Elliott and Siris take Travelport private in $4.4bn deal

February 2019 | DEALFRONT | PRIVATE EQUITY & VENTURE CAPITAL

Financier Worldwide Magazine

February 2019 Issue

Removing itself from the public financial markets, travel technology company Travelport Worldwide Limited has entered into a definitive agreement that will see it acquired by affiliates of Siris Capital Group, LLC and Evergreen Coast Capital Corp. in an all-cash transaction valued at approximately $4.4bn.

Under the terms of the agreement, Siris and Evergreen – the private equity affiliate of Elliott Management Corporation – will acquire all the outstanding common shares of Travelport for $15.75 per share in cash. The board of directors of Travelport unanimously approved the agreement and recommended that shareholders vote in favour of the transaction. Elliott and its affiliates have agreed to vote the common shares owned by them in favour of the transaction.

“This is a good outcome for Travelport’s shareholders,” said Doug Steenland, chairman of the board of directors at Travelport. “Assisted by external advisers, the board concluded unanimously, after taking into account the ongoing development needs of the business that entering into this agreement represents the best way to maximise value for shareholders. It also enables the company to continue its work to position itself for growth in the evolving global travel industry.”

Upon completion of the transaction, Travelport will become a privately held company and Travelport common shares will no longer be listed on any public market. Travelport’s headquarters will remain in the UK.

“We have been impressed with Travelport’s industry leadership, global scale and reach, local expertise, world-class management team and commitment to delivering best-in-class solutions for global travel suppliers and agencies,” said John Swainson, an executive partner at Siris. “We look forward to building on this legacy and supporting Travelport as it invests in its platform and embarks on a new phase of innovation and industry leadership.”

A company which operates a travel commerce platform providing distribution, technology, payment and other solutions for the global travel and tourism industry, Travelport facilitates travel commerce by connecting the world’s leading travel providers with online and offline travel buyers in a proprietary business-to-business (B2B) travel marketplace.

Serving as lead financial adviser to Travelport is Morgan Stanley & Co. LCC, with UBS Securities LLC serving as joint financial adviser. Kirkland & Ellis LLP is serving as Travelport’s legal counsel. In addition, LionTree, Deutsche Bank Securities Inc., Macquarie Capital and Barclays are acting as financial advisers to Siris. Acting as corporate counsel to Siris is Wachtell, Lipton, Rosen & Katz and Sidley Austin LLP is financing counsel. Gibson, Dunn & Crutcher LLP is acting as legal counsel to Evergreen.

Furthermore, Siris and Evergreen have secured committed debt financing for the transaction from BofA Merrill Lynch, Deutsche Bank AG, Macquarie Capital, Credit Suisse Loan Funding, LLC and Barclays.

Expected to close in the second quarter of 2019, the transaction is subject to customary closing conditions, including approval by Travelport shareholders and receipt of required regulatory approvals. It is not subject to any financing condition.

“Travelport has built a leading travel technology platform,” concluded Jesse Cohn, a partner at Elliott. “We look forward to investing in the Travelport team and working with them and Siris to build upon and advance Travelport’s strong track record of technology innovation in serving global travel suppliers and agencies.”

Fraser Tennant