Market Overview

Royal Host Announces the Successful Amendment of the Terms of Its Series C Debentures Due September 30, 2013

HALIFAX, NOVA SCOTIA--(Marketwire - Nov. 29, 2012) - At a serial meeting of its Series C Debentureholders, Royal Host Inc. (the "Company") (TSX:RYL) (TSX:RYL.DB.C) (TSX:RYL.DB.B) (TSX:RYL.DB.D) today obtained the approval of certain amendments to the Company's Series C Debentures (the "Debentures"). 74.57% of the Debentures voted at the meeting were cast in favour of the proposed amendments contained in the extraordinary resolution. 44.31% of all Debentures issued and outstanding were voted at the meeting. The extraordinary resolution passed by the Series C Debentureholders makes certain amendments to the indenture governing the Debentures including:

(a) EXTENDING the maturity date for the Debentures from September 30, 2013 to September 30, 2018;

(b) INCREASING the annual interest rate of the Debentures by 1.25% from 6.25% to 7.50%; and

(c) REDUCING the conversion price of the Debentures from $4.87 to $3.50 for each Common Share in the Company ("Common Shares"), resulting in a conversion rate of 285.714 Common Shares per $1,000 principal amount of the amended Debentures rather than 205.339 Common Shares per $1,000 principal amount of the Debentures.

The extension of the maturity date and decrease in the conversion price will be effective on signing of the sixth supplemental indenture by the Company and Computershare Trust Company of Canada. The increase in the interest rate will be effective on March 31, 2013, consistent with TSX policy.

There are currently $45,166,000 principal amount of Debentures issued and outstanding. Each debenture has a face value of $1,000.00. The Debentures will be referred to as the Series C 7.50% convertible unsecured subordinated debentures and will trade on the TSX as "RYL.DB.C".

Forward Looking Statements

This press release may contain certain forward-looking statements relating, but not limited to, the Company's operations, anticipated financial performance, business prospects, and strategies. Forward- looking information typically contains statements with words such as "anticipate", "does not anticipate", "believe", "estimate", "forecast", "intend", "expect", "does not expect", "could", "may", "would", "will", "should", "budgeted", "plan" or other similar terms and expressions suggesting future outcomes. Such forward-looking statements are subject to risks, uncertainties, and other factors, which could cause actual results to differ materially from further results expressed, projected or implied by such forward-looking statements. Readers are therefore cautioned that the Company's expectations, estimates and assumptions, although considered reasonable, may prove to be incorrect and readers should not place undue reliance on forward-looking statements.

Forward-looking statements contained herein are not guarantees of future performance and involve certain risks, uncertainties and other factors that are difficult to predict, and could result in the outcome of such events being materially different from those intended, planned, anticipated, believed, estimated or expected in this news release. Such factors and assumptions include, but are not limited to, general economic conditions, levels of travel in the Company's key market areas, political conditions and events, competitive pressures, changes in government policy or regulations, and lodging industry conditions.

The Company does not undertake any obligation to update or release any revisions to these forward- looking statements to reflect events or circumstances, unanticipated events or circumstances, or should its estimates or assumptions change, after the date hereof, except as expressly required by law.

About Royal Host Inc.

Royal Host Inc. is a diversified hospitality company that delivers shareholder value through hotel ownership, investments and franchising. The Company's hotels, which contain approximately 2,957 rooms, are located in five Provinces and Territories across Canada. Twenty of the Company's hotels operate under internationally recognized brands such as Travelodge (R), Super 8 (R), Holiday Inn (R), Hilton (R), Ramada (R) and Country Inns and Suites (R). Three of the Company's hotels are independently branded. In addition to its real estate holdings, the Company owns and operates the Travelodge Canada franchise business which is currently comprised of over 90 hotels across nine Provinces and Territories.

The Company's common shares and convertible debentures are traded on the Toronto Stock Exchange under the trading symbols "RYL", "RYL.DB.B", "RYL.DB.C" and "RYL.DB.D" respectively.

This press release contains registered trademarks that are the exclusive property of their respective owners. None of the owners of these trademarks has any responsibility or liability for any information contained in this press release.

FOR FURTHER INFORMATION PLEASE CONTACT:
Royal Host Inc.
Michael McFeters
Chief Financial Officer
902-470-4500

 

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