Murano PV, S.A. DE C.V., A Mexican Development Company, To Become A Public Company Through Business Combination With HCM Acquisition Corp

• Murano PV, S.A. DE C.V. is the owner and developer of luxury hospitality venues currently in operation in Condesa, Mexico City with an aggregate of 396 keys and luxury resort venues currently in development in Grand Island Cancun with more than 3,000 anticipated keys upon completion and the Baja peninsula with an aggregate of 350 anticipated keys upon completion. The Company also intends to develop an industrial park in Baja California with an estimated floor space of 4.5 million square feet.
• The transaction values Murano PV, S.A. DE C.V. at a pro forma enterprise value of approximately $810 million, assuming $10.00 per share and approximately 85% redemptions.
• Murano PV, S.A. DE C.V.'s existing shareholders are rolling 100% of their shares into the combined company

MEXICO CITY, March 14, 2023 (GLOBE NEWSWIRE) -- Murano PV, S.A. DE C.V. ("Murano," or the "Company") today announced its plan to go public via a business combination with HCM Acquisition Corp (NASDAQ:HCMA) ("HCMA" or "HCM"), which values the Company at a pro forma enterprise value of approximately $810 million, assuming a value of $10.00 per share and approximately 85% redemptions. The proposed business combination will permit Murano access to U.S. capital markets to accelerate its growth and finance its development plans. Upon the closing of the transaction, the combined company will do business under the name Murano Group Hospitality.

Murano is led by Chairman Elias Sacal. Mr. Sacal is also founding member of Bay View Grand. He is a leader within Mexico's tourism and lodging industry with over 20 years of experience developing, acquiring and financing real estate projects.

HCM is led by its Chairman and CEO Shawn Matthews. Mr. Matthews is the Founder and Chief Investment Officer of Hondius Capital Management, a global asset manager, and the former Chief Executive Officer of Cantor Fitzgerald & Co., an American financial services firm.

Company Overview

Murano develops properties in North and Central America. Murano boasts a portfolio and range of completed projects that include marinas, hotels, condominiums, and apartment complexes.

Murano currently has two hospitality venues in operation in Condesa, Mexico City – Hotel Andaz and Hotel Mondrian -- with an aggregate of 396 keys.  

Murano has three luxury resort venues in development in Quintana Roo, Cancun with more than 3,000 keys with operations scheduled to commence in phases, with the first phase scheduled to open in the third quarter of 2023 and full operation expected to occur in 2027. Murano's Quintana Roo, Cancun resorts have prestigious locations facing the Nichupte Lagoon with planned amenities such as a water park, a villa-style shopping area, a world class spa, a sports center, a beach club with access through Playa Delfines, outdoor pools, pools in rooftop areas, more than 15 restaurants and bars, a surf pool, tennis courts, and a private marina.

Murano also is developing a greenfield project in Bajamar, Baja California, expected to start operations in the first quarter of 2026, with plans to maintain 350 keys.

The Sacal family has over 25 years of experience in real estate development and commercialization of residences and condominiums, and has leveraged the experience to found Murano in 2010 to develop and operate commercial real estate.

This transaction will permit Murano access to U.S. capital markets to accelerate its growth and finance its development plan. Proceeds from the transaction will be used to fund construction costs and refinance indebtedness.

Elias Sacal, Chairman of Murano, stated: "Our experience and view of the market demonstrate to us that Mexico will provide a platform for robust growth that will facilitate expansion abroad over time. We are thrilled to be partnering with HCM to facilitate and expedite growth fueled by access to U.S. capital markets."

Shawn Matthews, CEO of HCM noted, "We couldn't be happier to be part of the growth story of the Murano family, which we believe will showcase world-class resort properties and a sustainable rollup strategy."

Transaction Overview

The transaction values the combined company at a pro forma enterprise value of approximately $810 million, assuming a valuation of $10.00 per share and approximately 85% redemptions.

As part of the transaction, Murano will convert into a corporation and all of Murano's existing shareholders will roll 100% of their shares into the new Company and, assuming 85% redemptions from HCM shareholders, will hold approximately 85% of the shares of the combined company on closing.

The Boards of Directors of Murano and HCM have each unanimously approved this transaction. The transaction is subject to customary closing conditions, including approval of the shareholders of HCM and the Federal Economic Competition Commission (COFECE). The transaction is expected to close by the end of the third quarter of 2023.