LVMH Moët Hennessy - Louis Vuitton, Société Européenne (EPA:MC)
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M&A Announcement

Dec 14, 2018

Operator

Ladies and gentlemen, welcome to the LVMH conference call. I will now hand over to Mr. Chris Hollis. Sir, please go ahead.

Chris Hollis
Director of Financial Communications, LVMH

Hello and welcome. I'm Chris Hollis, Director of Financial Communications at LVMH, and I'm with Jean-Jacques Guiony, the CFO of LVMH. We have some brief remarks about the agreement that we reached last night with Belmond and announced in Paris this morning. After these remarks, Jean-Jacques and I will be happy to take your questions. I hope you've had the chance to read the press release, which was issued before the Paris market opened earlier today. The press release includes our safe harbor statement concerning the risks and uncertainties relating to forward-looking information about which you should be aware. It also is reproduced on slide two of the presentation, which is currently on our website, www.lvmh.com, accessible from the homepage, which I will use to guide today's call.

On slide three of the presentation, for those of you who are unfamiliar with Belmond, they are the owners, part owners, or managers of 46 exceptional hospitality offerings in the most inspiring destinations. Established over 40 years ago with the acquisition of the Hotel Cipriani in Venice. They're now present in 24 countries and pride themselves on delivering timeless, one-of-a-kind luxury experiences. As you can see from the chart on this slide, a large portion of the revenue and profits are derived from the high-end hotel business, with a smaller contribution from the trains and cruises. Looking at the revenue breakdown by region for the first nine months of 2018, on slide four, you can see that Belmond has a global footprint for hotels.

Europe is the largest contributor, representing just under half of the revenues, while North America and the rest of the world both represent around 20% of the revenues. The revenues from trains and cruises, they represent around 15%. Belmond's portfolio boasts 33 truly unique assets, patiently acquired over the past 40 years. We've listed on slide five some of the landmark hotels in cities, in rejuvenating sanctuaries, and natural wonders, as well as the heritage palaces around the world. The legendary trains, such as the Venice Simplon-Orient-Express and the Belmond Royal Scotsman, or the exceptional cruises afloat in France or the Road to Mandalay, complete a portfolio. No other luxury hospitality company has such an extensive portfolio of owned, one-of-a-kind assets. On slide six, you have some key figures relating to Belmond. For the nine months to September 2018, there are around 3,100 hotel rooms with a 62% occupancy rate.

The average daily rate, the ADR, and the revenue per available room, the RevPAR, stood at $563 and $347 respectively. To give you an idea of revenue, the 12-month period to the end of September 2018 reached $572 million, and the adjusted EBITDA for the same period reached $140 million or a 24% EBITDA margin. The top chart on the right-hand side of this slide shows that Europe represents a little over half of the EBITDA for the nine months ending September 2018. The bottom chart, which gives a breakdown of the global customers using room nights sold for the year 2017, demonstrates that almost half come from North America. The principal benefits of this agreement are listed on slide seven.

By acquiring a unique set of assets with a globally diverse customer base and a seasoned management team, the acquisition of Belmond enables LVMH to reach a critical mass in the ultimate hospitality world. It is also an ideal complement to the Cheval Blanc Maisons and the Bvlgari Hotel activities. We see plenty of opportunities to increase revenues made with our exposure to unpenetrated clientele in Asia and Middle East, further extend the hotel management agreements, and extract value through yield management. Finally, it's very complementary to LVMH's other activities, as high-quality goods and services are increasingly becoming intertwined. Our intention is to maintain two distinctive brands with Belmond and Cheval Blanc offering distinct experiences. We view Belmond as synonymous with history, heritage, timeless experiences, and unforgettable journeys, while Cheval Blanc is centered around ultimate luxury, service, architecture, and unique gastronomy.

On slide nine, we listed the key financial elements of this transaction. We've reached a definitive agreement to acquire Belmond's Class A shares at a price of $25 per share, which implies an equity value of $2.6 billion and an enterprise value of $3.2 billion. This transaction is subject to the approval of Belmond's shareholders and antitrust clearances. The closing is expected to take place in mid-2019. On slide 10, the impact of this transaction on LVMH's debt profile is limited, and the impact on earnings is broadly neutral. In conclusion, we'd like to highlight three key benefits from this acquisition, a truly unique portfolio of assets, which complement our existing Cheval Blanc Maisons and Bvlgari Hotel activities, and provides LVMH with critical mass in the ultimate hospitality world. Thank you. With that, we'll open the call to take your questions. Gregoire, you can take over.

