAR has increased 6.7% year-to-date according to Smith Travel, ahead
of Fitch's updated full-year outlook of 6.5%. Starwood's September YTD RevPAR
performance of +3.3% (as reported) has lagged peers and US Smith Travel index,
which is mostly attributable to currency due to its high international
exposure.

Starwood's ratings continued to be supported by:

--Lodging demand trends that continue on a solid recovery trajectory in a low
supply growth environment.

--The company's improved financial profile that it is commensurate with
Fitch's investment grade parameters for the company.

--The company being the most globally diversified lodging operators with
significant exposure to highly attractive gateway cities.

--The company's continued transition to a more asset light business model.

Rating concerns include:

--The inherent cyclicality of the lodging and timeshare businesses.

--The potential for greater cash flow volatility from Starwood's heaver asset
base and its exposure to higher end segments.

Fitch believes management will increasingly focus capital allocation decisions
on growth investments, potential acquisitions and shareholder friendly
initiatives, within the context of maintaining its 'BBB' rating. Starwood
announced on Dec. 1, 2011 that its board authorized a $250 million share
repurchase authorization (see Fitch's comment, 'Starwood's Ratings Unaffected
from Share Repurchase Authorization' dated Dec. 5, 2011). Further, on Oct. 25,
2012, the company announced a 150% increase in its annual dividend to $1.25
per share (roughly $245 million).

Starwood's liquidity profile is solid, with cash of $651 million at the end of
3Q'12. Including full availability under its recently restated $1.75 billion
credit facility due February 2018, total liquidity was nearly $2.4 billion.
Pro forma for the increased dividend, Fitch's base case reflects Starwood will
generate modest discretionary annual free cash flow (FCF) in 2012 and 2013,
excluding proceeds from additional timeshare securitizations and Bal Harbour
residential sales proceeds (company disclosed Bal Harbour will generate at
least $400 million in net cash flow in 2012).

WHAT COULD TRIGGER A RATING ACTION

Positive: Upside to the rating could occur if management committed to a
leverage target below 2.25x through a lodging cycle with a compelling
rationale for more conservative leverage thresholds.

Negative: Rating pressures could occur if Starwood indicates it will operate
with a more aggressive financial policy, with leverage above Fitch's 2.75x
target for a sustained period of time.

Fitch currently rates Starwood as follows:

--Issuer Default Rating at 'BBB';

--$1.75 billion senior unsecured credit facility at 'BBB';

--Senior unsecured notes at 'BBB'.

Additional information is available at 'www.fitchratings.com'. The ratings
above were solicited by, or on behalf of, the issuer, and therefore, Fitch has
been compensated for the provision of the ratings.

Applicable Criteria and Related Research:

--'Inn the Footnotes: Comparison of Adjusted Credit Metrics and Contingency
Risk for U.S. Lodging C-Corps' (Jan. 7, 2011);

--'2012 Outlook: Cross-Sector Lodging & Timeshare - The Penthouse View' (Jan.
19, 2012);

--'Corporate Rating Methodology' (Aug. 8, 2012).

Applicable Criteria and Related Research:

Inn the Footnotes: Comparison of Adjusted Credit Metrics and Contingency Risk
for U.S. Lodging C-Corps

http://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=588285

2012 Outlook: Cross-Sector Lodging & Timeshare -- The Penthouse View

http://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=665009

Corporate Rating Methodology

http://www.fitchratings.com/creditdesk/reports/report_frame.cfm?rpt_id=684460

ALL FITCH CREDIT RATINGS ARE SUBJECT TO CERTAIN LIMITATIONS AND DISCLAIMERS.
PLEASE READ THESE LIMITATIONS AND DISCLAIMERS BY FOLLOWING THIS LINK:
HTTP://FITCHRATINGS.COM/UNDERSTANDINGCREDITRATINGS. IN ADDITION, RATING
DEFINITIONS AND THE TERMS OF USE OF SUCH RATINGS ARE AVAILABLE ON THE AGENCY'S
PUBLIC WEBSITE 'WWW.FITCHRATINGS.COM'. PUBLISHED RATINGS, CRITERIA AND
METHODOLOGIES ARE AVAILABLE FROM THIS SITE AT ALL TIMES. FITCH'S CODE OF
CONDUCT, CONFIDENTIALITY, CONFLICTS OF INTEREST, AFFILIATE FIREWALL,
COMPLIANCE AND OTHER RELEVANT POLICIES AND PROCEDURES ARE ALSO AVAILABLE FROM
THE 'CODE OF CONDUCT' SECTION OF THIS SITE.

Contact:

Fitch Ratings
Primary Analyst:
Michael Paladino, CFA, +1-212-908-9113
Senior Director
Fitch, Inc.
33 Whitehall Street
New York, NY 10004
or
Secondary Analyst:
Shawn Gannon, +1-212-908-0223
Associate Director
or
Committee Chairperson
Robert P. Curran, +1-212-908-0515
Managing Director
or
Brian Bertsch, +1-212-908-0549
Media Relations, New York
brian.bertsch@fitchratings.com
 
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