Press release

Barry Diller Enters into New Arrangements as part of Expedia Group, Liberty Expedia Holdings Merger

NEW YORK, April 16, 2019 /PRNewswire/ -- As previously disclosed, Expedia Group, Inc. (NASDAQ: EXPE) and Liberty Expedia Holdings, Inc. ("Liberty Expedia")

articleExpedia Group, Inc.April 16, 20193/company/expedia-group-inc/news/barry-diller-enters-new-arrangements-part-expedia-group-liberty-expedia-holdings
Barry Diller Enters into New Arrangements as part of Expedia Group, Liberty Expedia Holdings Merger

About this update from Expedia Group, Inc.

[{"type":"text","content":"NEW YORK, April 16, 2019 /PRNewswire/ -- As previously disclosed, Expedia Group, Inc. (NASDAQ: EXPE) and Liberty Expedia Holdings, Inc. (\"Liberty Expedia\") (NASDAQ: LEXEA, LEXEB) announced today that they have entered into a definitive agreement under which Expedia Group has agreed to acquire Liberty Expedia in an all-stock transaction. Simultaneously with this agreement, Barry Diller (Chairman and Senior Executive of Expedia Group) entered into an exchange agreement with Liberty Expedia and a new governance agreement with Expedia Group. \n\n \nThe new agreements provide that Mr. Diller may exchange approximately 5.7 million shares of Expedia Group common stock he owns for an equivalent number of Expedia Group Class B shares (representing approximately 29% of the total outstanding voting power), and that Mr. Diller will have a purchase/exchange right for a nine-month period following closing of the Liberty Expedia acquisition during which he may acquire additional Expedia Group Class B shares. \nIf the purchase/exchange right is exercised in full, Mr. Diller would have approximately 49% of the voting power of Expedia Group. The new agreements provide, among other things, for a \"sunset\" provision relating to the voting power of the Class B shares in excess of the initial 5.7 million shares at such time as Mr. Diller is no longer Expedia Group's Chairman or senior executive. Mr. Diller has also agreed that, in any merger or sale of control transaction, all of Expedia Group's common and Class B shares will be treated equally. The exchange agreement and new governance agreement are further described in Expedia Group's Form 8-K filed earlier today with the Securities and Exchange Commission.\nAbout Expedia Group\nExpedia Group (NASDAQ: EXPE) is the world's travel platform. We help knock down the barriers to travel, making it easier, more enjoyable, more attainable and more accessible. We are here to bring the world within reach for customers and partners around the globe. We leverage our platform and technology capabilities across an extensive portfolio of businesses and brands to orchestrate the movement of people and the delivery of travel experiences on both a local and global basis. Our family of travel brands includes: Brand Expedia®, Hotels.com®, Expedia® Partner Solutions, Egencia®, trivago®, HomeAway®, VRBO®, Orbitz®, Tra...

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