sale of a bloc of shares of société nouvelle des villages de

SALE OF A BLOC OF SHARES OF
SOCIÉTÉ NOUVELLE DES VILLAGES DE VACANCES
OWNER OF HOTEL RESORT DAR NAOUAR – GAMMARTH
INTERNATIONAL CALL FOR TENDER
OBJECT OF THE TENDER
Banque de Tunisie et des Émirats ("BTE"), majority shareholder
with 87.43% of the share capital of Société Nouvelle des Villages
de Vacances (“SNVV” or the “Company”) owner of the hotel
resort Dar Naouar (“Dar Naouar” or the “Hotel”), acting for its
account and with a group of shareholders (below together called
the “Sellers"), decided to proceed to the transfer of its
participation in the share capital of the Company on international
call for tenders to an investor ( the “Investor”). The block of
shares represents 100 % of the share capital and the voting rights
(the “Block of Shares”).
KEY CONSIDERATIONS
 Founded in 1981, SNVV has for main object to make all the
operations related to the development of the hotel business.
The Company finished the construction of the hotel resort Dar
Naouar and began its exploitation in May, 1986.
 The site of Dar Naouar is surrounded on the north by a
beautiful beach, and by the south by the Gammarth tourist
roadway.
 Dar Naouar is built on a site of a total surface of 15ha05a90ca
on which are built a magnificent holidays village consisted of
426 bungalows distributed on 10 accommodation blocks, an
Olympic swimming pool, a second swimming pool with
toboggan, an aquatic park and bar, a restaurant, a fitness
center, a snack bar, a reception area, a bar and a lounge bar,
Trade and entertainment locals, technical and services
departments. Buildings comprising Dar Naouar are built on an
area of about 3 hectares.
 The Hotel is at present managed by COSMOTEL by a
leasemanagement contract signed in January 1997 expiring on
31 of December, 2015.
ELIGIBILITY CRITERIA
The Investor will necessarily be a candidate acting alone or in a
consortium (the "Consortium") led by a Tunisian or a foreign
candidate, which may include several investors.
BTE reserves the right at any time in the process, not to retain
one or more investors to participate in the process of selling the
Block of Shares in case of non-compliance by the concerned
Investor(s) to relevant regulations or public order rules.
PARTICIPATION IN THE TENDER PROCESS
Investors interested by the participation in the sale of the Bloc of
Shares process will have to:
(i)
submit to Banque d'Affaires de Tunisie ("BAT" or the
"Advisor"), whose contact details are given below, the
presentation sheet (the "Presentation Sheet") completed
in accordance with downloadable template on the website
of BAT.
(ii)
sign the non-disclosure agreement (the "NDA ") according
to the downloadable template on the website of BAT.
(iii)
Pay the non-refundable registration fee of five hundred
(500) Tunisian dinars or two hundred fifty (250) US$ or two
hundred thirty (230) euros.
The registration fees are payable by bank check or by bank transfer
in the order of SNVV in the special account opened in the BTE #
24000000877251230250 ; IBAN : TN5924000000877251230250.
After fulfilling the formalities (i), (ii) and (iii), Investors are invited to
withdraw the tender document (the "Tender Document") including, in
particular, (i) the tender rules, (ii) the information memorandum
including (a) a brief presentation of Tunisia, (b) a presentation of the
Tunisian tourism sector, and (c) a Company presentation.
WITHDRAW OF THE TENDER DOCUMENT
Registered Investors are invited to withdraw the Tender Document
from May 4th, 2015 during office hours at the following address:
Banque d’Affaires de Tunisie
10 bis, Rue Mahmoud El Materi,
Mutuelleville, 1002 Tunis, Tunisie
DUE DILIGENCE
After withdrawal of Tender Document, registered Investors will have
at their disposal the Data Room rules, and will have the opportunity to
conduct due diligence works within the framework of a virtual Data
Room which will be available from May, 5th, 2015 according to a
calendar and specific regulation (Data Room rules and list of
available documents).
The closing of the transaction is planned for September 2015.
Contact and information:
BAT was retained as exclusive advisor of BTE in the realization of the sale process. Any request of information, NDA, Presentation
Sheet and Tender Document must be sent to:
Att.: M. Thameur CHAGOUR / M. Tarek MANSOUR
10 bis, Rue Mahmoud El Materi, Mutuelleville, 1002 Tunis, Tunisie
Tel.: +216 71 143 804 / +216 71 143 806
Fax: +216 71 891 678
Emails: [email protected] / [email protected]
Website : www.bat.com.tn