Operator

Ladies and gentlemen, if you wish to ask a question, please press zero and one on your telephone keypad. We have the first question from Edouard Aubin from Morgan Stanley. Sir, please go ahead.

Edouard Aubin
Analyst, Morgan Stanley

Hi. Good afternoon, Jean-Jacques and Chris. Just two questions for me. The first one is, with this acquisition, you are expanding further in the out-of-home luxury experience segment. Is it because you expect this segment to grow faster over the long term than the personal luxury goods segment? Is it simply because of the lack of interesting targets for sale right now in the luxury goods personal market segment? That's question number one. On question number two, on profitability for Belmond. As you said, the EBITDA margin was 24%. If I'm not mistaken, I think peers in the owned and operated model are closer to 35%. Just trying to understand why the profitability is a bit lower and what's the path to reach potentially this 35% and synergies, and then, by the way, management synergies also potentially. Thank you.

Jean-Jacques Guiony
CFO, LVMH

Thank you, Edouard. Good afternoon. Just before I answer Edouard's question, I would just like to stress that today's call is on the transaction concerning Belmond, and we will not take any questions on the current trading or anything that relates to the LVMH business. On your question on out-of-home experience and why are we willing to develop in this business, it's not really that we lack opportunities on traditional luxury goods and we turn to experiences. We truly believe that there will be one and the other in the future. In other words, the future of luxury will be not only in luxury goods as it's been for many, many years, but also in luxury experiences, and we want to be in both segments. It's as simple as that.

We think the so-called experiential luxury is something that will be important in the future, and it's a great opportunity that we have to participate into that with such high-quality assets as Belmond. On the profitability, well, I am probably less familiar than you are with the peers and the level of profitability they can get. Why not? 35%, why not? It will take a little bit of time. As you know the strategy of Belmond has been implemented by and large by a management that was put in place only a couple of years ago. They still have a lot to do to reach the full potential that they expected to reach. It will take a little bit of time to get there.

As we always do, we never give any guidance, neither on the level of profitability that we could reach or on the timeline we could anticipate. Frankly, it would be a bit presumptuous on our part, not having even closed the transaction to decide on or to have any views on this. As far as synergies are concerned, I think it's not the right word. We are very small in the hospitality business, although we are very proud of what we do with Cheval Blanc. It's a pretty small business compared to Belmond, and it would be again, a bit presumptuous to think that we can extract synergies from two dissimilar businesses, particularly in terms of sizes. That being said, if we cannot talk about synergies, we can talk about complementarities, as Chris stressed in his presentation.

We have a good flavor for this through all the initiatives we have taken with Cheval Blanc and the other brands of the LVMH group. The obvious is obviously the collaboration with Wines & Spirits, but we have done many other things, including using a common customer base, but also using the Cheval Blanc properties as places where we can showcase our other products. Obviously, having access to the exceptional properties of Belmond will certainly help in this respect. I'd rather talk more about complementarities than with synergies.

Edouard Aubin
Analyst, Morgan Stanley

Okay. That's very clear. Thank you.

Operator

Thank you. Next question from Mr. Antoine Belge from HSBC. Sir, please go ahead.

Antoine Belge
Analyst, HSBC

Yes. Hi, good afternoon. It's Antoine Belge at HSBC. Three questions. First of all, could you maybe elaborate a little bit on the history of the group, especially when we look at the financial statements of the last three, four years, the top line growth has been relatively slow and I think the group had stated targets for 2020 in terms of EBITDA, which had been postponed, I think, by one year. I understand that part of that was linked to certain events, but maybe showing that this business is a bit more cyclical than your traditional business. Actually, on that, because you said no synergies, but maybe what the LVMH management team could do better, at least in terms of improving the performance of that business. Second question is a bit more technical.

I think going from the adjusted EBITDA margin, which is quite high, to the net profit, which is a loss. If you could tell us how you see those elements evolving, like depreciation and also the financial charge of the company. Finally, maybe in terms of financing of the deal, what will be primary debt and in your accretion calculation, what interest rates did you take to get to the 0.1%? Thank you.

