Expedia offers to purchase 6.25% notes due 2025 for up to $950 million

By Taylor Fox

New York, Feb. 16 – Expedia Group, Inc. began a cash tender offer to purchase some of its $2 billion outstanding 6.25% senior notes due 2025 (Cusip: 30212PAS4) for an aggregate purchase price of up to $950 million, according to a news release.

Holders who tender notes prior to the 5 p.m. ET March 1 early tender time will receive the total consideration of $1,182.50 per $1,000 of notes, including a $50 early participation amount per $1,000 of notes.

Holders who tender notes after the early tender deadline but before the expiration will receive the tender offer consideration of $1,132.50 per $1,000 of notes tendered.

Expedia will also pay interest to but excluding the applicable settlement date.

The offer will expire at 11:59 p.m. ET March 15.

Expedia will accept notes up to the tender cap and subject to proration, provided that notes tendered at or prior to the early participation date will be accepted for purchase in priority to notes tendered after the early participation date.

If, on the early payment date, notes are purchased in the offer representing an aggregate purchase price that is equal to the maximum amount for the offer, no additional notes will be purchased in the offer, and there will be no final settlement date for the offer.

Tendered notes may be withdrawn at any time prior to 5 p.m. ET March 1.

The tender offer is not conditioned on the tender of any minimum amount of notes but is subject to a financing condition.

Concurrently with the launch of the tender offer, Expedia began an offering of senior notes and convertible senior notes, proceeds of which will be used to fund the tender offer.

In addition, Expedia issued a conditional notice of redemption for all of its outstanding 7% senior notes due 2025, which were issued on May 5, 2020 in the principal amount of $750 million. The notes are expected to be redeemed on March 3 at a make-whole price. The redemption is also conditioned on the receipt of proceeds from the new financing.

BofA Securities (980 387-3907), Goldman Sachs & Co. LLC (212 357-1452) and J.P. Morgan Securities LLC (917 808-9154) are the dealer managers for the tender offer.

D.F. King & Co., Inc. (212 269-5550, 800 829-6551, expe@dfking.com) is the tender agent and information agent.

Expedia is a Bellevue, Wash.-based online travel company.

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