{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-25-060328","form_type":"8-K","ticker":null,"cik":"0001692412","company_name":"Playa Hotels & Resorts N.V.","filed_at":"2025-06-17T23:59:59+00:00","discovered_at":"2026-05-14T18:02:49.362435+00:00","generated_at":"2026-05-19T04:42:22.117724+00:00","sec_items":["2.01","2.03","3.01","3.03","5.01","5.02"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":1.0,"calibrated_materiality_score":1.0,"confidence":"high","headline":"Hyatt completes acquisition of Playa Hotels & Resorts at $13.50/share for ~$1.4B","bullets":["Buyer accepted 101.9M shares (82.8%) at Expiration; post-close Hyatt owns 94.3% of Playa.","Aggregate consideration paid in Offer was approximately $1.4 billion in cash.","Hyatt funded the acquisition via a $1.7 billion delayed draw term loan facility.","Board and CEO departures effective at close; three Hyatt executives appointed as new directors.","Shares to be delisted from Nasdaq; Form 25 filed June 16, Form 15 expected June 26."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-25-060328","json":"https://secwatch.observer/filing/0001104659-25-060328.json","markdown":"https://secwatch.observer/filing/0001104659-25-060328.md","text":"https://secwatch.observer/filing/0001104659-25-060328.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1692412/000110465925060328/0001104659-25-060328-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1692412/000110465925060328/tm2518205d1_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-19T04:42:22.117724+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"096d143368c16850c9353dcfa4ef9a181babe918","claim":"Playa Hotels & Resorts N.V. incurred term loan of $1.7 billion with Bank of America, N.A., as administrative agent, JPMorgan Chase Bank, N.A. and Wells Fargo Bank, N.A., as co-syndication agents, and BofA Securities, Inc., JPMorgan Chase Bank, N.A. and Wells Fargo Securities, LLC, as joint book runners and lead arrangers at base rate plus a range of 0.000% to 0.425% per annum, depending on Hyatt's debt maturing third anniversary of the date that the loans thereunder are funded.","evidence_excerpt":"On June 11, 2025, Hyatt borrowed $1.7 billion of DDTL Loans under the Delayed Draw Term Loan Facility to finance the acquisition of Playa, repay certain indebtedness of Playa and its subsidiaries in connection with such acquisition and to pay related fees and expenses.","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/1692412/000110465925060328/0001104659-25-060328-index.htm","confidence":0.9,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"term loan"},{"label":"Principal","value":"$1.7 billion"},{"label":"Counterparty","value":"Bank of America, N.A., as administrative agent, JPMorgan Chase Bank, N.A. and Wells Fargo Bank, N.A., as co-syndication agents, and BofA Securities, Inc., JPMorgan Chase Bank, N.A. and Wells Fargo Securities, LLC, as joint book runners and lead arrangers"},{"label":"Rate","value":"base rate plus a range of 0.000% to 0.425% per annum, depending on Hyatt's debt"},{"label":"Maturity","value":"third anniversary of the date that the loans thereunder are funded"},{"label":"Event","value":"incurrence"}],"fact_type":"debt_financing"},{"claim_id":"216bf7326b","claim":"Felicity Black-Roberts was appointed as Director at Playa Hotels & Resorts N.V..","evidence_excerpt":"Noah Hoppe, James Franque and Felicity Black-Roberts were appointed as directors of Playa","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1692412/000110465925060328/0001104659-25-060328-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"34a3eacaad","claim":"Bruce D. Wardinski departed as other_named_officer at Playa Hotels & Resorts N.V..","evidence_excerpt":"Bruce D. Wardinski, Ryan Hymel and Tracy M.J. Colden each ceased to be executive officers of the Company.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1692412/000110465925060328/0001104659-25-060328-index.htm","confidence":0.8,"family_label":"Executive change","details":[{"label":"Action","value":"ceased to be executive officer"}],"fact_type":"executive_change"},{"claim_id":"859a5ec97e","claim":"Tracy M.J. Colden departed as other_named_officer at Playa Hotels & Resorts N.V..","evidence_excerpt":"Bruce D. Wardinski, Ryan Hymel and Tracy M.J. Colden each ceased to be executive officers of the Company.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1692412/000110465925060328/0001104659-25-060328-index.htm","confidence":0.8,"family_label":"Executive change","details":[{"label":"Action","value":"ceased to be executive officer"}],"fact_type":"executive_change"},{"claim_id":"923611e33f","claim":"Ryan Hymel departed as other_named_officer at Playa Hotels & Resorts N.V..","evidence_excerpt":"Bruce D. Wardinski, Ryan Hymel and Tracy M.J. Colden each ceased to be executive officers of the Company.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1692412/000110465925060328/0001104659-25-060328-index.htm","confidence":0.8,"family_label":"Executive change","details":[{"label":"Action","value":"ceased to be executive officer"}],"fact_type":"executive_change"},{"claim_id":"c62443d878","claim":"James Franque was appointed as Director at Playa Hotels & Resorts N.V..","evidence_excerpt":"Noah Hoppe, James Franque and Felicity Black-Roberts were appointed as directors of Playa","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1692412/000110465925060328/0001104659-25-060328-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"feca2be92e","claim":"Noah Hoppe was appointed as Director at Playa Hotels & Resorts N.V..","evidence_excerpt":"Noah Hoppe, James Franque and Felicity Black-Roberts were appointed as directors of Playa","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1692412/000110465925060328/0001104659-25-060328-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"c50a8bd329c9430a172b018fc25c804783742458","claim":"Playa Hotels & Resorts N.V. underwent a change of control involving Hyatt Hotels Corporation for $13.50 per Share payable in cash (closed 2025-06-11).","evidence_excerpt":"the Purchase Agreement dated May 16, 2025, to purchase all of the issued and outstanding ordinary shares, par value €0.10 per share, of Playa (“ Shares ”) at a purchase price of $13.50 per Share payable in cash (the “ Offer Consideration ”), less applicable withholding taxes and without interest, upon the terms and subject to the conditions set forth in the","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1692412/000110465925060328/0001104659-25-060328-index.htm","confidence":0.99,"family_label":"M&A Transactions","details":[{"label":"Action","value":"change of control"},{"label":"Counterparty","value":"Hyatt Hotels Corporation"},{"label":"Consideration","value":"$13.50 per Share payable in cash"},{"label":"Closing","value":"2025-06-11"}],"fact_type":"ma_transaction"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}