M&A - TripAdvisor, Inc.

Form Type: 10-K

Filing Date: 2025-02-20

Corporate Action: Merger

Type: Update

Accession Number: 000095017025023736

Filing Summary: TripAdvisor, Inc. filed its annual report on Form 10-K discussing its fiscal performance for the year ended December 31, 2024. The report highlights the ongoing merger activities and strategies aimed at enhancing market presence. It outlines financial performance metrics including revenues, expenses, and future revenue projections which have been affected by the preceding merger adjustments. The management emphasizes the importance of operational restructuring to achieve synergies from the merger and to position the company favorably within the competitive landscape. Overall, TripAdvisor continues to evolve through strategic initiatives to improve its service offerings and profitability following the merger.

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Form Type: DEFA14A

Filing Date: 2024-12-19

Corporate Action: Merger

Type: New

Accession Number: 000110465924129978

Filing Summary: Tripadvisor, Inc. has announced a merger agreement on December 18, 2024, involving Liberty TripAdvisor Holdings, Inc. and a subsidiary merger. The agreement facilitates a process where the subsidiary will merge, and Liberty TripAdvisor will eventually be merged into another subsidiary of Tripadvisor. Shareholders of Liberty TripAdvisor will receive $0.2567 in cash for each share of Series A and Series B common stock. Additionally, cash totaling approximately $42,471,000 and shares of Tripadvisor common stock will be exchanged for outstanding preferred shares of Liberty TripAdvisor. The agreement includes conditions for the merger, including majority shareholder approval and specific closing conditions. Expectations include repaying approximately $330 million in senior debentures, utilizing a loan facility provided by Tripadvisor. A number of voting agreements have been set up with key shareholders to secure support during the voting process for the merger and charter amendment. The transaction will be subject to customary representations and warranties.

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