American Express Global Business Travel’s Equity Recapitalization

Cleary Gottlieb represented American Express in the equity recapitalization of American Express Global Business Travel. Debevoise & Plimpton LLP is advising The Carlyle Group’s long-duration private equity platform, Carlyle Global Partners, in its investment in American Express GBT.

American Express Global Business Travel (GBT), the world’s leading business partner for managed travel, signed an agreement for an equity recapitalization of its joint venture ownership structure to maintain GBT’s focus on its long-term growth strategy.

American Express Global Business Travel is a joint venture between American Express and an investor group led by Certares.

In connection with the proposed transaction, American Express will retain its 50% ownership stake, while the Certares-led investor group holding the other 50%, including Qatar Investment Authority, certain funds managed by BlackRock, and Teacher Retirement System of Texas, will now include The Carlyle Group’s (NASDAQ: CG) long-duration private equity platform, Carlyle Global Partners, and GIC, an institutional investor. In addition, the University of California Office of the Chief Investment Officer of the Regents, and Kaiser Permanente, have also joined the investor group. Greg O’Hara, the Founder and Senior Managing Director of Certares, will continue as Executive Chairman of the GBT Board of Directors. The transaction was announced on December 17, 2019.

Since the joint venture was formed in 2014, it has established its position as the world’s largest travel management company. GBT has more than 18,000 employees across a network of more than 140 countries and manages more than $35 billion of corporate travel every year.

The Carlyle Group is a global investment firm with deep industry expertise that deploys private capital across four business segments: Corporate Private Equity, Real Assets, Global Credit and Investment Solutions. With $222 billion of assets under management as of September 30, 2019, Carlyle’s purpose is to invest wisely and create value on behalf of its investors, portfolio companies and the communities in which it invests. GBT is the world’s leading business partner for managed travel, providing travel management services, meeting services and business travel consulting.

The Cleary M&A team included partner Paul Shim (Picture), counsel Neil Markel, and associates Jamal Lama and Matthew Muntean of the New York office and partner Tihir Sarkar and associates Chris Gollop, Dan Tierney, and Pamela Holmes of the London office. Partner Richard Sultman of the London office and counsel J.J. Gifford of the New York office are advising on tax matters. Counsel Kathy Bradish of the Washington, D.C. office and counsel Paul Gilbert and associate John Messent of the London office are advising on antitrust matters. Partner Arthur Kohn and counsel Kathleen Emberger of the New York office and counsel Melissa Reid of the London office are advising on employment, employee benefits and executive compensation matters. Associates Jane Rosen and Jaehwan Park of the New York office are advising on intellectual property matters.

The Debevoise team was led by M&A partners Jonathan Levitsky and Jennifer Chu and includes associates Andrew Jamieson, Rafael Thor, Isabel Espinosa de los Reyes and Jennifer Barrows, finance partner Jeffrey Ross and associate Brett Novick, tax partner Peter Schuur and associate T. Tina Xu, benefits partner Jonathan Lewis and associate David Deutsch, and intellectual property partner Jeffrey Cunard and associate Benjamin Sundholm.

Involved fees earner: Kathleen Bradish – Cleary Gottlieb Steen & Hamilton; Kathleen Emberger – Cleary Gottlieb Steen & Hamilton; J.J. Gifford – Cleary Gottlieb Steen & Hamilton; Paul Gilbert – Cleary Gottlieb Steen & Hamilton; Chris Gollop – Cleary Gottlieb Steen & Hamilton; Pamela Holmes – Cleary Gottlieb Steen & Hamilton; Arthur Kohn – Cleary Gottlieb Steen & Hamilton; Jamal Lama – Cleary Gottlieb Steen & Hamilton; Neil Markel – Cleary Gottlieb Steen & Hamilton; John Messent – Cleary Gottlieb Steen & Hamilton; Matthew Muntean – Cleary Gottlieb Steen & Hamilton; Jaehwan Park – Cleary Gottlieb Steen & Hamilton; Melissa Reid – Cleary Gottlieb Steen & Hamilton; Jane Rosen – Cleary Gottlieb Steen & Hamilton; Tihir Sarkar – Cleary Gottlieb Steen & Hamilton; Paul Shim – Cleary Gottlieb Steen & Hamilton; Richard Sultman – Cleary Gottlieb Steen & Hamilton; Dan Tierney – Cleary Gottlieb Steen & Hamilton; Jennifer Barrows – Debevoise & Plimpton; Jennifer Chu – Debevoise & Plimpton; Jeffrey Cunard – Debevoise & Plimpton; David Deutsch – Debevoise & Plimpton; Isabel Espinosa de los Reyes – Debevoise & Plimpton; Andrew Jamieson – Debevoise & Plimpton; Jonathan Levitsky – Debevoise & Plimpton; Jonathan Lewis – Debevoise & Plimpton; Brett Novick – Debevoise & Plimpton; Jeffrey Ross – Debevoise & Plimpton; Peter Schuur – Debevoise & Plimpton; Benjamin Sundholm – Debevoise & Plimpton; Rafael Thor – Debevoise & Plimpton; Tina Xu – Debevoise & Plimpton;

Law Firms: Cleary Gottlieb Steen & Hamilton; Debevoise & Plimpton;

Clients: American Express; Carlyle Global Partners;

Author: Ambrogio Visconti