Exhibit 8
RENAISSANCE HOTEL GROUP N.V.
17TH FLOOR, NEW WORLD TOWER II
00 XXXXX'X XXXX
XXXXXXX, XXXX XXXX
February 24, 1997
Dear Stockholder:
I am pleased to inform you that on February 17, 1997, Renaissance Hotel
Group N.V. (the "Company") entered into an Acquisition Agreement (the
"Acquisition Agreement") with Marriott International, Inc., a Delaware
corporation ("Marriott"). Pursuant to the Acquisition Agreement, Marriott is
today commencing a tender offer (the "Offer") to purchase all outstanding
shares of common stock, par value 0.01 Netherlands Guilders per share, of the
Company (the "Shares"), at a price per Share of $30.00, net to the seller in
cash.
YOUR BOARD OF MANAGING DIRECTORS HAS UNANIMOUSLY APPROVED THE ACQUISITION
AGREEMENT AND THE OFFER AND DETERMINED THAT THE OFFER IS FAIR TO, AND IN THE
BEST INTERESTS OF, THE COMPANY AND ITS STOCKHOLDERS. ACCORDINGLY, THE BOARD OF
MANAGING DIRECTORS RECOMMENDS THAT YOU ACCEPT THE OFFER AND TENDER YOUR SHARES
TO XXXXXXXX.
In arriving at its recommendation, the Board of Managing Directors gave
careful consideration to a number of factors which are described in the
enclosed Schedule 14D-9. Among such factors is the opinion of Xxxxxx Xxxxxxx &
Co. Incorporated ("Xxxxxx Xxxxxxx"), the Company's financial advisor, that the
cash consideration of $30.00 per Share to be received by the stockholders in
the Offer is fair to the stockholders from a financial point of view. The full
text of the written opinion of Xxxxxx Xxxxxxx is attached hereto and you are
urged to read such opinion in its entirety.
Additional information with respect to the transaction is contained in the
enclosed Schedule 14D-9, including a copy of the full text of the opinion of
Xxxxxx Xxxxxxx. Also enclosed is Xxxxxxxx's Offer to Purchase and related
materials, including a Letter of Transmittal to be used for tendering your
Shares. These documents set forth the terms and conditions of the Offer and
provide instructions as to how to tender your Shares. We urge you to read the
enclosed material and consider this information carefully.
On Behalf of the Board of Managing
Directors
Sincerely,
/s/ Xxxxx Xxxxx Xxx Xxxx
Xxxxx Xxxxx Xxx Xxxx
Chairman of the Board