Jean-Jacques Guiony
CFO, LVMH

Thank you, Antoine, for your three questions. I will probably remind everyone that Belmond is listed. The history of the financial statement is probably known to everyone and probably better to you than it is to us. I'm in a pretty awkward position to answer questions on things that have been already discussed with the stock market many times. I take from your first question, Antoine, that you're actually asking us what we can do to lessen the cyclical nature of the business. To start with, I would like to discuss the cyclical nature of this business. All the luxury assets, not only hospitality, that have a reputation for being cyclical. I don't quite get where it comes from. Most luxury groups are extremely diversified, not only from a product viewpoint, but from a geographic viewpoint, and Belmond is no exception to that.

If you look at the footprint of their hotel base, they are all over the world, in South America, North America, Europe, Asia, Africa. They are really all over the world. When you look at the concept, they have large cities hotel, they have resort hotels, they have business hotels, they have leisure hotels. The portfolio is extremely well-diversified. On top of that, they have experiences which complement exactly what they have with hotels, such as cruises and trains. I think we have a fairly well-diversified portfolio. I'm not saying this portfolio is immune to external events, and it's clear that particularly last year's hurricanes have taken a pretty big toll on the profitability and the revenue growth of this business.

As it is the case with LVMH, the diversification, not only from a product but from a geographic viewpoint, certainly helps reducing the cyclical nature of the business. Your second question on the path from EBITDA to net loss. Obviously, I'm not going to go into details of what we think about future profitability and how it will unfold. We noticed that in percentage of sales, the level of depreciation is pretty high, there is no particular reason why this should increase in the future. As far as financial charges is concerned, we have to take decisions as to how we will fund this business from a currency viewpoint. This review has not been made yet. Neither this review nor the review of how we will fund, again, currency-wise, the acquisition.

We have a little bit of time before we move into funding the acquisition, as you understand from the timetable of the transaction. Anyway, we have a bit of time, and no decisions have been taken. Certainly part of the path from adjusted EBITDA to net loss was impacted by exceptional items such as the drought in South Africa or more importantly, what happened in the Caribbean last year, which hopefully will not reproduce in the near future. I cannot get into more details, but at the very least, you can expect the one-offs not to materialize again. We'll announce the market in due course, how we intend to finance, particularly from a currency viewpoint, this acquisition. Which leads to your last question on accretion of earnings per share.

The view I have taken, but it's purely tentative, is if we fund 50% dollar and 50% euro, that ends up with a number that you've seen on the presentation of today with something like negligible positive impact on earnings per share accretion. I am not saying this is what we will do eventually, but that's a number that we give you for the time being, just to show you that even if we take fairly conservative assumptions as to the currency funding of the acquisition, the impact on earnings per share for LVMH will be negligible.

Antoine Belge
Analyst, HSBC

Okay, thank you. In terms of this tentative calculation, what was the average interest rate you used, if it's possible to disclose it?

Jean-Jacques Guiony
CFO, LVMH

Well, I think, Antoine, you know a little bit the spread on LVMH for both the U.S. dollar and the euro. It's 50/50. You know the level of interest rates in U.S. dollar and euro as well. I know why you're asking the question, because once I give you an interest rate, you will figure out what type of earnings assumption I have taken. Obviously, I will not answer to this, but you can draw your own conclusions.

Antoine Belge
Analyst, HSBC

Thank you.

Operator

Thank you. Next question from John Guy from MainFirst. Go ahead.

John Guy
Analyst, MainFirst

Yes, good afternoon, Jean-Jacques and Chris. Thanks for taking my questions. First question, you mentioned that the deal doesn't materially change your gearing profile going forward. When we think about the view of maintaining a debt range of between, say, $ 2 billion and $ 4 billion going out, given the amount of free cash that you're generating at the moment, can we expect a little bit more momentum now in terms of either M&A activity? Or is it going to be more diversified across special dividends and share buybacks? That's my first question. My second question is around CapEx and OpEx profile changes. Appreciate the size of Belmond relative to the group, but is there anything in particular that we should think about from a funding investment perspective, going forward? And you mentioned also that there were significant growth opportunities. You mentioned Asia.

Given where the sales penetration sits at the moment, what type of growth and how long does it effectively take to really drive significant revenue in this kind of a business category? Thank you.

