On what date did Caption By Hyatt close the Bahia Principe Transaction?
Caption_By_Hyatt Franchise · 2025 FDDAnswer from 2025 FDD Document
Three in the fair value hierarchy, are estimated using discounted future cash flow models. The principal inputs used are projected future cash flows and the discount rate, which is generally the effective interest rate of the loan.
7. ACQUISITIONS AND DISPOSITIONS
Acquisitions
Bahia Principe—During the year ended December 31, 2024, we completed the Bahia Principe Transaction (see Note 4) for €419 million of base consideration, subject to customary adjustments related to working capital, cash, and indebtedness, and including €60 million of deferred consideration payable at future dates. We may pay additional variable contingent consideration through 2034 primarily related to the achievement of certain milestones for the development of additional hotels to be managed by the joint venture. The contingent consideration is payable at each hotel opening and is based on a multiple of stabilized base and incentive management fee revenues, and therefore, we are unable to reasonably estimate our maximum potential future consideration.
We closed on the transaction on December 27, 2024, paid cash of €359 million (approximately $374 million) and accounted for the transaction as a business combination as we are the primary beneficiary of the VIE (see Note 4). Upon acquisition, we recorded a $58 million deferred consideration liability at fair value, of which $20 million is recorded in accrued expenses and other current liabilities and $38 million is recorded in other long-term liabilities on our consolidated balance sheet. The fair value was estimated using a discounted future cash flow model and includes assumptions and judgments regarding the discount rate, which is primarily a Level Three assumption. We also recorded a $33 million contingent consideration liability at fair value in other long-term liabilities on our consolidated balance sheet. The fair value was estimated using a discounted future cash
Source: Item 21 — Financial Statements (FDD pages 84–85)
What This Means (2025 FDD)
According to Caption By Hyatt's 2025 Franchise Disclosure Document, the Bahia Principe Transaction was completed on December 27, 2024. The base consideration for the transaction was €419 million, which is subject to customary adjustments related to working capital, cash, and indebtedness. This amount includes €60 million of deferred consideration payable at future dates.
Caption By Hyatt may also be required to pay additional variable contingent consideration through 2034, depending on the achievement of certain milestones related to the development of additional hotels managed by the joint venture. These contingent payments are based on a multiple of stabilized base and incentive management fee revenues, making it difficult to estimate the maximum potential future consideration.
Upon closing the transaction, Caption By Hyatt paid €359 million in cash, which is approximately $374 million, and accounted for it as a business combination. Additionally, the company recorded a $58 million deferred consideration liability at fair value, with $20 million in accrued expenses and other current liabilities and $38 million in other long-term liabilities. A contingent consideration liability of $33 million at fair value was also recorded in other long-term liabilities.