At the end of the various transactions that will take place between March and June 2021, Certares will invest in Avantage by subscribing to a issue of Convertible Bonds supported by Crédit Mutuel Equity and Bpifrance for a total amount of € 40 million.
At the same time, the Company will carry out a first issue of convertible bonds reserved for Certares, Crédit Mutuel Equity and Bpifrance for an amount of € 75 million (the “Reserved Bonds”).
In a second step, the Company will proceed with a second issue of convertible bonds, with maintenance of the preferential subscription right, during the month of June 2021, for an amount of approximately € 55 million, the company Avantage committing to subscribe up to € 40 million invested by Certares, Crédit Mutuel Equity and Bpifrance in Advantage (the “Bonds”).
With regard to the double issue of convertible bonds of the Company for a total envisaged amount of € 130 million (the “Bond Issues”), the Protocol provides for subscription commitments of up to € 115 million.
Finally, Certares, Crédit Mutuel Equity, Bpifrance and Nov Tourisme will acquire Avantage shares from the Founders and historical investors (BNP Paribas Développement and a fund managed by Montefiore Investment).
Avantage will retain control with 69.25% of the capital and 80.53% of the voting rights
At the end of these operations, the Founders of the Company will retain control of Avantage by holding 72.19% of its voting rights and 35.13% of its capital, being reminded that the Founders previously held 55.82% of the share capital and voting rights.
In addition, Avantage will retain control of the Company, holding 69.25% of the capital and 80.53% of the voting rights of the Company on an undiluted basis. and 56.73% of the capital and 69.81% of the voting rights of the Company on a fully diluted basis.
All of these transactions will be carried out at a price per share of the Company of € 85.00, either directly in the case of issues carried out by the Company, or by transparency in the case of transactions carried out by the company Avantage.
This price represents a premium of 0.3% compared to the volume-weighted average of the Voyageurs du Monde share over the 20 days preceding March 8, 2021, the last trading day preceding this press release, and a premium of 0, 5% of the volume weighted average of the 60 days preceding that date.
This price is identical to the price by transparency of the entry of Bpifrance into the capital of Avantage in July 2020.
“… accelerate our international expansion plans.”
In a context marked by the health crisis which has significant economic consequences on its activity, the Company is strengthening its investment capacities through these operations and confirms its ambition to develop outside of France, in particular through external growth and in its two main businesses, Custom Travel and Adventure Travel.
Jean-François Rial (CEO of Voyageurs du Monde) declares “This fundraising will further strengthen our financial position, allowing us to accelerate our international expansion plans.
We believe that despite the pandemic, our Group has significant potential to provide expertise and a wide range of original services in tailor-made travel and adventure to new customers around the world.
Our current shareholders (Crédit Mutuel Equity and BPI France) confirm their full support and renew their confidence in us as part of this process.
We are also very happy to welcome Certares and Nov Tourisme as partners; their expertise in the travel sector as well as their international relations will bring us substantial advantages in the execution of our objectives ”
For his part, Laurent Abitbol (Marietton Group), also welcomed the operation. “I welcome Voyageurs du Monde to the Certares family, a family that goes to all possible poles of tourism in the world.
Certares now has two major groups in France. I am very proud to have as “cousins” my friends who are leaders of Voyageurs du Monde “ reacted Laurent Abitbol, Chairman of the Marietton group of which Certares is also a shareholder.
Founded in 2012, Certares focuses on direct investments in proprietary transactions, drawing on in-depth industry experience in the travel and hospitality sectors, and relying on a strong partnership with management teams to stimulate growth.
Certares brings together a team with decades of operational and investment experience in the private equity, travel, tourism, hospitality and travel related business and personal services industries. .
Created at the initiative of the French Insurance Federation and the Caisse des Dépôts, Nov Tourisme is a Specialized Professional Fund managed by Montefiore Investment endowed with € 173M.
Its purpose is to invest in minority development capital in French SMEs in the tourism and leisure sectors through tickets of 5 to 15M €. Benefiting from the Relance Label and the know-how of a dedicated Montefiore Investment team, Nov Tourisme’s ambition is to support the growth of companies and the success of entrepreneurs, in France and internationally to meet economic and structural challenges. sector and amplify their rebound.