It's no accident that Expedia Group disclosed improved booking trends on Monday, and then announced a senior notes offering to refinance the company's private equity debt a day later. Hey, whether you are a homeowner or a giant online travel company, a good refinancing deal can be smart and hard to resist.
Private equity firms Apollo Global Management and Silver Lake Partners rode to Expedia Group’s liquidity rescue in April with a deal to provide $3.2 billion in financing. As its bookings rebounded somewhat, Expedia was looking Tuesday to pay off these firms early, and refinance the debt at a significantly lower interest rate.
That’s why Expedia Group announced Tuesday morning that it began a private offering of senior notes that it could use to redeem the 9.5 percent Series A preferred stock that it issued to Apollo and Silver Lake when the deal closed May 5. Expedia did not name the two private equity firms in Tuesday’s announcement, but Apollo and Silver Lake are the only two corporate holders of what was newly created Series A preferred stock.
If all the pieces fall into place — if Expedia finds takers for its senior notes — then it could pay off the private equity firms, and save a bundle in dividend payments. Apollo and Silver Lake would retain their Expedia warrants, which entitled them to each purchase 4.2 million shares of common stock at $72 per share. If the two companies exercised those warrants, their stakes wouldn’t result in any kind of game-changing ownership. Expedia shares Tuesday were trading mid-day at around $84.
With parallels to Expedia, Airbnb raised about $2 billion in capital in two deals during the Covid-19 crisis from a variety of private equity firms. Silver Lake and Apollo are among the half dozen or so firms involved in these deals; CNBC estimated the interest rates range from 9 to 11.5 percent.
Taking Advantage of Modest Recovery
In the senior notes transaction, Expedia Group is seemingly taking advantage of an improvement in its bookings outlook, and the modest recovery that’s under way.
When Expedia Group announced the private equity financing in late April, its gross bookings in the company’s core lodging business had been down about 85 percent, excluding cancellations. But Expedia disclosed Monday in a financial filing that its gross bookings decline had “moderated” to around 45 percent in June.
The Expedia Group deal with Apollo and Silver Lake consisted of a $1.2 billion in preferred stock, and $2 billion in debt financing. Silver Lake and Apollo execs each got a seat on the Expedia Group board of directors.
Tripadvisor Goes to the Well
Tripadvisor likewise Tuesday announced a proposed $500 million offering of senior notes due 2025. Unlike Expedia Group, which could use the proceeds to pay off Silver Lake and Apollo, Tripadvisor envisions using the net proceeds for general corporate purposes.
Expedia Group announced Tuesday evening that it agreed to sell $500 million of 3.6 percent senior notes due in 2023 and $750 million of 4.625 percent senior notes due in 2027, and the offering is expected to close July 14.
“In light of of attractive market conditions, the Company is opportunistically pursuing ways to optimize its capital structure and reduce its cost of capital,” Expedia Group stated. “Expedia Group currently expects to use the net proceeds to redeem outstanding shares of its 9.5% Series A Preferred Stock after May 5, 2021, when the redemption premium is scheduled to decrease. Depending on business, liquidity and other trends or conditions, however, the Company may elect to use all or part of the proceeds for other general corporate purposes, which may include repaying, prepaying, redeeming or repurchasing other indebtedness in lieu of or pending such redemption.”
Note: This story has been updated to include Expedia Group’s Tuesday evening announcement that it priced $1.25 billion of senior notes, and that it expects to redeem Silver Lake and Apollo Management’s 9.5 percent Series A preferred stock after May 5, 2021.
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Photo credit: Expedia Group is looking to refinance $3.2 billion in private equity debt at a lower interest rate. Getty Images