Expedia, Inc. Announces Pricing of Private Offering of Senior Notes

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Sep 18, 2017, 21:52 ET

BELLEVUE, Wash., Sept. 18, 2017 /PRNewswire/ -- Today, Expedia, Inc. ("Expedia") announced that it has agreed to sell $1 billion aggregate principal amount of 3.800% senior unsecured notes due 2028 (the "Notes") in a private offering. The Notes will be issued at a price of 99.747% of the aggregate principal amount. The Notes will be guaranteed by certain subsidiaries of Expedia. Expedia expects to use the net proceeds from the offering for general corporate purposes, which may include, but are not limited to, (i) repayment, prepayment, redemption or repurchase of Expedia's indebtedness (including, but not limited to, Expedia's 7.456% senior notes due 2018) and (ii) working capital, capital expenditures and acquisitions. General corporate purposes may also include, without limitation, dividends, stock repurchases, investments and advances to or other investments in Expedia's subsidiaries. The private offering of the Notes is expected to close on September 21, 2017. The closing is subject to customary closing conditions, and there can be no assurance that the issuance and sale of the Notes will be consummated.

The Notes will be offered and sold only to qualified institutional buyers in the United States pursuant to Rule 144A and outside the United States pursuant to Regulation S under the Securities Act of 1933, as amended (the "Securities Act"). The Notes have not been registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state laws.

This press release does not constitute an offer to sell or a solicitation of an offer to purchase the Notes or any other securities and does not constitute an offer, solicitation or sale in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful.

About Expedia, Inc.
Expedia, Inc. (NASDAQ: EXPE) is the world's largest online travel company, with an extensive brand portfolio that includes leading online travel brands, such as:

Expedia.com®, a leading full-service online travel brand with localized sites in 33 countries
Hotels.com®, a leading global lodging expert operating 89 localized websites in 41 languages with its award winning Hotels.com® Rewards loyalty program
Expedia® Affiliate Network (EAN), a global B2B brand that powers the hotel business of hundreds of leading airlines, travel agencies, loyalty and corporate travel companies plus several top consumer brands through its API and template solutions
trivago®, a leading online hotel search platform with sites in 55 countries worldwide
HomeAway®, a global online marketplace for the vacation rental industry, which also includes the VRBO®, VacationRentals.com® and BedandBreakfast.com® brands, among others
Egencia®, a leading corporate travel management company
Orbitz® and CheapTickets®, leading U.S. travel websites, as well as ebookers®, a full-service travel brand with websites in seven European countries
Travelocity®, a leading online travel brand in the U.S. and Canada delivering customer service when and where our customers need it with the Customer First Guarantee
Hotwire®, inspiring spontaneous travel through Hot Rate® deals
Wotif Group, a leading portfolio of travel brands including Wotif.com®, Wotif.co.nz, lastminute.com.au®, lastminute.co.nz and travel.com.au®
Expedia® Media Solutions, the advertising sales division of Expedia, Inc. that builds creative media partnerships and enables brand advertisers to target a highly-qualified audience of travel consumers
CarRentals.com™, a premier online car rental booking company with localized sites in 13 countries
Classic Vacations®, a top luxury travel specialist
Expedia Local Expert®, a provider of online and in-market concierge services, activities, experiences and ground transportation in over a thousand destinations worldwide
Expedia® CruiseShipCenters®, a provider of exceptional value and expert advice for travelers booking cruises and vacations through its network of over 235 retail travel agency franchises across North America
SilverRail Technologies, Inc., a global rail retail and distribution platform connecting rail carriers and suppliers to both online and offline travel distributors

Forward-Looking Statements. This press release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements reflect the views of our management regarding current expectations and projections about future events and are based on currently available information. Actual results could differ materially from those contained in these forward-looking statements for a variety of reasons, including, but not limited to, those discussed in our Annual Report on Form 10-K for the year ended December 31, 2016, Part I, ITEM 1A, "Risk Factors", as well as those discussed elsewhere in this press release. Other unknown or unpredictable factors also could have a material adverse effect on our business, financial condition and results of operations. Accordingly, readers should not place undue reliance on these forward-looking statements. The use of words such as "anticipates," "estimates," "expects," "intends," "plans" and "believes," among others, generally identify forward-looking statements; however, these words are not the exclusive means of identifying such statements. In addition, any statements that refer to expectations, projections or other characterizations of future events or circumstances are forward-looking statements. These forward-looking statements are inherently subject to uncertainties, risks and changes in circumstances that are difficult to predict.

Actual results and the timing and outcome of events may differ materially from those expressed or implied in the forward-looking statements for a variety of reasons, including, among others: an increasingly competitive global environment; risks related to our dynamic industry; changes in search engine algorithms and dynamics or other traffic-generating arrangements; our business' dependence on our relationships with travel suppliers and travel distribution partners; declines or disruptions in the travel industry; our reliance on the value of our brands and the increasing costs of maintaining and enhancing our brand awareness; our reliance on information technology to operate our business and maintain our competitiveness and risks related to our potential failure to invest in and adapt to technological developments or industry trends; risks related to our acquisitions, investments or significant commercial arrangements; risks related to the transition of our HomeAway business to primarily transaction-based business; risks relating to our international operations; our potential failure to comply with current laws, rules and regulations, or potential changes to such laws, rules and regulations, and other legal uncertainties; application of existing tax laws, rules or regulations; system interruption, security breaches and lack of redundancy in our information systems; amendment to existing tax laws, rules or regulations or enactment of new unfavorable tax laws, rules or regulations; unfavorable outcomes in legal proceedings to which we are a party; risks related to payments and fraud; fluctuations in foreign exchange rates; volatility in our stock price; liquidity constraints or our inability to access the capital markets when necessary or desirable; our failure to comply with governmental regulation and other legal obligations related to our processing, storage and use of personal information, payment card information and other consumer data; our reliance on the performance of highly-skilled personnel and our potential failure to retain or motivate key personnel or hire, retain and motivate qualified personnel; changes in control of the Company; actual or potential management and director conflicts of interest; risks related to activities of our business partners and third party service providers; various counterparty risks; risks related to our significant indebtedness; our potential failure to protect our intellectual property and proprietary information from copying or use by others, including potential competitors; as well as other risks detailed in our public filings with the SEC, including our annual report on Form 10-K for the year ended December 31, 2016, subsequent quarterly reports on Form 10-Q or current reports on Form 8-K.

Other unknown or unpredictable factors also could have a material adverse effect on our business, financial condition and results of operations. In addition, in light of these risks and uncertainties, the matters referred to in the forward-looking statements contained in this press release may not in fact occur. Accordingly, you should not place undue reliance on those statements. We are not under any obligation, and do not intend, to publicly or otherwise update, review or revise any forward-looking statement or other statement in this press release, whether as a result of new information, future events or otherwise, even if experience or future events make it clear that any expected results express or implied by these forward-looking statements will not be realized. Please carefully review and consider the various disclosures made in this press release and in our reports filed with the SEC that attempt to advise interested parties of the risks and factors that may affect our business, prospects and results of operation.

SOURCE Expedia, Inc.