Jean-Jacques Guiony
CFO, LVMH

Thank you, John. On the global financial balance of the group, you know our numbers. You will probably know more at the end of January or early February when we release our 2018 numbers. We have a significant debt reduction potential even after paying the dividend on a yearly basis. This is why we say that the gearing profile of the group shouldn't be heavily modified by this transaction. Obviously, we have to swallow a $3 billion acquisition, so it's not something that we do every other day. What we mean is that this is a transaction we can absorb fairly easily in a fairly short period of time, and therefore, we don't change the financial profile of the group.

In terms of priorities that we have always said, when the debt reach a level which is close to what we had after the Dior transaction, or we shall have after this transaction, the priority after paying the dividend is usually to pay down debt down to a certain level. Once we get to a level that we think is acceptable, we would return excess cash to the shareholders through share buyback. Nothing new there. I've been saying that many times to the financial community. There is no new point. I would answer first the third question on the Asian opportunities. The comment we made on Asia is not so much that we lack properties in Asia.

It's more than the share of Asian in the client base is lower than it is in many other industries, luxury industries, and there is certainly potential to increase the penetration of the Belmond brand with Asians. In other words, it's not necessarily with the development of properties in Asia, but with Asians, individuals coming to Belmond's properties in Europe or elsewhere. The management, from what I understand, the management of Belmond has been working on that for some time. It's a bit early to see the impact of this policy, but we are mostly talking about marketing development as opposed to capital development in Asia. I have to say that as far as your second question, I missed part of it. You mentioned CapEx and OpEx profile, but I missed what you mean exactly.

John Guy
Analyst, MainFirst

Yeah. No, really just within the context of the group, I appreciate the size of the acquisition here, but just wondering if there's any sort of change in terms of CapEx as a percentage—you know profile going out or any significant sort of OpEx investment that will come through in order to accelerate growth to start with, if there's anything meaningful there.

Jean-Jacques Guiony
CFO, LVMH

No, not really. One of the beauties of Belmond is that this business has already a fairly large number of properties. It is more about optimizing the brand and the properties themselves as opposed to developing the number of them. I'm not saying that if we have the opportunity to add on a few things, particularly hotel management agreements, but anything else, we won't do it. The priority we shall discuss with Belmond's management once we have closed the transaction will be to optimize the brand and the existing properties as opposed to really pouring capital into it to speed up the developments by opening new developments.

John Guy
Analyst, MainFirst

Great. Thank you very much. That's very clear.

Operator

Thank you. Next question from Thomas Chauvet, from Citi. Please go ahead.

Thomas Chauvet
Analyst, Citi

Good afternoon, Jean-Jacques and Chris. I have two question, please. The first one, on the property portfolio, 46 hotels and sites. You've got 27 fully owned, I think eight or nine with sort of 50% JV. There must be quite a lot of property real estate attached to this acquisition. Could you maybe elaborate a little bit on how you felt about that real estate portfolio when you think about the transaction? Does the bulk of the real estate value lies in the Cipriani or are there other gems you think in the portfolio, and do you plan to rationalize any of that kind of asset-heavy business? Secondly, maybe a little bit related to that, do you have any idea of the CapEx plan? You seem to suggest more refurbishment rather than openings. Do you feel the Belmond brand is where you want it to be?

Does it need a bit of a revamp towards maybe higher positioning, higher price points? Is Belmond very far away from Cheval Blanc or even Bvlgari prices? Are you thinking about a big CapEx revamp plan over the next few years on this relatively sizable portfolio?

Jean-Jacques Guiony
CFO, LVMH

Thank you, Thomas, on your fairly comprehensive question. What I would say on this, I'd like to start with by saying that in our view, and that's the strategic review that we have done when reviewing this project, the fact that Belmond owns an extremely large share, and I would say unusually large share compared to peers of their portfolio, is in our view, a very strong competitive advantage. It enables alignment of interest in between landlords and operators, which is not always the case, obviously, when you dissociate the two. In our view, it's a key advantage, competitive advantage going forward with Belmond. They not only operate exceptional properties, but they own them. Don't expect on our side any, I would say, financial reshuffle that would cause us to dispose of the real estate and keep the operations.

