Industry Update
Press Release 3 December 2021

Experiential Hospitality Brand Selina to Become Publicly Traded Through Merger With BOA Acquisition Corp.

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Selina
  • Largest Hospitality brand targeted to Millennial and Gen Z travelers, Selina is scaling rapidly to capitalize on an estimated $350 billion annual market opportunity
  • Combined company to have an equity value of approximately $1.2 billion
  • The business combination provides $285 million in gross cash proceeds, including $70 million in capital commitments comprising PIPE investments from leading institutional investors including South Light Capital (an affiliate of DigitalBridge), MORE Investment House and Sir Ronald Cohen, alongside PIPE and backstop commitments from BOA’s sponsor and founder-led shareholders
  • Proceeds will allow Selina to fuel international expansion, invest in proprietary technology, and attract and retain high-quality talent
  • Selina expects to be EBITDA positive by Q1 2023 and generate approximately $1.2 billion in revenue by 2025
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Selina, the fast-growing hospitality and experiential brand targeting Millennial and Gen Z travelers, and BOA Acquisition Corp. (“BOA”) (NYSE: BOAS), a publicly traded special purpose acquisition company, today announced that they have entered into a definitive business combination agreement that will result in Selina becoming a publicly listed company. The transaction values the pro forma company at an equity value of approximately $1.2 billion. The transaction is expected to close in the first half of 2022 and the combined company will operate as Selina Hospitality plc, and its ordinary shares are expected to be listed on the New York Stock Exchange under the ticker symbol “SLNA.”

Launched in 2015 by co-founders Rafael Museri, Chief Executive Officer, and Daniel Rudasevski, Chief Growth Officer, Selina has secured a network of 134 properties across North and South America, Europe and the Middle East of which 83 are open and operating. Since its inception, Selina has steadily grown its geographic reach by leveraging proprietary technology to identify underperforming hotels and transform them into cultural hubs through partnerships with local artisans, designers, and food and beverage providers, in addition to introducing programming inspired by local experiences. Selina’s properties offer the first global home for the remote worker and digital nomad, providing a comprehensive experience that is expected to continue driving demand for Selina’s offerings given that 73 percent of employers are projected to utilize remote work capabilities by 2028.

Selina’s lifestyle brand was developed specifically for Millennial and Gen Z travelers – a cohort that spends approximately $350 billion per year on travel, according to Selina estimates. The fast-growing hospitality brand, which comprises 35,000 open or secured beds across 23 countries, offers this younger generation of travelers a full-service experience and a variety of accommodations at attractive price points. Selina is building a global network of authentic destinations designed for residents, visitors and locals to build meaningful connections, where 66 percent of guests, on average, make a new friend during their stay. Selina expects to continue to benefit from the surge in remote working and the prioritization of health, wellness, and an experiential lifestyle among Millennial and Gen Z travelers, which are anticipated to become even more pronounced in the coming years.

Selina employs an asset light operating model predicated on partnering with real estate owners, who on average pay for 90 percent of the cost to transform their properties into vibrant, locally-inspired Selina-branded destinations. Selina’s ability to quickly and efficiently execute transformations that significantly improve the financial profile of properties has made it the brand partner of choice for local real estate owners who understand and want to serve the expanding class of Millennial and Gen Z travelers. This approach enables Selina to drive significant increases in revenue compared to a property’s prior operations.

Selina has secured $350 million of committed capital from partners to expand its offering in 12 geographies, which is expected to add approximately 40,000 new beds to the Selina network by 2025. In addition to its pay-as-you-go offering, Selina has introduced an innovative subscription service – Nomad Passport – that allows guests to stay at any Selina location for as long as they’d like, with full amenities including accommodation, co-working, wellness activities, and locally curated events.

“We are seeking to redefine the future of accommodation by creating a brand and curating experiences that strongly resonate with our customers,” said Museri. “Millennials and Gen Z travelers are looking for authenticity and top-tier experiences at every step – they want to be immersed in the local culture of each location they visit. By partnering with local artisans to design culturally relevant and inspiring destinations, we’re creating opportunities for them to forge lifelong connections within the rapidly expanding Selina community. We’ve spent the last six years building and scaling an efficient and differentiated platform, and this transaction will enable us to bring Selina to more locations and travelers across the world.”

