Thomas Cook buys 100% of Biblio-Globus with payments under the scheme 10 + 10 + profit up to $ 150 million
The company Thomas Cook Group plc buys 100% of the tour operator Biblio-Globus. Not at all "for a penny" and not even for $ 10 million, as some publications, including the federal media, wrote. The deal was concluded on Friday, March 22.
Negotiations have been going on since August 2018. Information was leaked to the press on March 15 of this year - it was published by the Turkish portal Turizm Guncel. Since no comments were received from the participants in the potential deal, the online travel communities began to express versions of fake news and generally doubt that the purchase was made by Thomas Cook, which is going through difficult financial times.
But the deal is signed. Reporting this, Biblio-Globus sent out two press releases in one letter - its own and Thomas Cook. The first concisely states that as a result of the transaction Thomas Cook receives 100% of Biblio-Globus. But the second release brought a misunderstanding.
It is about "...creating a joint venture with Ionic Invest in order to purchase Biblio-Globus." The Thomas Cook group in this joint venture "will own 30% of the minority share ...". And further: "In accordance with the terms of the agreement, the joint venture owns 100% of Biblio-Globus tour operator...".
So, what does Thomas Cook get - 100% of Biblio or 30% in a joint venture owning Biblio-Globus?
Last weekend we tried to figure the deal out. We managed to get information from the sources closed to the transaction from both sides - the buyer and the seller. They did not want to name their names in the press until the deal is closed. Next is a summary of what was found out.
100% of Biblio-Globus are sold, it is listed in the agreement on the transaction. The transaction is multi-layered, the scheme is complicated, because for its implementation Thomas Cook must get approval from regulatory authorities in at least seven countries. With this fact “preliminary” and evasive language in press releases are connected. While Thomas Cook receives only a share of Biblio-Globus in 30%, but upon termination of all formalities it will become the sole owner of the Russian tour operator.
For the next three years, Biblio-Globus will still be managed by Yulia and Alexander Tugolukovs, they also remain the owners of the main incoming companies.
According to finance. The transaction must be closed a maximum until the end of March. After that, the seller receives the first tranche of $ 10 million. The second - in January 2020, also $ 10 million. In addition, the tour operator remains at the disposal of all profits for three years of management, but not more than $ 150 million, taking into account the two previous tranches. Thus, the amount of the transaction is $ 10 million + $ 10 million + all profits before reaching the amount of $ 150 million.
The $ 3 million that Thomas Cook pays for a 30 percent stake in the joint venture does not have a direct relationship to Biblio-Globus.
One of the main assets of the Biblio-Globus the buyer considers a stable cooperation with Rossia airline, and the position of the tour operator in Sochi.
Recall that the company manages (and continues this activity) the Sochi Park complexes (2,950 rooms) and Gorky Gorod (1,628 hotel rooms and 1,368 apartments). And today there is no reason to assume that the tour operator can lose these resources.
The activity of Biblio-Globus will be in the same composition and in the usual mode on the internal and external destinations. Perhaps there will be more and inbound tourism. Pricing policy of the company will not change. “There’s nothing to change, Biblio-Globus has always worked for profit and has always been profitable,” said our source.
In addition, under the Thomas Cook brand, the possibilities of Biblio on the international market will expand significantly, in particular, in the conditions of sanctions. For example, a company can rely on the attention of large hotel chains and business corporations - up to the conclusion of contracts, including servicing business trips and organizing leisure facilities for employees. In addition, taking into account the interest of both parties to the hotel business and plans for its expansion, it is quite likely that a single structure, that previously existed in Russia, will be recreated, uniting tourist and hotel assets in one hand.
In this case, the current transaction can seriously change the situation on the market. Thomas Cook concentrates assets, and this will provide it a leading position on the Russian market both inbound and outgoing in a strategic partnership with Rossia Airlines.