Barrière Desseigne Sign Casino Deal

The Barrière Desseigne family, Accor and Colony Capital have signed an
agreement to create a group with a leading position in the European casino
sector. The agreement is based on the combination of the casino and hotel
assets of Société H™telière de la Cha”ne Lucien Barrière (SHCLB), Société
des H™tels et Casino de Deauville (SHCD), Accor Casinos, and their
respective subsidiaries. The Barrière Desseigne family currently owns 100%
of SHCLB and 54% of SHCD.

Accor owns 35% of SHCD and 50% of Accor Casinos, with Colony Capital
owning the remaining 50% of Accor Casinos. On completion of this important
external growth transaction, the Groupe Lucien Barrière will simplify the
shareholding structure, with the Barrière Desseigne family 51% in the
Group, with Accor holding 34% and Colony Capital holding 15%. In addition
to its shareholding, Colony Capital, through its European fund Colyzeo,
will invest EUR100 million in the Group, further strengthening the Group`s
financial structure.
The new shareholding structure will be accompanied by a shareholders`
agreement setting forth the Group`s governance, in particular with respect
to certain of the Group`s major decisions, in accordance with usual
practice in this type of shareholding structure. Under the shareholders`
agreement, Colony Capital will have an option to sell its shareholding to
Accor, with Accor holding a similar option to buy Colony Capital`s
shareholding.

SHCLB, to be renamed Groupe Lucien Barrière, will be transformed into a
“simplified joint stock company” (société par actions simplifiée).
Dominique Desseigne will be appointed Chairman of the Supervisory Board
with specific additional powers, Benjamin Cohen will be Vice Chairman.
Sven Boinet will chair the Management Board.

Pro-forma for the transaction, gross revenues for the Group were
approximately EUR900 million for FY2003. The Group will operate 37
casinos, with close to 5,000 slot machines in locations that include
Deauville, Enghien, La Baule, Montreux, Bordeaux, Biarritz and Nice.
Additionally, the Group will operate 13 luxury hotels and a substantial
restaurant business, including Fouquet`s on the Champs-Elysées in Paris.

The transaction will combine the respective strengths of the Groupe Lucien
Barrière and Accor, in the commercial, industrial and financial areas to
attract new clients, improve the profitability of the Group and continue
the consolidation of the casino sector in Europe. The transaction will
take the form of an acquisition by Groupe Lucien Barrière of the
outstanding shares of SHCD and Accor Casinos currently held by the
Barrière Desseigne family, Accor and Colony Capital.

ADVERTISEMENT

Groupe Lucien Barrière will also acquire the “Lucien Barrière” brand from
the Barrière Desseigne family and will licence the use of the brand to all
the casinos and hotels within the Group, on the terms set by an external
valuation. The agreement is subject to certain conditions precedent, in
particular approval by the antitrust authorities and the casino
supervisory authorities.

The Barrière Group is organised around a concept: the resort, a holiday
centre where luxury hotels, restaurants, sports and fitness facilities are
provided around a casino, for both private and corporate clients. The
Barrière Group currently operates 13 hotels (2,000 rooms), at La Baule,
Cannes, Deauville, Dinard, and Enghien-les-Bains, 14 casinos in France of
which the Casino Barrière at Enghien-les-Bains has been ranked the top
casino in France for the second consecutive year, and a casino in
Switzerland (Montreux) that is the largest casino in French-speaking
Switzerland. The Barrière Group also operates 57 restaurants including the
renowned Fouquet`s Paris as well as discotheques, 3 golf courses, 1
thalassotherapy centre and 2 tennis clubs.

In addition, the ultra luxury hotel development, H™tel Fouquet`s Barrière,
is expected to open in 2005. As of October 31, 2003 The Groupe Lucien
Barrière had 4,400 employees, with revenues of EUR646 million.

Accor, with 150,000 associates in 140 countries, is the European leader
and one of the world`s largest groups in travel, tourism and corporate
services with two major international business activities: hotels, with
nearly 4,000 units, and services to corporate clients and public
institutions. Accor Casinos, a subsidiary of Accor and Colony Capital,
today operates 24 casinos (3 are in the course of being opened) including
Ruhl (Nice), Bordeaux, Les Sables d`Olonne, Cannes Mandelieu, Saint
Rapha‘l, Sainte Maxime, Carry Le Rouet, Carnac, Perros-Guirec, Chamonix
and Le Touquet.

For fiscal 2003, Accor Casinos had revenues of EUR389 million.

Colony Capital is a private investment fund, specialising in real estate,
with invested capital of more than US$10 billion since 1991, of which US$4
billion was in Europe. Colony Capital has been investing in the casino
sector since 1999 and is one of the few funds to meet the requirements of
the American casino regulators. Funds managed by Colony Capital own
Resorts International at Atlantic City, Costa Smeralda in Sardinia and the
Guanahani on Saint Bart`s. Colony Capital recently announced that it has
entered into an agreement to buy the Las Vegas Hilton. Since 1999, Colony
Capital and Accor have entered into several partnership agreements in the
hotel and casino sector.
Colyzeo is the European investment fund formed from a partnership between
Colony Capital and Eurazeo.

——-