Accor Sa · EURONEXT:AC
Accor Sa — AccorHotels — Shareholder Meeting (July 2016)
40 slides from Accor Sa's shareholder meeting presentation, Jul 12, 2016
Slide 1: Combined Shareholders' Meeting
Combined Shareholders’ Meeting July 12, 2016 ACCORHOTELS | FRHI Acquisition
Slide 2: Sébastien Bazin, Chairman and CEO
Sébastien Bazin CHAIRMAN AND CEO ACCORHOTELS ACCORHOTELS || FRHI Acquisition Combined Shareholders’ Meeting July 12, 2016
Slide 3: François Pinon, Group General Counsel
François Pinon GROUP GENERAL COUNSEL & BOARD SECRETARY ACCORHOTELS ACCORHOTELS || FRHI Acquisition Combined Shareholders’ Meeting December 7, July 201512, | 2016
Slide 4: Acquisition of Fairmont Raffles Hotels International
1 2 Acquisition of Fairmont Raffles Hotels International ACCORHOTELS ACCORHOTELS || FRHI Acquisition Combined Shareholders’ Meeting December 7, July 201512, | 2016
Slide 5: A strategic deal
A strategic deal CREATING A WORLDWIDE LEADER IN THE LUXURY SEGMENT Strengthen our presence and expertise in Build a new global brand architecture to address the Luxury segment with strong, iconic brands strong market growth potential Increase share of contribution from the Luxury Enhance the
Slide 6: A global leader in Luxury Hospitality
A global leader in Luxury Hospitality A legacy spanning 128 years Established 108 years ago Capitalizing on the “Swiss” reputation Pioneer in worldly Strong footprint and brand awareness For quality, design, elegance & hospitality in North America hospitality and safety 12 hotels - 2,000 rooms 71 ho
Slide 7: Exceptional properties
Exceptional properties The Savoy Hotel, London Raffles Hotel, Singapore Le Royal Monceau, Paris The Plaza Hotel, New York Swissotel The Stamford, Singapore ACCORHOTELS | Combined Shareholders’ Meeting July 12, 2016| 7
Slide 8: Strong presence
Strong presence IN NORTH AMERICA & IN GATEWAY CITIES WORLDWIDE 114 HOTELS - 42,000 ROOMS Edmonton Moscow Whistler Montebello Tallin Calgary Amsterdam Vancouver (4h) Winnipeg (2h) Quebec St Andrews Hamburg Warsaw Berlin Kiev Seattle London Ottawa Montréal Geneva (2h) Paris Zurich Sofia Sochi Sonoma T
Slide 9: Highly complementary brand portfolio
Highly complementary brand portfolio 114 hotels 12 hotels 70 hotels 32 hotels 356 hotels 5 hotels 3 hotels 103 hotels 77 hotels 99 hotels 69 hotels 5 hotels 66 hotels 104 hotels 175 hotels under development under development under development under development 22 hotels 320 hotels 303 hotels 645 hot
Slide 10: Impact of FRHI's integration on hotel base and fees
Impact of FRHI’s integration on hotel base and franchise and management fees Number of rooms by segment(1) FranchiseRépartition and management fees by segment des redevances (2) (2) 16% 22% 19% 35% 84% 78% 81% 65% Avant FRHI Before FRHI Avec FHRI After FRHI Avant FRHI Before FRHI Avec FHRI After FRH
Slide 11: FRHI integration timeline
FRHI integration timeline July 12 close MARCH APRIL MAY JUNE JULY POST-CLOSE Develop combined Validate synergy targets “bottom up” cost baseline Set VALUE synergy Execute synergy plan targets Identify value Develop synergy realization levers plans Develop future state & Plan team Develop employee ba
Slide 12: Sequence for a successful integration
Sequence for a successful integration 180 days before closing: Initial contacts between both Groups - listening, transparency & confidence Implementation of « Commando » integration teams at both AccorHotels & FRHI Identification priorities with a detailed and sequenced calendar 90 days before
Slide 13: Key terms of the transaction
Key terms of the transaction 68% of the acquisition paid in new Accor Shares 1,718,134 FRHI shares (including 1,071,610 class A shares, 323,262 class C shares and 323,262 class D(1) shares) held by QIA, KHC and OMERS, equivalent to approximately 68% of FRHI’s share capital In exchange for 46,700
Slide 14: Changes in share capital
Changes in share capital SHARE CAPITAL AFTER SHARE CAPITAL COMPLETION OF THE PROPOSED AT MARCH 31, 2016 ACQUISITION(1) (1) Indicative Percentages, subject to approval of the transaction by the AGM ACCORHOTELS | Combined Shareholders’ Meeting July 12, 2016 | 14
Slide 15: A world-leading powerful Hospitality player
LEADING EUROPEAN UNDISPUTED LEADER IN INNOVATIVE & A NEW LEADER IN THE HOTEL OWNER & ECONOMY & MIDSCALE AMBITIOUS DIGITAL LUXURY SEGMENT INVESTOR THROUGH OUTSIDE THE USA STRATEGY HOTELINVEST A world-leading powerful Hospitality player constantly addressing the evolution of its clients and partners A
Slide 16: Independent Appraisers' Report
Didier Kling & Jacques Potdevin INDEPENDENT APPRAISERS’ REPORT ACCORHOTELS ACCORHOTELS || FRHI Acquisition Combined Shareholders' Meeting December 7, July 201512, | 2016
Slide 17: Q&A session
Q&A session Acquisition of Fairmont Raffles Hotels International ACCORHOTELS ACCORHOTELS || FRHI Acquisition Combined Shareholders' Meeting December 7, July 201512, | 2016
Slide 18: Voting on First resolution
