01—Abstract
Summary
Summary of the 10-Q/A filed June 4, 2020. Cited figures are marked; the original filing is the authoritative source.
This 10-Q/A filing for Expedia Group, Inc. (EXPE) for the period ending March 31, 2020, is an amendment to their previous report.
The primary focus of this amendment is the disclosure of significant financing and corporate governance activities undertaken in April and May 2020, which are critical for understanding the company's financial position and strategic direction during the initial impact of the COVID-19 pandemic. Key events detailed include new investment agreements and the issuance of new debt (6.250%a and 7.000% Notes) totaling a significant amount, aimed at bolstering liquidity and providing financial flexibility. Additionally, the filing clarifies governance agreements, including an amendment to the governance agreement with Barry Diller and the establishment of registration rights related to the new investments.
Investors should note these actions were taken to navigate an uncertain economic environment and ensure operational continuity. The inclusion of Sarbanes-Oxley certifications underscores the company's commitment to financial reporting integrity.
02—Key points
Key Highlights
- Amendment to the 10-Q filing, focusing on post-period events.
- Disclosure of new investment agreements with AP Fort Holdings, L.P., SLP Fort Aggregator II, L.P., and SLP V Fort Holdings II, L.P., dated April 23, 2020.
- Issuance of new debt, including 6.250% Notes and 7.000% Notes, detailed in indentures dated May 5, 2020, indicating significant fundraising activity.
- Amendment No. 1 to the Second Amended and Restated Governance Agreement with Barry Diller, dated April 10, 2020, suggests adjustments to corporate control or oversight.
- A Registration Rights Agreement dated May 5, 2020, clarifies terms for the new investors.
- Inclusion of various Sarbanes-Oxley Act certifications (Section 302 and 906) by key executives, confirming the accuracy of financial reporting.
- Disclosure of a Performance Stock Unit Agreement with Peter Kern, dated February 28, 2020, related to executive compensation.
03—One dollar
04—Financials
Financial Highlights
Figures from 10-Q/AQ1 FY2020filed June 4, 2020Financial Statements
Q1 FY2020 against Q1 FY2019
| Line item | Q1 FY2020Q1 FY2019 | Change |
|---|---|---|
| Revenue | $2.21B$2.61B | −15.3% |
| Operating Income | -$1.29B-$131.00M | −887.8% |
| Interest Expense | $50.00M$41.00M | +22.0% |
| Net Income | -$1.30B-$103.00M | −1163.1% |
| EPS (Basic) | $-9.24$-0.69 | −1239.1% |
| EPS (Diluted) | $-9.24$-0.69 | −1239.1% |
| Shares Outstanding (Basic) | 140.82M147.88M | −4.8% |
| Shares Outstanding (Diluted) | 140.82M147.88M | −4.8% |
05—Questions
Frequently Asked Questions
What is the primary purpose of this 10-Q/A filing?
This filing is an amendment to Expedia Group's previous 10-Q report. Its main purpose is to disclose significant events that occurred after the initial filing period, primarily new investment agreements, debt issuances, and amendments to governance arrangements that took place in April and May 2020.
How did Expedia Group raise funds in April/May 2020?
Expedia Group entered into new investment agreements and issued new debt. Specifically, they issued 6.250% Notes and 7.000% Notes as detailed in indentures filed with this amendment. These actions were likely to strengthen their financial position and liquidity during a period of economic uncertainty.
What impact do the new investment agreements and debt issuances have on the company?
These actions indicate Expedia Group sought to raise capital and enhance its financial flexibility. The new investments and debt financing would provide the company with resources to manage potential impacts of the COVID-19 pandemic, fund operations, and pursue strategic initiatives. The details in the indentures and agreements will specify terms, interest rates, and repayment schedules.
Are there any changes in corporate governance or executive compensation disclosed?
Yes, the filing includes an amendment to the governance agreement with Barry Diller, suggesting potential adjustments to the existing governance structure. Additionally, a Performance Stock Unit Agreement with Peter Kern is disclosed, indicating executive compensation arrangements.
06—Continue