As far as luxury hospitality is concerned, we don't think it makes sense. I'm not an expert, obviously, of hospitality, but it's not always true. In other segments of hospitality, the distinction between operation and real estate make much more sense. As far as luxury hospitality, and particularly ultimate luxury hospitality is concerned, I think aligning the real estate and the operations is extremely important. We will not change this. The reason being that this is the very main reason why we were interested in the first place in this operation. You mentioned the Cipriani. It's obviously one of the key assets of Belmond. There are many others, which have also a very high real estate value. Just to mention a few, the [Due Torri], the Copacabana in Brazil, the Charleston in the U.S.

I mean, all these hotels have a very high real estate and operating value, and it has been valued as such in our proposal. Finally, on the CapEx program, although it's very early to discuss that, I think I answered to a large extent this question when discussing John's points previously. We don't intend to make a big capital push into Belmond. Belmond management has a policy of investing in between 3% and 6% of sales year in, year out in their properties to maintain them in tiptop shape. We think it's a very good policy, and we intend to pursue in that direction.

Thomas Chauvet
Analyst, Citi

Thank you.

Operator

Thank you. Next question from Oliver Chen from Cowen & Company. Sir, please go ahead.

Oliver Chen
Analyst, Cowen & Company

Hi, our question was about talent. One question we're receiving from investors is just your core competencies in this discipline, and how you'll think about talent in this, and synergizing talent, as well as preserving a lot of the specialists at Belmond. This is very highly regarded and ranked in terms of hospitality. We also were curious about yield management. You mentioned yield management enabling better RevPAR levels. What are some initial thoughts that you have on your hypothesis on yield management? The final question is just about, Belmond had mentioned big opportunities in brand awareness. What do you think about how you expect to capitalize upon brand awareness, and how these prestigious assets may synergize with your existing brand portfolio in terms of partnerships and awareness? Thank you.

Jean-Jacques Guiony
CFO, LVMH

Thank you, Oliver. On talent, the only thing I would say is that we are not only buying properties, we are also buying a management team. It's extremely important for us, and we have had some contacts during the process with the management team. We will heavily rely on the whole management team to develop the business. I said a few times already in this conversation that we are very convinced with the strategy that has been and is implemented by the management. We don't intend to change it. We think it makes sense. We just think that they probably lacked a little bit of time to develop it and to make it work, and this transaction took place before they could reap the fruits of the efforts they have made. We are extremely truthful in the management team.

Yield management, which is your second question, is an example of that. We discussed with the management at length their plans in terms of yield management, which is something that has been introduced to Belmond only a few years ago. It takes time. I mean, it's not something that increase RevPAR by 20% in six months. It takes a little bit of time, but we are extremely confident, and we think the way they are going is the right direction. Brand awareness is a little bit the same thing. The Belmond brand is emerging, is much better known than it used to be, but it's a fairly new name in the industry. Some investments have been made, some investment will be made, but it's very clear that the recognition of the name is not what it could be, having started to develop it only a few years back.

We will back investments behind the brand, and we will help with our existing products. I mentioned a few initiatives that we have taken with Cheval Blanc that we could easily duplicate with Belmond. We will help through the collaboration of LVMH and Belmond in the same way as we have done it with Cheval Blanc to strengthen or to improve further the quality of the experiences that Belmond offers to its clients.

Oliver Chen
Analyst, Cowen & Company

Do you feel, or do you believe a lot of the core competencies that Belmond brings can be synergized and implemented at the Louis Vuitton brand? As you think about your existing brand portfolio and as we see Generation Z very focused on experiential retail and making sure that physical retail integrates real human service, are there core competencies that you think will be exported to your core brands? Lastly, why now? Just context for why timing made sense and why this was the right opportunity. That's a question we received this morning as well. Thanks.

Jean-Jacques Guiony
CFO, LVMH

Well, on the brand question, I wouldn't view it one way or the other, what LVMH brings to Belmond and what Belmond brings to LVMH. The only thing I would say, at the risk of being a bit arrogant, is that there is one thing we believe in, and we believe we are knowledgeable about, is brands. That's where the success of the LVMH group lies, and we are only as good as the quality of our brands. In this respect, as I said, Belmond is an emerging brand, and we strongly believe that we can continue to develop it and to make it in its own segment as desirable and recognizable as any other brand that we manage within LVMH.

Oliver Chen
Analyst, Cowen & Company

Why now?

