Regulatory News:
Pierre & Vacances-Center Parcs (Paris:VAC) and HNA Tourism
Groups have signed the strategic partnership agreements that follow
the signature of the non-binding Memorandum of Understanding on
July 2nd, 2015 in Toulouse (France).
These agreements are twofold: firstly, development of Pierre
& Vacances-Center Parcs concepts in China and secondly, equity
investment from HNA Tourism Group into Pierre et Vacances S.A.
capital.
The implementation of these agreements remains subject to the
customary approvals by the French and Chinese authorities.
1. Development in China
Both groups aim at developing a leading platform in China for
the design and operation of a new type of tourism destinations
inspired by the Center Parcs and Pierre & Vacances
concepts.
These kinds of tourism match the rising demand of Chinese
families for a tourism offer combining proximity of large cities,
short stays, outdoor experience breaking with urban life and
several leisure and sports activities for grown-up and children.
They will gather innovative accommodation and leisure facilities,
while valuing culture and local heritage.
The national and international environmental certifications will
be implemented and will cover both construction and
exploitation.
The market analysis and studies conducted over the last months
point out tourism developments potential like Center Parcs in China
higher than the one in whole Europe.
Projects with the most advanced preliminary study are located
close to large cities of Shanghai, Beijing, Chengdu and Fuzhou.
In addition, based on Avoriaz resort standards (recognized as a
pioneer in sustainable mountain development), both Groups will take
part in the development of mountain resorts in China, in view of
the 2022 Winter Olympic Games in Beijing and considering the
increasing appetite for holidays in mountain among Chinese people.
First sites have already been selected according to their location,
environmental quality and their respective capacities in terms of
constructability and ski resorts.
These projects will be implemented within a Joint-Venture 60%
owned by HNA Tourism Group and 40% by Pierre & Vacances-Center
Parcs that will be incorporated by the end of 2015.
This Joint-Venture will support the real estate and tourism
services provided on behalf of investors from each project. It will
be granted exclusivity to develop concepts inspired by Center Parcs
in China.
In return, HNA Tourism Group commits to mobilize funding for the
five first projects over the next three years, for a total
investment value estimated at 1 billion euros. Beyond these
projects, two projects per year are expected to be developed and
funded by various institutional investors.
HNA Tourism Group will also actively support the Joint-Venture
regarding property development and procedures for administrative
authorizations.
Pierre & Vacances-Center Parcs Group will contribute to the
Joint-Venture its expertise in property development and tourism by
leading:
- architectural and landscaping planning
and conception as well as design of each project,
- the sale of properties to
individuals,
- tourism activity management -
distribution and operation - of realized projects.
Additionally, HNA Tourism Group - through its travel agency
subsidiary HNA CAISSA Travel Group - will foster the tourism
activity distribution for European destinations of Pierre &
Vacances and Center Parcs towards Chinese clients.
2. Capital partnership
In order to strengthen this strategic partnership, agreements
between both Groups plan an equity investment of HNA Tourism Group
into Pierre et Vacances S.A. (PVSA), the listed holding of Pierre
& Vacances-Center Parcs Group.
HNA Tourism Group will subscribe to a reserved capital increase
representing 10.00% of PVSA capital post transaction at a price of
€25.18 per share, which corresponds to a 3% premium on the 20
trading day volume weighted average price as at November 6th, 2015.
Following this capital increase, SITI (holding controlled by Mr.
Gérard BREMOND) will hold 39.83% of PVSA capital and 57.99% of
voting rights.
As part of this partnership, SITI and HNA Tourism Group signed a
shareholders’ agreement pursuant to which they act as concerted
parties that notably plans:
- HNA Tourism Group to commit to a
lock-up and standstill clauses,
- HNA Tourism Group to have two
representatives at PVSA board of directors,
- SITI to maintain its majority
representation at PVSA board of directors.
The detailed terms and conditions of this shareholders’
agreement will be disclosed to the public according to French law
requirements.
In this context, SITI and HNA Tourism Group have requested and
obtained from French regulator Autorité des Marchés Financiers an
exemption to the obligation to fill a public tender offer on PVSA
shares. This exemption will be disclosed as per applicable law
requirements.
The completion of the reserved capital increase remains subject
to customary conditions (including the approval of the share
capital increase and the election of members proposed by HNA
Tourism Group by a general assembly of PVSA shareholders that
should be the general assembly for the PVCP’s annual accounts
approval for the year ending September 2015 that will occur in the
first quarter of 2016).
Following the signing, Mr. Gérard BREMOND, Chairman and Chief
Executive of Pierre & Vacances-Center Parcs Group, said: “This
partnership creates the opportunity for Pierre &
Vacances-Center Parcs Group to achieve its ambition of developing a
proximity, responsible and sustainable tourism offer beyond
European territories, and exporting its business model towards the
leading real estate and tourism market in the world. We are
convinced that the experience of HNA Tourism Group on the Asian
market and its recognized expertise in the tourism sector will be
major assets to accelerate and amplify the Group development
internationally.”
Mr. Zhang Ling, member of the Board of HNA Group and Chairman of
HNA Tourism Group, said: “For three consecutive years, China has
held its position as the world’s largest outbound tourism market;
yet the enormous potential of its domestic travel market remains
underdeveloped. The near future will uncover opportunities for
high-end tourism and world class brands. Following with this trend,
our relationship has a very promising future and strategic meaning.
This long term partnership between HNA Group, a Global Fortune 500
company; HNA Tourism, China’s sixth largest tourism group; and
PVCP, Europe’s leading tourism and real estate company, will
transform the layout of the tourism sector in China and across
Asia.”
About HNA Tourism Group Co.,
Ltd.
Founded in Beijing in March 2007, HNA Tourism Group is
one of three strategic industrial conglomerates of HNA Group,
specialized in tourism assets management, it owns and operates one
of the most extensive and advanced industrial chains in the region
comprising airlines, hotels, travel operators, finance and internet
among other tourism businesses.
As for 2014, HNA Tourism had total assets valued at about 17
billion of euros and an annual turnover of more than 5 billion of
euros. Positioned as the 6th largest tourism group in China, It has
full ownership and majority stakes in more than 20 quality brands
such as Capital Airlines, Deer Jet, Caissa Touristic, Tangla
Hotels, etc. delivering unmatched travel experiences to more than
30 million customers each year across Asia-Pacific, the Americas,
Europe and Africa.
About Pierre & Vacances-Center
Parcs Group
The Pierre & Vacances-Center Parcs Group develops and
manages innovative and environmentally friendly leisure and holiday
concepts in order to offer the most attractive seaside, mountain,
country and city destinations in Europe.
Created in 1967 by Mr. Gérard BREMOND, the Pierre &
Vacances-Center Parcs Group is the European leader in local
tourism.
With its complementary brands – Pierre & Vacances, Maeva,
Center Parcs, Sunparks and Aparthotels Adagio – Pierre &
Vacances-Center Parcs welcomes 7.5 million clients to its tourism
network of almost 50,000 apartments and homes, located in 300 sites
around Europe.
The Group's holding company, Pierre et Vacances SA, is listed on
the Paris stock market on the NYSE Euronext Paris index.
View source
version on businesswire.com: http://www.businesswire.com/news/home/20151108005059/en/
Pierre & Vacances-Center Parcs Group:Press
RelationsValérie Lauthier, +33 (0)
1 58 21 54 61Valerie.lauthier@fr.groupepvcp.comorInvestor
Relations and Strategic OperationsEmeline Lauté, +33 (0) 1 58
21 54 76infofin@fr.groupepvcp.comorHNA Tourism
Group:hna_tourism_pr@hnair.com
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