M&A - Global Business Travel Group, Inc.

Form Type: 8-K

Filing Date: 2025-03-21

Corporate Action: Merger

Type: Update

Accession Number: 000110465925026717

Filing Summary: On March 21, 2025, Global Business Travel Group, Inc. filed an 8-K detailing amendments to an ongoing merger process with CWT Holdings, LLC and related parties. The document highlights the submission of Amendment No. 4 to the Agreement and Plan of Merger, which redefines aspects of the agreement. The 'Drop Dead Date' was extended to December 31, 2025, and if the merger is not completed by this date due to regulatory issues, the company will owe a termination fee of $25 million. Furthermore, the acquisition values CWT at approximately $540 million, with an expected issuance of about 50 million shares of Class A common stock priced at $7.50 each, alongside an anticipated cash payout of $70 million to CWT's equity holders.

Form Type: 8-K

Filing Date: 2025-03-06

Corporate Action: Acquisition

Type: New

Accession Number: 000110465925021385

Filing Summary: On March 6, 2025, Global Business Travel Group, Inc. announced that they received approval from the United Kingdom’s Competition and Markets Authority to complete their proposed acquisition of CWT Holding, LLC. The company is concurrently facing a lawsuit from the Antitrust Division of the U.S. Department of Justice, which is seeking a permanent injunction to prevent this acquisition. The press release detailing this announcement was included as Exhibit 99.1 in the filing.

Form Type: 8-K

Filing Date: 2025-01-17

Corporate Action: Merger

Type: Update

Accession Number: 000110465925004453

Filing Summary: On January 17, 2025, Global Business Travel Group, Inc. entered into Amendment No. 1 to Agreement and Plan of Merger, involving a merger with CWT Holdings, LLC and two merger subsidiaries. This amendment adjusts the 'Drop Dead Date' in the previous merger agreement, changing it from January 24, 2025, to the earlier of March 17, 2025, or ten business days after the issuance of a specific regulatory report. The overall merger structure remains the same, with CWT merging into one subsidiary and subsequently into another, continuing as an indirect subsidiary of Global Business Travel Group. The document reiterates that the amendment does not alter the existing terms of the original merger agreement, preserving all rights and obligations as previously stated.