Voting on First resolution ACCORHOTELS ACCORHOTELS || FRHI Acquisition Combined Shareholders' Meeting December 7, July 201512, | 2016
Slide 19: First resolution
First resolution Approval of the contribution of 1,718,134 FRHI shares to the Company, its valuation and consideration ACCORHOTELS | Combined Shareholders' Meeting July 12, 2016 | 19
Slide 20: Changes to the Board of Directors
2 2 Changes to the Board of Directors ACCORHOTELS ACCORHOTELS || FRHI Acquisition Combined Shareholders' Meeting December 7, July 201512, | 2016
Slide 21: Proposed appointment: Ali Bouzarif
Proposed appointment Ali Bouzarif (non-independent Director representing QIA) Graduate of Solvay Business School and member of the CFA Institute Head of Investment Execution at QIA, responsible for overseeing more than 50 transactions globally for total consideration of over $80 billion. QIA Associa
Slide 22: Proposed appointment: Aziz Aluthman Fakhroo
Proposed appointment Aziz Aluthman Fakhroo (non-independent Director representing QIA) Graduate of Paris ESLSCA Business School. Director of Public Budget Department in Qatar’s Ministry of Finance since March 2015. Formerly Director of Public Investment Management Department within same Ministry bet
Slide 23: Proposed appointment: Sarmad Zok
Proposed appointment Sarmad Zok (non-independent Director representing KHC) Holds a Bachelor of Science in Hotel Management and a Master of Arts in Property Valuation and Law from City University Business School (UK). Executive Board Director of Kingdom Holding Company since 2010, responsible for ma
Slide 24: Proposed appointment: Jiang Qiong Er
Proposed appointment Jiang Qiong Er (Independent Director) Graduate of the Tongji University design school (China). Also studied interior architecture and furniture design at the École Nationale Supérieure des Arts Décoratifs in Paris. Founder of several design companies and of the Chinese subsidiar
Slide 25: Proposed appointment: Isabelle Simon
Proposed appointment Isabelle Simon (Independent Director) Graduate of Sciences Po Paris, HEC and Harvard Law School (LL.M.). She holds a DEA postgraduate diploma in English and North American business law from Paris I Panthéon-Sorbonne and a DESS postgraduate diploma in International Taxation from
Slide 26: Proposed appointment: Natacha Valla
Proposed appointment Natacha Valla (Independent Director) Holds a PhD in Economics awarded by the European University Institute of Florence (Italy). In charge of economic policy and strategy at the European Investment Bank (EIB) since December 2015. Formerly Deputy Director of CEPII, a French think
Slide 27: Composition of the Board after the Shareholders' Meeting
Composition of the Board after the Shareholders’ Meeting Number of Directors: 17 Independent: 9 Non-independent: 6 Representing employees: 2(1) Percentage of Independent Directors: 60% Percentage of women: 40% (1) After appointment of the 2nd Director representing the employees ACCORHOTELS | Combine
Slide 28: Directors' fees
Directors’ fees Total budget proposed for directors’ fees: €1,120,000 To be allocated among 17 directors (Unchanged since 2011: €575,000 allocated among 12 directors)
Slide 29: Q&A session: Governance
Q&A session Governance ACCORHOTELS ACCORHOTELS || FRHI Acquisition Combined Shareholders' Meeting December 7, July 201512, | 2016
Slide 30: Voting on resolutions
3 2 Voting on resolutions ACCORHOTELS ACCORHOTELS || FRHI Acquisition Combined Shareholders' Meeting December 7, July 201512, | 2016
Slide 31: Second resolution
Second resolution Increase of the Company's capital following the contribution of 1,718,134 FRHI shares to the Company ACCORHOTELS | Combined Shareholders' Meeting July 12, 2016 | 31
Slide 32: Third resolution
Third resolution Powers to carry out formalities ACCORHOTELS | Combined Shareholders' Meeting July 12, 2016 | 32
Slide 33: Fourth resolution
Fourth resolution Appointment of Ali Bouzarif as Director ACCORHOTELS | Combined Shareholders' Meeting July 12, 2016 | 33
Slide 34: Fifth resolution
Fifth resolution Appointment of Aziz Aluthman Fakhroo as Director ACCORHOTELS | Combined Shareholders' Meeting July 12, 2016 | 34
Slide 35: Sixth resolution
Sixth resolution Appointment of Sarmad Zok as Director ACCORHOTELS | Combined Shareholders' Meeting July 12, 2016 | 35
Slide 36: Seventh resolution
Seventh resolution Appointment of Jiang Qiong Er as Director ACCORHOTELS | Combined Shareholders' Meeting July 12, 2016 | 36
Slide 37: Eighth resolution
Eighth resolution Appointment of Isabelle Simon as Director ACCORHOTELS | Combined Shareholders' Meeting July 12, 2016 | 37
Slide 38: Ninth resolution
Ninth resolution Appointment of Natacha Valla as Director ACCORHOTELS | Combined Shareholders' Meeting July 12, 2016 | 38
Slide 39: Tenth resolution
Tenth resolution Approval of director's fees ACCORHOTELS | Combined Shareholders' Meeting July 12, 2016 | 39
Slide 40: AccorHotels | FRHI Acquisition
ACCORHOTELS | FRHI Acquisition December 7, 2015 |