Despegar.com, Corp. agreed to acquire Viajes Beda, S.A. de C.V. for approximately $140 million.
January 26, 2020
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Despegar.com, Corp. (NYSE:DESP) agreed to acquire Viajes Beda, S.A. de C.V. for approximately $140 million on January 27, 2020. The consideration is subject to working capital and debt adjustments. Total consideration will be paid over 36 months with 65% of consideration, amounts to $88.4 million to be paid at closing, this will be followed with 2 additional installments at months 24 and 36 after closing. A portion of this last payment is subject to business performance, which could lead to up to tier cap +/- 10% of enterprise value. A portion of the purchase price is payable on a deferred basis and includes a variable component of up to circa +/- 10% of the total consideration, based on future performance. On June 11, 2020, Despegar.com, Corp. agrees to revised the terms of the transaction and will now pay $76.5 million to acquire Viajes Beda, S.A. de C.V. As per revised terms, base consideration of approximately $56.5 million and is payable 36 months following the closing date. An additional variable purchase price component, ranging from zero to $20 million, payable 48 months following the closing date. The variable component will be based on the performance of Despegar’s share price during a six month period prior to the fourth anniversary of the closing date. The revised terms require no cash outlays in respect of the purchase price at transaction closing. The revised purchase price is subject to adjustments based on net indebtedness and working capital.
The transaction is subject to the occurrence of certain closing and business conditions including approval of the relevant antitrust authorities, regulatory body and is expected to close during the first half of 2020. As of April 10, 2020, the transaction is expected to close during the second quarter of 2020. As of June 11, 2020, transaction is expected to take place during the third quarter of 2020. S. Todd Crider, Juan F. Méndez, Joshua Bernard, Claudia Calderon, Robert Holo, Jasmine Hay, and Marcela Robledo of Simpson Thacher acted as a legal advisor to Despegar.com, Corp.
Despegar.com Corp is an Argentina-based online travel company. It provides a broad suite of travel products, including airline tickets, travel packages, hotel bookings and other travel products. It organizes its business into two segments: Air, which consists of the sale of airline tickets, and Packages, Hotels and Other Travel Products, which consists of travel packages, as well as stand-alone sales of hotel rooms, car rentals, bus tickets, cruise tickets, travel insurance and destination services. The Companyâs one-stop marketplace enables millions of users to find, compare, plan and easily purchase travel services and products through its websites and mobile apps. The Company owns and operates two brands: Despegar, its global brand and Decolar, its Brazilian brand. It operates in Latin America across 20 countries.