01—Abstract
Summary
Summary of the 8-K filed September 12, 2019. Cited figures are marked; the original filing is the authoritative source.
Expedia Group, Inc. (EXPE) announced on September 12, 2019, the pricing of a private placement for $1.25 billiona in unsecured 3.25% senior notes due 2030.
These notes will be issued at a slight discount to par value (99.225%b) and are guaranteed by certain subsidiaries. The company anticipates using the net proceeds for general corporate purposes, which may include debt repayment, working capital, capital expenditures, acquisitions, dividends, and stock repurchases.
This financing event indicates Expedia's strategic approach to managing its capital structure and funding future growth initiatives. Investors should note that the closing of this private placement, expected on September 19, 2019, is subject to customary closing conditions and the terms of the offering are restricted to qualified institutional buyers and non-U.S. persons under specific securities regulations, meaning the notes are not publicly traded in the U.S. without registration.
02—Key points
Key Highlights
- Expedia Group priced a $1.25 billion offering of unsecured 3.25% senior notes due 2030.
- The notes are being issued at a price of 99.225% of their principal amount.
- Proceeds are designated for general corporate purposes, including potential debt reduction, working capital, acquisitions, and shareholder returns.
- The offering is structured as a private placement, targeting qualified institutional buyers (Rule 144A) and non-U.S. persons (Regulation S).
- Certain subsidiaries of Expedia Group will provide guarantees for the notes.
- The private placement is expected to close on September 19, 2019, subject to standard closing conditions.
- The notes have not been registered under the U.S. Securities Act and are subject to resale restrictions.
03—Questions
Frequently Asked Questions
What is the primary purpose of this $1.25 billion note issuance?
Expedia Group expects to use the net proceeds from this note issuance for general corporate purposes. This broad category may include repaying existing indebtedness, funding working capital needs, financing capital expenditures, pursuing acquisitions, issuing dividends, and repurchasing stock.
Who is eligible to purchase these senior notes?
The notes are being offered and sold exclusively to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, and outside the United States pursuant to Regulation S. This means they are not available to the general public in the U.S. without registration.
What are the key terms of the new notes?
The notes are unsecured senior notes with a principal amount of $1.25 billion, a coupon rate of 3.25%, and a maturity date in 2030. They were priced at 99.225% of their aggregate principal amount. Certain Expedia Group subsidiaries will also guarantee these notes.
Are there any risks associated with this note issuance for investors?
The filing includes forward-looking statements and disclaimers mentioning various risks that could affect Expedia Group's business, financial condition, and results of operations. These risks, detailed in their SEC filings, include competitive industry pressures, reliance on travel partners, industry disruptions, regulatory changes, and the general risks associated with significant indebtedness and capital markets access. The closing of the offering is also subject to customary closing conditions.
04—Continue