Royal Orchid Sheraton draws THB5.3bn offer ahead of sale vote
GROREIT unitholders will vote on Royal Orchid Sheraton sale options on October 28, including a THB5.3 billion offer from Orchid Hospitality.
- Orchid Hospitality Co., Ltd. has submitted a THB 5.3 billion offer to acquire the Royal Orchid Sheraton Hotel and its assets.
- The offer is one of three disposal options that unitholders of the hotel's owner, GROREIT, will vote on at a meeting on October 28, 2026.
- The other options include a lower THB 4.873 billion repurchase offer from the hotel's former lessee, Royal Orchid Hotel (ROH), and a potential open auction if the other proposals fail.
- The sale process was triggered after Royal Orchid Hotel (ROH) failed to complete its agreed-upon repurchase of the property when its lease expired.
Orchid Hospitality Co., Ltd. has offered THB5.3 billion to acquire the Royal Orchid Sheraton Hotel and Towers assets, with GROREIT unitholders set to consider the proposal alongside a lower-priced repurchase offer and an auction option.
One Asset Management Limited (ONEAM), the trust’s manager, has scheduled an electronic unitholder meeting for 2pm on Wednesday (October 28, 2026) to vote on the disposal options and a subsequent proposal to dissolve and liquidate the trust.
The proposed sale follows Royal Orchid Hotel (Thailand) Public Company Limited’s (ROH) failure to complete its agreed repurchase when the lease period ended on July 14, 2026. ONEAM had previously disclosed the missed deadline to the Stock Exchange of Thailand (SET).
Alongkorn Prathanrasnikorn, ONEAM’s chief property and trust officer, notified the SET that the company’s board had approved the proposed disposal process at its fifth meeting of the year on Monday (September 14).
The assets belong to the Grande Royal Orchid Hospitality Real Estate Investment Trust with Buy-Back Condition (GROREIT). Unitholders will consider three routes for their disposal before voting on the trust’s proposed winding-up.
ROH repurchase proposal to be considered first
The first agenda item seeks approval to sell the hotel assets to ROH for THB4.873 billion, with completion required within 14 days of unitholder approval.
In a letter dated August 14, ROH reaffirmed what it considered its right and readiness to repurchase the assets at that price, citing financial support from an investment backer.
However, the funding remains conditional on due diligence, the backer’s internal approvals and the completion of relevant documentation. ROH also requested that the trust fulfil its contractual obligations and expedite the steps necessary to complete the purchase and transfer.
The request called on MFC Asset Management Public Company Limited, GROREIT’s trustee, and ONEAM to coordinate promptly with ROH.
Although the trust manager and trustee maintain that ROH’s contractual repurchase right has expired, ONEAM’s board agreed to put the proposal to unitholders so they could consider all available disposal options within an appropriate timeframe.
Orchid Hospitality offer provides alternative
The second agenda item seeks approval to sell the assets to Orchid Hospitality for THB5.3 billion.
The company submitted its written offer on September 4, covering the immovable and movable assets of the Royal Orchid Sheraton Hotel and Towers project.
The proposal would provide an alternative if unitholders reject ROH’s offer or approve it but ROH subsequently fails to meet the required conditions and deadline.
Completion would be required within 14 days of unitholder approval or, if the ROH proposal had first been approved, within 14 days of ROH failing to meet its conditions and timeframe, whichever occurs later.
Open auction proposed as fallback
The third agenda item would authorise the sale of GROREIT’s principal assets through an open auction if either or both of the preceding options are rejected or approved but cannot be completed.
Unitholders would be asked to give ONEAM a general mandate to conduct the auction in accordance with their resolution.
The detailed terms and conditions for all three disposal options will be included in the meeting notice, which will be sent to unitholders at least 14 days before the meeting.
Trust winding-up subject to completed sale
The fourth agenda item concerns the proposed dissolution and liquidation of GROREIT and the appointment of a liquidator.
If a sale is completed under an option approved by unitholders, the trust manager would proceed with winding up the trust in accordance with its trust deed and applicable rules.
Funds would be set aside to cover expenses during liquidation, including any litigation costs, liquidation expenses and costs associated with appointing a liquidator.
The meeting’s final agenda item will cover any other business.
ONEAM has set September 29, 2026, as the record date for determining which unitholders are entitled to attend the October 28 meeting. The formal meeting notice will be distributed subsequently.
