Summary
This 8-K filing from priceline.com Incorporated (now Booking Holdings Inc.) on February 8, 2001, details a significant debt and equity restructuring agreement with Delta Air Lines, Inc. The core of the announcement is Delta's exchange of 6.0 million shares of its Series A Convertible Redeemable PIK Preferred Stock for a substantially smaller equity stake in priceline.com, consisting of 80,000 shares of a new Series B Preferred Stock and warrants to purchase approximately 26.9 million shares of common stock. This exchange represents a material change in the financial relationship between the two companies, effectively reducing Delta's liquidation preference and altering its potential future ownership in priceline.com.
Key Highlights
- 1Priceline.com (BKNG) announced a restructuring of its agreement with Delta Air Lines, Inc. as of February 6, 2001.
- 2Delta Air Lines exchanged 6.0 million shares of Series A Preferred Stock for 80,000 shares of new Series B Preferred Stock and warrants.
- 3The Series A Preferred Stock had a liquidation preference of $359.6 million and a conversion price of $59.93 per share.
- 4The Series B Preferred Stock has a liquidation preference of $80.0 million.
- 5Warrants issued to Delta allow the purchase of approximately 26.9 million shares of priceline.com common stock at an exercise price of $2.97 per share.
- 6The exercise price for the warrants was set at the closing price of priceline.com's common stock on February 6, 2001.