Accor : Acquisition Company announces the success of its private placement and listing on Euronext Paris

Not for distribution directly or indirectly in the United States, Canada, Australia or Japan

Press release

MAY 28TH, 2021

Accor Acquisition Company

announces the success of its private

placement and listing

on Euronext Paris

ACCOR ACQUISITION COMPANY SUCCESSFULLY RAISED €300 MILLION VIA A

PRIVATE PLACEMENT OF UNITS

FIRST EUROPEAN-LISTED CORPORATE SPAC

Accor Acquisition Company (the "Company" or "AAC"), a Special Purpose Acquisition Company ("SPAC") sponsored by Accor (the "Founder"), has successfully raised €300 million1 in a private placement of Units to be listed on Euronext Paris, for the purpose of acquiring businesses active in sectors adjacent to Accor's core hospitality business (the "Initial Business Combination"), including Food and Beverage, Flexible Working, Wellness, Entertainment & Events and Travel Technology.

The unique nature of the transaction, AAC being the first ever corporate SPAC to list in Europe, combined with Accor's unique sourcing and execution capabilities, thanks to its global position, network and knowledge of targeted ecosystems, have allowed to generate significant interest from a diverse and high quality global investor base.

Trading of the Company's Units (as "promesses d'unités") will begin on the professional segment of the regulated market of Euronext Paris on 1 June 2021.

1 or €275 million in case of non-exercise of the Over-allotment Option. The final amount will depend on the amount of Units cancelled by the Company after the Stabilisation period

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Sébastien Bazin, Accor's Chairman and CEO and AAC's Chairman,

commented: "With this successful placement, we are proud that Accor Acquisition Company has become the first European listed corporate SPAC. The success of this innovative transaction demonstrates the quality of our project and the team behind it, the confidence of investors in our ability to create value and the attractiveness of the Paris financial market. This new vehicle will enable us to continue to expand the Accor ecosystem beyond the hotel room. The AAC teams will now devote their energy and talent to identifying and partnering with recognized companies which will benefit from Accor's size, network and influence. These products, services and brands will also be highly attractive to our hotels' owners and guests."

Contacts media relations

Charlotte Thouvard	Line Crieloue
SVP Global Communications	Corporate Executive Director Group External
T. [phone]	Communications
[e-mail]	T. [phone]
	[e-mail]

Investors and Analyst Relations

Pierre-Loup Etienne

SVP Financial Communication and

Investor Relations

T. [phone]

[e-mail]

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Offering Highlights and details of the offering

The Company will have up to 24 months from the listing of its securities to complete the Initial Business Combination (or, in the event a binding combination agreement has been entered into in connection with the Initial Business Combination, the completion of which is subject to conditions precedent, such as regulatory or antitrust approvals, thirty (30) months from its listing).

The Company has granted Goldman Sachs Bank Europe SE, in its capacity as Stabilisation Manager, or any of its agents (the "Stabilising Manager"), acting on behalf of the Joint Bookrunners, an option (the "Over-allotment Option"), exercisable within 30 calendar days after the first trading date, pursuant to which the Stabilisation Manager may purchase at the Offer Price up to 2,500,000 Units (the "Option Units"), comprising up to approximately 9% of the aggregate number of Units sold in the Offering (excluding the Over-allotment Units), to cover over- allotments, if any, in connection with the Offering or to facilitate stabilisation transactions, if any.

The Stabilisation Manager may (but will be under no obligation to), to the extent permitted by applicable laws and regulations, effect transactions with a view to maintaining the market price of the Units by buying an amount of Units up to the Overallotment Units, which could result in market prices for the Units higher than those which might otherwise prevail. The Stabilisation Manager is not required to enter into such transactions and such transactions may be effected on any securities market, over-the-counter market, stock exchange (including Euronext Paris) or otherwise and may be undertaken at any time during the period commencing on the first trading date and ending no later than 30 calendar days thereafter i.e. until 1 July 2021. The Stabilisation Manager will not be required to effect stabilising transactions and there is no assurance that stabilising transactions will be undertaken. Such stabilisation transactions, if commenced, may be discontinued at any time without prior notice and must be discontinued within 30 calendar days after the commencement of conditional dealings in the Units. In no event will measures be taken to stabilise the market price of the Units above the Offer Price.

