Sale Terms
One value, two structures
The asset is valued at $2,700,000 for 100%. This equals the construction cost of the property and is supported by the companies' valuation registered with SUNARP — $2,617,268 invested by 45 shareholders. The price includes no premium for the land, for the three years of construction, or for the risk already taken. Replacement value of the intact property is about $4.6M (see Price Rationale).
| A — Full acquisition | B — Majority acquisition | |
|---|---|---|
| Stake acquired | 100% | 70% |
| Price | $2,700,000 | $1,890,000 |
| Founder's position | Exits; provides transitional support for up to 6 months (community, GOREL, team, contractors) | Retains 30%; stays on as a partner inside the team, supporting the property's development. Day-to-day operations as the buyer decides — its own operator or the existing team |
| Restoration of 2024 climate damage (~$270,000) | Included in the price — completed by the seller | Included in the price — completed by the seller |
| Restoration deadline | Within 3–5 months of signing | Within 3–5 months of signing |
| Handover condition | Operating condition — roofs, yoga hall, pumps, water and electrical systems restored | Same |
| Working capital for the reopening (~$150,000 / 12 months in the operating model) | Buyer | Buyer, pro rata to ownership |
| Operating costs from closing (incl. minimum upkeep and relaunch marketing during the restoration period) | Buyer | Buyer, pro rata to ownership |
| Expansion (adjacent parcels) | Option, on request | Option, on request |
Why the founder-stays structure exists
Boutique properties in remote locations that work with local communities depend on the founder: on the agreements with the community, the knowledge of the territory, the team and a reputation that cannot be transferred with the buildings. For a buyer who wants to keep a working model rather than acquire real estate alone, keeping the founder inside the team — as a partner who supports the property's development, not necessarily as its operator — is what makes the model work after the sale. The buyer is free to run operations with its own operator. It is a deliberate position, not a remainder. Structure A remains available for a buyer who wants a clean exit; the transitional support period is designed to hand those relationships over in an orderly way.
What is transferred
- The transaction is a share purchase of AWAKEN Resort S.A.C. (SUNARP Partida 11151427), the operating company that holds the titled land under the built property and all buildings and infrastructure. The precise corporate perimeter — including the build entity AWAKEN Construction S.A.C. — is set out in the share purchase agreement.
- With the shares: 26.83 hectares of titled land in five SUNARP-registered parcels; 29 villas and buildings (35 sellable units, 3,782 m²); restaurant, conference hall, yoga hall, spa, tree platform; solar and generator power, water treatment and reservoirs, Starlink, helipad (to be equipped), three gated entrances and staff housing; furniture, fittings and equipment; the tourism operating licence; the Ley 27037 tax position (5% income tax through 2048); the community cooperation agreement (since 2020) and the GOREL agreement; the brand, the guest records and the online listings; the operating playbook (programs, experiences, supplier and contractor relationships).
- Restored before handover (inside the price): roofs of 12 villas, the yoga hall, two water pumps, and a climate-resilient rebuild of the water and electrical systems.
Authorization
The sale is mandated by the shareholders: disposal of the project is a Reserved Matter under the Shareholders & Project Stakeholders Resolution, and the shareholders have resolved to sell. The founder is the company's General Manager and the counterparty for the transaction.
Process
- NDA — signed on request; opens the full data room.
- Data room review — this room, the operating model (XLSX) and the legal appendix.
- Site visit — Iquitos, about one to one and a half hours by land and river, or 10 minutes by helicopter.
- Letter of intent — structure (A or B), price, exclusivity period.
- Due diligence — SUNARP title and corporate records, tax position, licences, community and government agreements, insurance, restoration scope and schedule.
- Share purchase agreement — closing mechanics, restoration milestones (3–5 months) and, for structure A, the transitional-support terms.
This document describes the seller's offer; final terms are set in the share purchase agreement. Forward-looking figures are management estimates. Confidential.