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Press release from Marketwire

Royal Host Inc. Announces Loan Repayment and Loan Refinancing

Monday, March 04, 2013

Royal Host Inc. Announces Loan Repayment and Loan Refinancing09:01 EST Monday, March 04, 2013HALIFAX, NOVA SCOTIA--(Marketwire - March 4, 2013) - Royal Host Inc. ("Royal Host" or the "Company") (TSX:RYL) (TSX:RYL.DB.B) (TSX:RYL.DB.C) (TSX:RYL.DB.D) announced today that it had repaid a $1.7 million loan due to mature on April 1, 2013 with funds drawn from its credit facility. The property that was security for this loan is now unencumbered.The Company also refinanced a separate $2.6 million secured loan, with a new $2.75 million loan (the "New Loan"). This original loan also had an April 1st maturity date. The New Loan was funded by the Clarke Inc. Master Trust, an entity related to Clarke Inc. ("Clarke"), the Company's 30% shareholder.The two loans maturing on April 1st were the Company's only 2013 maturities with the next maturity being the Company's 5.9% Series D convertible debentures which are due on June 30, 2014.The New Loan carries a five year term, a twenty year amortization and an interest rate of 8.0% per annum. The New Loan can be repaid by the Company at any time without penalty. Royal Host paid a fee of 1.25% to the Clarke Inc. Master Trust in connection with the financing.Additional terms of the New Loan are substantially as set out in the term sheet which will be filed on the SEDAR website at www.sedar.com.The New Loan constitutes a "related party transaction" under MI 61-101 as Clarke is a related party of Royal Host because Clarke owns more than 10% of the issued and outstanding common shares of the Company. Clarke also has representatives (Blair Cook and George Armoyan) on the Company's Board of Directors. Geosam, a private investment company, has publicly announced that, pursuant to the Securities Act (Ontario), it is presumed to be acting jointly or in concert with Clarke and family members of George Armoyan, President of Geosam, with whom he resides.The Company determined that exemptions from the formal valuation and minority approval requirements available under MI 61-101 apply to the New Loan, as neither the fair market value of the subject matter of, nor the fair market value of the consideration for, the New Loan exceeds 25% of the Company's market capitalization as of the date of the provision of the New Loan. Further, this transaction is not connected to any other transaction the Company has completed or may be contemplating with Clarke. The Directors of the Company had previously approved the New Loan by unanimous resolution following a meeting where the matter was discussed. George Armoyan, President and CEO of Clarke, and Blair Cook, a Director of Clarke, both abstained from voting.About Royal Host Inc.Royal Host is a diversified hospitality company that delivers shareholder value through hotel investment, management and franchising. The Company's hotels, which contain approximately 2,885 rooms, are located in five Provinces and Territories across Canada. Nineteen of the Company's hotels operate under internationally recognized brands such as Travelodge®, Super 8®, Holiday Inn®, Hilton® and Ramada®. 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.Royal Host's common shares and convertible debentures are traded on the Toronto Stock Exchange under the trading symbols "RYL", "RYL.DB.D", "RYL.DB.B" and "RYL.DB.C" respectively.This press release contains certain forward-looking statements relating, but not limited to, Royal Host's operations, anticipated financial performance, business prospects, and strategies. Forward-looking information typically contains statements with words such as "anticipate", "believe", "expect", "plan", or similar words suggesting future outcomes. Such forward-looking statements are subject to risks, uncertainties, and other factors, which could cause actual results to differ materially from future results expressed, projected, or implied by such forward-looking statements. Such factors include, but are not limited to, economic, competitive, and lodging industry conditions. Royal Host disclaims any responsibility to update any such forward-looking statements except as required by Law.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: Contact Information: Royal Host Inc.Michael McFetersCFO(902) 470 4500investorinfo@royalhost.comwww.royalhost.com