Jean-Jacques Guiony
CFO, LVMH

Why now the acquisition? The why now, it's a process. The opportunities arise when they arise. If it had been a year later or a year earlier, we would have looked at it in a different time frame, but we were not master of the timetable there.

Oliver Chen
Analyst, Cowen & Company

Great. That's very helpful. Congratulations.

Jean-Jacques Guiony
CFO, LVMH

Thank you, Oliver.

Operator

Thank you. Next question from Hannah Uttley from Daily Mail.

Hannah Uttley
Analyst, Daily Mail

Hi, sorry. It's Hannah Uttley from the Daily Mail newspaper in the U.K. I was wondering if you could give me a bit more color on how you might cross-sell, introduce some of the LVMH brands into Belmond. Also, will you be keeping the London headquarters for Belmond? If so, will all the staff remain there? Will there be any changes to restructuring?

Jean-Jacques Guiony
CFO, LVMH

Well, on the brands, some obvious examples could be taken from the Wines & Spirits business. It's very clear that there are a lot of cross-fertilization that we can promote in between our Wines & Spirits business and Belmond. Some of the luxury hotels also have boutiques of luxury brands, so that's another fairly obvious avenue. Client events, those Belmond clients or brands clients could be held in each other's location. What else can I mention? There are plenty of collaborations, as I said, that we have done before with Cheval Blanc that could be developed in the same way, maybe not in all the locations of Belmond, but in most of them. I'm not particularly worried as to the quality of the knowhow and experience exchanges that we shall have in between the existing LVMH organization and the newcomer to the group once the transaction closes.

Hannah Uttley
Analyst, Daily Mail

Okay.

Jean-Jacques Guiony
CFO, LVMH

To London.

Hannah Uttley
Analyst, Daily Mail

Yeah, the London headquarters.

Jean-Jacques Guiony
CFO, LVMH

The second question is whether we shall keep the headquarters in London.

Hannah Uttley
Analyst, Daily Mail

Yes.

Jean-Jacques Guiony
CFO, LVMH

Okay. The answer is yes.

Hannah Uttley
Analyst, Daily Mail

Yeah. There'll be no changes to staff levels in London.

Jean-Jacques Guiony
CFO, LVMH

No, there will be no changes.

Hannah Uttley
Analyst, Daily Mail

Brilliant. Thank you.

Jean-Jacques Guiony
CFO, LVMH

Thank you.

Operator

Thank you. Next question from Laura Sloate from Neuberger Berman. Madam, please.

Laura Sloate
Analyst, Neuberger Berman

Thanks a lot for taking my question. I understand that you don't want to comment on how you're going to finance the acquisition, could you just confirm whether you're going to be refinancing the current term loans at the Belmond level?

Jean-Jacques Guiony
CFO, LVMH

No decision has been taken yet. It's not that I don't want to answer, but it's a very technical point, and I don't have all the elements to answer now. It's not something I shall be able to comment as of today.

Laura Sloate
Analyst, Neuberger Berman

Understood. Thank you.

Jean-Jacques Guiony
CFO, LVMH

Thank you.

Operator

Thank you. Next question from [Dean Mark Corbin] from Major Markets. Sir, please.

Speaker 14

Hi. Thank you for taking my question. I actually have two. First is, which antitrust regulators do you expect to notify? Second, when do you expect to begin pre-notification talks?

Jean-Jacques Guiony
CFO, LVMH

As soon as practicable. We have to notify five or six different authorities, including Europe, I mean Brussels, Mexico, Botswana, Brazil, Russia, and there is probably another one. Anyway, we shall start pre-notification as soon as practicable. As you know, in these things, the timetable is not particularly predictable.

Speaker 14

Great. Thank you.

Operator

Thank you. Next question from David Card from Jefferies. Sir, please go ahead.

Speaker 13

Good afternoon, everyone. This is [Quan No] on for David. We just have two questions. First, is there a breakup fee in the agreement? The second part of that question is, are there major steps remaining, besides the traditional approvals and clearances, specifically to the Class B shareholders for Belmond? Then the second question for us is, how much during the due diligence process have you contemplated possibly a soft branding relationship with a larger brand, or did that not come up at all? That's it for us.

Jean-Jacques Guiony
CFO, LVMH

On the breakup fee, I cannot answer. You'll get the proxy when it comes out, and you'll get the answer into that. What were the other questions?

