Amex GBT enters right into a definitive settlement to Purchase CWT

American Specific World Enterprise Journey (“Amex GBT”), which is operated by World Enterprise Journey Group, Inc. (NYSE: GBTG) (“Amex GBT” or the “Firm”), a number one B2B software program and providers firm for journey and expense, has right now introduced it entered right into a definitive settlement to accumulate CWT, a worldwide enterprise journey and conferences options supplier, in a transaction that values CWT at roughly $570 million on a cash-free, debt-free foundation, topic to sure assumptions and buy worth changes.

The transaction can be funded by a mixture of inventory and money and is anticipated to shut within the second half of 2024, topic to the satisfaction of customary closing situations, together with the receipt of sure regulatory approvals.

CWT serves 4,000 prospects and is anticipated to generate roughly $850 million of revenues and $70 million–$80 million of Adjusted EBITDA in 2024.

Paul Abbott, Amex GBT’s CEO, stated: “Bringing CWT onto the confirmed Amex GBT software program and providers mannequin will create extra alternative for purchasers, extra alternatives for individuals and extra worth for shareholders.”

After the acquisition closes, CWT prospects would have entry to Amex GBT’s proprietary software program and providers for journey and expense, together with Neo1, Neo and Egencia, along with Choose, which permits prospects to combine with main know-how companions.

Prospects would have entry to the broadest portfolio {of professional} providers, together with conferences and occasions, consulting and sustainability options and Amex GBT’s market would supply entry to probably the most complete and aggressive content material within the business.

CWT CEO, Patrick Andersen, stated: “Becoming a member of forces with Amex GBT helps speed up our imaginative and prescient of a tech-enabled future for enterprise journey, the place individuals and know-how mix to ship an distinctive buyer expertise. We’re extremely assured within the worth creation of the mixed firm.”

Vital Shareholder Worth

Extremely engaging valuation and monetary return: Primarily based on CWT estimated 2024 Adjusted EBITDA of $70 million–$80 million and $155 million of recognized synergies, Amex GBT buying CWT for pre-synergy a number of of seven.6x and post-synergy a number of of two.5x Adjusted EBITDA. Primarily based on CWT estimated 2024 income of roughly $850 million, Amex GBT buying CWT for 0.7x income a number of.
Synergy alternative: Recognized roughly $155 million of annual run-rate synergies inside three years, with roughly 35% anticipated to be realized in 2025. Amex GBT has a confirmed observe report of delivering important synergies by way of acquisitions. A devoted integration staff will execute the synergy plan.

Sturdy steadiness sheet and leverage profile: Amex GBT maintains a powerful steadiness sheet and post-deal leverage stays inside Amex GBT’s goal vary of 1.5x–2.5x.
Accretive transaction: Anticipated to be break-even to earnings per share within the first yr of transaction shut and accretive thereafter.

Transaction Overview

The transaction values CWT at roughly $570 million on a cash-free and debt-free foundation, topic to sure assumptions and buy worth changes.

On the closing of the transaction Amex GBT expects to subject roughly 71.7 million shares of its frequent inventory at a set worth of $6.00 per share and to make use of money readily available to fund the retirement of CWT debt and the remaining transaction consideration.

The CWT shareholders, that are primarily funding funds, are topic to a 90-day lockup for 50% of their shares and a 270-day lockup for the rest of their shares.

Each firms’ boards of administrators have accepted the transaction, which is anticipated to be accomplished within the second half of 2024, topic to the satisfaction of customary closing situations, together with the receipt of sure regulatory approvals.

Amex GBT buying CWT for pre-synergy a number of of seven.6x and post-synergy a number of of two.5x Adjusted EBITDA, primarily based on CWT estimated 2024 Adjusted EBITDA of $70 million –$80 million and $155 million recognized synergies.

Amex GBT buying CWT for 0.7x income a number of, primarily based on CWT estimated 2024 income of roughly $850 million.

Investor Convention Name Info

Amex GBT will maintain a dwell investor convention name on March 25, 2024, at 8:30 AM ET.

The dwell investor convention name and accompanying slide presentation could be accessed on the Amex GBT Investor Relations web site at traders.amexglobalbusinesstravel.com.

A replay of the occasion can be accessible on the web site for not less than 90 days following the occasion.

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