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Glossary

Off-market

An off-market sale (hors marché in French) is a sale run without publicity: no listing, no portals, no broad mailing. The asset is presented individually to a small number of buyers, selected on their criteria, once a non-disclosure agreement has been signed.

In the hotel sector

Selling off-market answers a constraint specific to hotels: the hotel keeps trading while it is being sold. A sale known to staff, guests, the franchisor or the banks can weigh on trading, and then on the price. For the buyer, the benefit is access to assets that are not offered elsewhere.

In a transaction

An off-market sale follows the stages of a conventional process, within a restricted circle: anonymous teaser, NDA, buyer qualification, memorandum, discreet site visit, data room, letter of intent. The difference lies in distribution, not in rigour. The documentation must be just as robust, because a buyer approached directly expects verifiable data.

Not to be confused with

Off-market Competitive process
Distribution A few selected buyers, approached one at a time Wide, often simultaneous
Confidentiality Controlled at every stage Harder to maintain
Timetable Agreed case by case Set by bidding rounds
Price Negotiated with a selected buyer Driven by competition

Off-market does not mean outside the rules. In France, the intermediary remains subject to the loi Hoguet and must hold a written mandate before presenting the asset.

The Circle brings together the buyers to whom these opportunities are presented.

Written by

Richarde Riehm

President of RR Hôtels & Finance

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