Brian Friedman, Chief Executive Officer of BOA, added, “Selina is cornering a large addressable market by providing accommodations and experiences that aren’t readily replicated. The platform is highly efficient with the capability to scale rapidly and produce attractive unit economics. The Selina brand transcends hospitality and has created a loyal community and lifestyle that customers want to belong to long after their first stay. The company has proven it can deliver for both its guests and its real estate partners. We anticipate Selina will continue to build on its significant growth in the coming years as the ability to work from anywhere propels travelers to experience the world in a way their elders never could – as digital nomads.”

Museri added, “We are experiencing greater demand than we did prior to COVID, and our new property offerings are indicative of how well the Selina brand is resonating with our target customers. Despite the challenges the pandemic has placed on global travel, our portfolio is exceeding our long-term targets, and we are excited about the next steps in our company’s evolution as a leading lifestyle brand and hotel operator.”

Selina expects to be EBITDA positive by the first quarter of 2023 and generate approximately $1.2 billion in revenue by 2025, driven by new openings, operational improvements and the maturation of its portfolio.

Key Transaction Terms

A group of leading institutional investors including South Light Capital (an affiliate of DigitalBridge), MORE Investment House and Sir Ronald Cohen, alongside BOA’s sponsor and founder-led stockholders, have committed $70 million of capital, which includes a $15 million minimum equity backstop from BOA’s sponsor. Of the total, $10 million will be an advanced PIPE funded concurrent with the announcement, strengthening Selina’s balance sheet as it rolls out new sites. There is approximately $230 million currently held in BOA’s trust account. Subject to any redemptions by BOA stockholders, existing Selina shareholders will retain approximately 71 percent ownership in the combined company.

The business combination is expected to provide Selina with $285 million (assuming no redemptions) of gross transaction proceeds to advance its mission to inspire meaningful connections. The company will use proceeds from the transaction to fuel its expansion across large urban markets globally, as well as invest in its proprietary technology and attract and retain high-quality talent.

The boards of directors for both Selina and BOA have unanimously approved the business combination. The transaction will require the approval of the stockholders of BOA and Selina and is subject to other customary closing conditions. The transaction is expected to close in the first half of 2022.

PJT Partners is acting as financial and capital markets advisor to Selina, and BofA Securities, Inc. is acting as capital markets advisor. Morgan, Lewis & Bockius LLP is acting as legal advisor to Selina. PJT Partners, UBS Investment Bank and BTIG, LLC are acting as joint placement agents on the private placement.

UBS Investment Bank is acting as the lead capital markets advisor to BOA. BTIG, LLC is acting as capital markets advisor to BOA. King & Spalding LLP is acting as legal advisor to BOA.

Investor Conference Call Information

Selina and BOA will host a joint investor conference call to discuss the proposed transaction on Thursday, December 2, 2021 at 8:00 AM ET.

A live webcast and replay will be available here and at the Investors link on Selina.com.

To listen via telephone dial 1-877-407-0792 (U.S.) or 1-201-689-8263 (International) and an operator will assist you. A telephone replay will be available at 1-844-512-2921 (U.S.) or 1-412-317-6671 (International), passcode: 13725382 through Thursday, December 16, 2021.

An investor presentation detailing the transaction will be available at the Investors link on Selina.com. It will also be filed with the SEC as an exhibit to a Current Report on Form 8-K, and available on the SEC website at www.sec.gov.

ABOUT SELINA

Selina is one of the world's largest hospitality brands built to address the needs of Millennial and Gen Z travelers, blending beautifully designed accommodation with coworking, recreation, wellness, and local experiences. Custom-built for today's nomadic traveler, Selina provides guests with a global infrastructure to seamlessly travel and work abroad. Founded in 2015, each Selina property is designed in partnership with local artists, creators, and tastemakers, breathing new life into existing buildings in interesting locations around the world – from urban cities to remote beaches and jungles. Selina's portfolio includes 144 open or secured properties across 25 countries. On December 2, 2021, Selina entered into a business combination agreement with BOA Acquisition Corp. (NYSE: BOAS) ("BOA") that will result in Selina becoming a publicly listed company on the New York Stock Exchange under the new ticker symbol "SLNA," subject to the satisfaction of standard closing conditions. For further information on Selina, visit www.selina.com or check out @selina on Instagram or Facebook.

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