Speaker 13

How much was the due diligence?

Chris Hollis
Director of Financial Communications, LVMH

Could you just repeat the second question?

Speaker 13

Sure. The second part to the first question is, are there any major hurdles specifically related to the Class B shareholders for Belmond?

Jean-Jacques Guiony
CFO, LVMH

No. It's a transaction that is, how can I say? Recommended by the board of directors. It would be surprising that the B shares, which are held by a 100% subsidiary of Belmond, would vote against it. It's not something that I'm too much worried about.

Speaker 13

Understood. The last one is just if you've contemplated a soft branding relationship with a larger brand for the Belmond and Cheval Blanc within the entire portfolio.

Jean-Jacques Guiony
CFO, LVMH

What do you mean by soft branding?

Speaker 13

Did you contemplate the possibility of partnering with a larger global distribution system as part of the due diligence, or it's only captive within your portfolio?

Jean-Jacques Guiony
CFO, LVMH

No. It will be kept within our portfolio.

Speaker 13

Okay. Thank you.

Jean-Jacques Guiony
CFO, LVMH

Thank you.

Operator

Thank you. Next question from Bertrand Vaur from Varenne Capital Partners. Sir, please go ahead.

Bertrand Vaur
Analyst, Varenne Capital Partners

Hi. Congratulations for the deal. Just a quick one on the structure of the deal. Is it structured as a scheme of arrangement in the Bermudian law or more like a classic U.S. merger? What does it mean in terms of threshold for the shareholder vote?

Jean-Jacques Guiony
CFO, LVMH

It's a U.S. merger, and it's 75%.

Bertrand Vaur
Analyst, Varenne Capital Partners

Okay. The dual share class, is there any implication for the dual share class structure of the company?

Jean-Jacques Guiony
CFO, LVMH

No. I mentioned that before, there isn't.

Bertrand Vaur
Analyst, Varenne Capital Partners

Okay. Thank you very much. Congratulations.

Jean-Jacques Guiony
CFO, LVMH

Thank you.

Operator

Thank you. Next question from Omar Saad from Evercore. Sir, please go ahead. Sir, your microphone is open.

Omar Saad
Analyst, Evercore

Thanks for taking my question. Appreciate that. Again, looking at the acquisition history of Belmond and as the franchise has built out these unique properties in its portfolio, is it fair to consider the possibility that one of the rationales is, as part of the LVMH group, maybe you could accelerate the process of building out the portfolio of these unique assets in those categories? Is that something we should be thinking about going forward? Thanks.

Jean-Jacques Guiony
CFO, LVMH

Well, never say never. As I said before, the priority is to develop the brand, to improve the profitability of these exceptional properties, and to nurture collaborations with the other LVMH brands. This being said, I also mentioned that if we have hotel management agreement opportunities, we will obviously look at them. Besides, if we end up having opportunities to enlarge the portfolio of owned assets, why not? We don't say no to any opportunity, but we don't say yes either. It's a question of circumstances, and we shall discuss with the management of Belmond whether it makes sense or not. We have no preconceived ideas as to how we want to develop the business. Very clearly, the short-term focus will be on the branding and on the improvement of existing properties.

Omar Saad
Analyst, Evercore

That's really helpful. Since Belmond is a public company, we have some insight into their financial statements. Is there a financial resource angle to this as well, bringing the group's broad financial stability and strength to bear in those situations? Or is that not something that's constrained Belmond in the past, in your opinion?

Jean-Jacques Guiony
CFO, LVMH

Well, you should ask them. I would say that certainly the fact that the umbrella group will be of LVMH will not hurt them. Should make probably Belmond's life easier.

Omar Saad
Analyst, Evercore

Understood. Thank you very much. Congratulations.

Jean-Jacques Guiony
CFO, LVMH

Thank you.

Operator

Thank you, gentlemen. Back to you for the conclusion, sir.

Jean-Jacques Guiony
CFO, LVMH

Thank you. Well, I have no particular conclusion to make. Chris made it clear why we did this transaction and the main objectives we are pursuing. Thank you for attending the call and for asking the various questions. Next time will be discussion of 2018 full year performance in the end of January or early February. Thank you so much. Bye-bye.

Operator

Thank you, ladies and gentlemen. This concludes today's conference call. Thank you all for your participation. You may now disconnect.