(26/03/24)
American Express Global Business Travel, operated by Global Business Travel Group
and more commonly known as Amex
GBT, has entered into a definitive agreement to acquire CWT, a global
business travel and meetings solutions provider, in a transaction
that values the company at approximately US$570 million on a cash-free,
debt-free basis, subject to certain assumptions and purchase price
adjustments.
The transaction will be funded by a combination of
stock and cash and is expected to close in the second half of
2024.
CWT - a private company owned through funds
managed by a group of financial institutions including Barings,
MacKay Shields, and Monarch Alternative Capital - serves 4,000 customers and is expected to
generate approximately $850 million of revenues and $70–$80 million of Adjusted EBITDA in 2024.
“Bringing CWT
onto the proven Amex GBT software and services model will create
more choice for customers, more opportunities for people and more
value for shareholders,” said Paul Abbott, Amex GBT’s CEO.
After the acquisition closes, CWT customers will
have access to Amex GBT’s proprietary software and services for
travel and expense, including Neo1, Neo and Egencia, in addition
to Select, which enables customers to integrate with
technology partners.
Customers will also have access CWT's
portfolio of services, including meetings and events,
consulting and sustainability solutions.
“Joining forces
with Amex GBT helps accelerate our vision of a tech-enabled future
for business travel, where people and technology combine to
deliver an exceptional customer experience,” said Patrick
Andersen, CWT's CEO. “We are highly
confident in the value creation of the combined company.”
At the closing of the
transaction Amex GBT expects to issue approximately 71.7 million
shares of its common stock at a fixed price of $6.00 per share and
to use cash on hand to fund the retirement of CWT debt and the
remaining transaction consideration.
The CWT shareholders, which
are primarily investment funds, are subject to a 90-day lockup for
50% of their shares and a 270-day lockup for the remainder of
their shares.
Both companies’ boards of directors have approved
the transaction, which is expected to be completed in the second
half of 2024, subject to the satisfaction of customary closing
conditions, including the receipt of certain regulatory approvals.
“Business travel is more than any other market a
volume play: for the customers, for the suppliers. Size is the
only way to make economies of scale and get to relevant levels of
profitability. The acquisition of CWT by Amex GBT will put
increasing pressure on the likes of Travelperk and Navan, both of
which will have to fight even harder to get to that level of scale
that a giant like Amex GBT - CWT is about to become,” said
Investment banker Morgann Lesné, an expert in travel technology
M&A from Cambon Partners. “More generally the deal is yet further
proof that 2024 will turn out to be the biggest ever year for M&A
in the travel technology space. A wave of inevitable consolidation
following COVID needs to take place whilst at the same time high
interest rates have stalled start-up fundraising, leading to
people having to merge or face closing. Meanwhile record tourism
figures for 2023 and a very positive outlook for 2024 are leaving
many players feeling confident that now is the right time to
acquire competitors.”
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