What was the total purchase consideration for The Standardx's acquisition of Bahia Principe?

According to The Standardx's 2025 Franchise Disclosure Document, the total purchase consideration for the Bahia Principe transaction was $465 million. This figure includes several components: $372 million in cash paid net of cash acquired, $2 million in cash acquired, $58 million representing the fair value of deferred consideration, and $33 million representing the fair value of contingent consideration. The acquisition was completed during the year ended December 31, 2024.

The Standardx entered into a shareholders' agreement with an unrelated third party and acquired 50% of the outstanding shares of Management Hotelero Piñero, S.L., which owns the Bahia Principe brand. The joint venture is a variable interest entity (VIE). The Standardx consolidates the operating results and financial position of this VIE in its condensed consolidated financial statements because it has the power to direct the activities that most significantly affect the economic performance of the VIE.

It's important to note that the initial base consideration for the Bahia Principe transaction was €419 million, including €60 million of deferred consideration payable at future dates. The consideration was subject to customary adjustments related to working capital, cash, and indebtedness. There is also the possibility of additional variable contingent consideration through 2034, primarily related to achieving certain milestones for developing additional hotels to be managed by the joint venture. However, The Standardx states that it is unable to reasonably estimate the maximum potential future consideration related to these milestones.