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Pierre & Vacances

Capital/Financing Update Jan 27, 2011

1597_iss_2011-01-27_7fa0ed9d-78a0-4720-b374-782e0e84a00e.pdf

Capital/Financing Update

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Offering by Pierre et Vacances of the bonds convertible into and/or exchangeable for new or existing shares (OCEANE), due October 1, 2015

Full exercise of the over-allotment option increasing the issue to approximately € 115 million

Paris, January 27, 2011 - Crédit Agricole Corporate and Investment Bank and Société Générale Corporate & Investment Banking, the Joint Lead Managers and Joint Bookrunners of the bonds convertible into and/or exchangeable for new or existing shares (the "Bonds") offering launched by Pierre et Vacances (the "Company"), have informed the Company (Euronext Paris: VAC) that they are exercising today in full the over-allotment option.

As a result, the total issue size has been increased to €114,999,933.10 corresponding to 1,507,010 Bonds.

Furthermore, Crédit Agricole and Investment Bank, in its capacity as stabilization agent in the context of the offering, has informed the Company that it has not carried out stabilization transactions in relation with the offer during the stabilization period which started on January 25, 2011, following the press release of the Company announcing the final terms of the Bonds, and ends today.

The expected date of issue and settlement and delivery for the Bonds is February 2, 2011.

This offering was managed by Crédit Agricole Corporate & Investment Bank and Société Générale Corporate & Investment Banking acting as Joint Lead Managers and Joint Bookrunners and by HSBC and Lazard-Natixis, acting as Co-Lead Managers.

A French prospectus (the "Prospectus") consisting of the Company's reference document (Document de référence) filed with the AMF on January 24, 2011 under no. D.11-0036 and the note d'opération (including a summary of the Prospectus) relating to the Bonds, has received visa no. 11-023 dated January 25, 2011 from the AMF.

Copies of such Prospectus are available free of charge at the registered offices of the Company, L'Artois Espace Pont de Flandre 11 rue de Cambrai 75947 Paris Cedex 19 France, as well as on the web site of the Company (www.groupepvcp.com) and the AMF (www.amffrance.org).

Investors' attention is drawn to the risk factors relating to Pierre et Vacances which are described in Chapter 1 of the Reference Document and in paragraph 2 of the note d'opération.

NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN.

About Pierre et Vacances

As the European leader in holiday residences, the Pierre & Vacances – Center Parcs Group operates approximately 51,150 apartments and homes, or 236,590 beds primarily located in France (in mountain, seaside, and countryside resorts, in cities and in the West Indies), the Netherlands, Germany, Belgium, Italy, and Spain. The Pierre & Vacances – Center Parcs Group has two complementary business activities, namely the operating and marketing of holidays in holiday residences or villages (82% of 2009/2010 revenues) and property development (18% of 2009/2010 revenues).

Investor Relations and Strategic Press and public relations
Operations
Emeline Lauté Valérie Lauthier
Tél. : +33.(0)1.58.21.54.76 Tél. : +33.(0)1.58.21.54.61
[email protected] [email protected]

DISCLAIMER

No communication and no information in respect of the offering by Pierre et Vacances of bonds convertible into and/or exchangeable for new or existing shares (the "Bonds") may be distributed to the public in any jurisdiction where a registration or approval is required. No steps have been or will be taken in any jurisdiction outside France where such steps would be required. The offering or subscription of the Bonds may be subject to specific legal or regulatory restrictions in certain jurisdictions. Pierre et Vacances takes no responsibility for any violation of any such restrictions by any person.

This announcement is an advertisement and not a prospectus within the meaning of Directive 2003/71/EC of the European Parliament ant the Council of November 4th, 2003, as implemented in each member State of the European Economic Area, the "Prospectus Directive".

This announcement does not, and shall not, in any circumstances constitute a public offering nor an invitation to the public in connection with any offer in any jurisdiction other than France.

With respect to the member States of the European Economic Area, other than France, which have implemented the Prospectus Directive (each, a "relevant member State"), no action has been undertaken or will be undertaken to make an offer to the public of the Bonds requiring a publication of a prospectus in any relevant member State. As a result, the Bonds may only be offered in relevant member States:

(a) to legal entities which are authorized or regulated to operate in the financial markets or, if not so authorized or regulated, whose corporate purpose is solely to place securities;

(b) to any legal entity which meets at least two of the following three criteria: (1) an average number of at least 250 employees during the financial year; (2) a total balance sheet of more than € 43 million; and (3) an annual net turnover of more than € 50 million, as per the last annual or consolidated accounts published by the Company;

(a) in any other circumstances, not requiring the issuer to publish a prospectus as provided under article 3(2) of the prospectus directive.

NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN.

This press release is directed only at persons who (i) are located outside the United Kingdom, (ii) have professional experience in matters relating to investments and fall within Article 19(5) ("investment professionals") of the Financial Services and Markets Act 2000 (Financial Promotions) Order 2005, (iii) are persons falling within Article 49(2)(a) to (d) ("high net worth companies, unincorporated associations, etc.") of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 or (iv) are persons to whom this communication may otherwise lawfully be communicated (all such persons together being referred to in (i) to (iv) as "Relevant Persons"). The Bonds are directed only at Relevant Persons and no invitation, offer or agreements to subscribe, purchase or otherwise acquire Bonds may be proposed or made other than with Relevant Persons. Any person other than a Relevant Person may not act or rely on this document or any provision thereof.

This press release is not a prospectus which has been approved by the Financial Services Authority or any other United Kingdom regulatory authority for the purposes of Section 85 of the Financial Services and Markets Act 2000.

This press release is not an offer of securities for sale or a solicitation of an offer to purchase securities in the United States or in any other jurisdiction. The Bonds (and the underlying shares) may not be offered, subscribed, or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933 as amended. PIERRE ET VACANCES does not intend to register any portion of the offering in the United States or to conduct a public offering of its securities in the United States

The distribution of this document in certain countries may constitute a breach of applicable law. The information contained in this document does not constitute an offer of securities for sale in the United States, Canada, Japan or Australia.

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