In the event the Over-allotment Option is not exercised in full, the Company may cancel the Over-allotment Units which have not been purchased by the Stabilizing Manager. In such event, the Company will also buy back a proportionate amount of Founder Units and Founder Shares.

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The Company has completed the private placement of Units, each Unit consisting of one redeemable preferred class B share (a "Market Share") and one redeemable class B warrant (a "Market Warrant").

The Offering consisted of a private placement of 30 million Units (or 27,5 million Units in case of non-exercise of the Over-allotment Option. The final amount will depend on the amount of Units cancelled by the Company after the Stabilisation period) at a price of €10.00 per Unit (the "Offer Price"), raising proceeds of €300 million (or €275 million in case of non-exercise of the Over-allotment Option. The final amount will depend on the amount of Units cancelled by the Company after the Stabilisation period).

As initially announced, Accor participated in the transaction by placing a €20 million order and consequently subscribed to 2 million Units. Accor also subscribed to 1,486,000 Founder Units (assuming the Over-allotment Option is exercised in full) for a total consideration of €14,860,000 to fund various costs and cover the negative interest on the proceeds of the Offering held in escrow. Additionally, Accor alongside with Amir Nahai, Managing Director of AAC, (together the "Founder Shareholders") are expected to also own 6,484,000 Founder Shares (assuming the Over-allotment Option is exercised in full) that would have been subscribed at a price of €0.01 per share before the Offering.

Assuming a placement of 300 million euros, Accor should own 7,321,600 Founder Shares and 2,000,000 Market Shares, representing c.24.5% of the share capital of AAC. No other shareholder should own more than 10% of the share capital of AAC.

In addition, Accor subscribed to Forward Purchase Warrants giving the option to Accor to buy additional Founder Units at a price per Unit of €10.00 for an amount of up to €100 million at the time of the Initial Business Combination.

Accor will be bound by lock-up undertakings, subject to limited exceptions, until the completion of the Initial Business Combination. From the completion of the Initial Business Combination, Accor will be bound by lock-up undertakings until one year post business combination or released if shares trade above €12.00 for 20 out of a 30-day period beginning 150 days post completion of the Initial Business Combination.

The Company has applied for admission of all issued Units, Market Shares and Market Warrants to listing and trading on Euronext Paris, under the symbols "AAC" (Units and Market Shares) and "AACW" (Market Warrants).

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First trading in the Units under the symbol "AAC" (as "promesses d'Unités" on a trading line entitled "Accor AC Promesses d'Unités") will commence on 1 June 2021 at 9.00 CET. The start of unconditional trading in the Units will take place on the Settlement Date which is expected to be on 2 June 2021. No later than three trading days after the end of the stabilisation period, the Market Shares and the Market Warrants will detach and trade separately on the professional segment of the regulated market of Euronext Paris, under the symbols "AAC" and "AACW" respectively.

Disclaimer

This press release is not a prospectus but an advertisement provided for information purposes only. It does not constitute and should not be deemed to constitute an offer to the public of securities by Accor Acquisition Company ("AAC"), nor a solicitation of the public relating to an offer of any kind whatsoever in any country, including France.

A prospectus (the "Prospectus") has been approved by the Autorité des Marchés Financiers on 26 May 2021 under no. 21-180 solely for the purpose of listing of the AAC securities on the professional segment (compartiment professionnel) of the regulated market of Euronext Paris. A copy of the Prospectus is available on the AMF's website (www.amf-france.org) and on AAC's website (www.accoracquisitioncompany.com) and may be obtained free of charge from AAC. The Prospectus includes a detailed description of AAC, including a section describing certain risk factors relating to AAC and the offering. Potential investors should review the risk factors described in the Prospectus.

Investors should not subscribe for or purchase any securities referred to in this press release except on the basis of the information contained in the Prospectus.

The distribution of this press release may be subject to legal or regulatory restrictions in certain jurisdictions. Any person who comes into possession of this press release must inform him or herself of and comply with any such restrictions.