8-KOther EventsExhibits & Filings

Expedia Group, Inc. 8-K Report, Corporate Update (Feb 17, 2021)

Filed February 17, 2021For Securities:EXPE

Summary

Expedia Group, Inc. (EXPE) filed an 8-K on February 17, 2021, to announce the pricing of two significant debt offerings: $1 billion in 2.950% senior notes due 2031 and $900 million in 0% convertible senior notes due 2026 (with an option for an additional $100 million). These offerings aim to strengthen the company's financial position by funding the redemption of its 7.000% Senior Notes due 2025 and a tender offer for a portion of its 6.250% Senior Notes due 2025. The proceeds will also be used for related fees and expenses, with any remaining funds designated for repaying other outstanding indebtedness. The financing strategy indicates a proactive approach by Expedia to manage its debt structure, likely seeking to lower interest costs and extend maturity profiles. Investors should note the specific closing dates: the Convertible Notes offering is expected to close on February 19, 2021, while the Senior Notes offering is anticipated to close on March 3, 2021. The successful completion of these offerings is subject to customary closing conditions.

Key Highlights

  • 1Expedia Group priced a $1 billion offering of 2.950% senior notes due 2031.
  • 2Expedia Group priced a $900 million offering of 0% convertible senior notes due 2026, with an option for an additional $100 million.
  • 3The proceeds from these offerings are primarily intended to redeem outstanding 7.000% Senior Notes due 2025 and fund a tender offer for 6.250% Senior Notes due 2025.
  • 4The senior notes offering is expected to close on March 3, 2021.
  • 5The convertible notes offering is expected to close on February 19, 2021.
  • 6Both offerings are private placements to qualified institutional buyers.
  • 7The company included standard forward-looking statements and risk factor disclosures, emphasizing the potential impact of COVID-19 on its business.

Frequently Asked Questions

The primary purpose of these offerings is to refinance existing debt. Specifically, the net proceeds are expected to be used to redeem all of Expedia's 7.000% Senior Notes due 2025 and to fund a tender offer for a portion of its 6.250% Senior Notes due 2025, along with associated fees and expenses. Any remaining proceeds will be used to repay other outstanding indebtedness.

Expedia is issuing $1 billion in senior notes with a coupon of 2.950% due in 2031. Additionally, the company is issuing $900 million (potentially up to $1 billion) in convertible senior notes with a 0% coupon due in 2026.

The offering of convertible senior notes is expected to close on February 19, 2021, while the offering of senior notes is expected to close on March 3, 2021. Both closings are subject to customary conditions.

No, these are private placements offered only to qualified institutional buyers. The senior notes and convertible notes have not been registered under the Securities Act of 1933, and may not be offered or sold in the United States absent registration or an applicable exemption.