Summary
This 8-K/A filing by Priceline.com Incorporated (now Booking Holdings Inc.) details the company's acquisition of Active Hotels Limited, a significant European online hotel reservation provider, on September 21, 2004. The acquisition was for approximately 98% of Active Hotels' share capital, with the remaining 2% acquired shortly thereafter, for a total cash consideration of £90 million (approximately $161 million). This strategic move aimed to expand Priceline.com's European presence and market share in the online travel sector. The filing also includes the audited financial statements of Active Hotels Limited for the years ended December 31, 2003 and 2002, and unaudited financial statements for the six months ended June 30, 2004 and 2003. Additionally, pro forma financial information is provided, combining the historical results of both Priceline.com and Active Hotels to illustrate the potential financial impact of the acquisition as if it had occurred earlier. The filing also addresses the accounting differences between UK GAAP and US GAAP for Active Hotels.
Key Highlights
- 1Priceline.com Incorporated acquired Active Hotels Limited, a European online hotel reservation provider, for £90 million (approximately $161 million) in cash.
- 2The acquisition was completed on September 21, 2004, with Priceline.com acquiring approximately 98% of Active Hotels' share capital, and the remaining 2% shortly after.
- 3The company incurred approximately $4 million in additional costs directly related to the acquisition.
- 4A portion of Active Hotels' equity (2.3%) was sold to employees, and additional restricted stock (1.1%) was granted to employees as part of the acquisition.
- 5The filing includes comprehensive financial statements for Active Hotels Limited for fiscal years 2003, 2002, and the first half of 2004.
- 6Pro forma financial statements are provided, combining Priceline.com and Active Hotels' results to show the potential impact of the acquisition.
- 7The report details differences between UK GAAP and US GAAP as they apply to Active Hotels' financial statements.