American Express Global Business Travel has announced amended terms for its proposed merger with CWT, which sees the transaction value of the deal being reduced from $570 million to $540 million.
The two TMCs also agreed to extend its "drop dead date" for the deal's completion to Dec. 31 to allow them "additional time" to defend a lawsuit filed by the U.S. Department of Justice in January that aims to block the acquisition.
The Amex GBT-CWT deal, which was announced nearly one year ago, received a huge boost earlier this month when the UK's Competition & Markets Authority approved the acquisition after a long-running investigation. But the deal still faces a critical court case in the U.S., which is currently due to be heard in September.
Eric Bock, Amex GBT's chief legal officer and global head of M&A, said, "We are pleased to have reached an amended agreement with CWT and look forward to completing the transaction that will provide even more value and choice to customers and suppliers and more opportunities for CWT employees.
"We remain confident in the merits of our position in the lawsuit initiated by the DOJ and remain prepared to prove this in court, if required."
What else is in the amended deal
As part of the amended agreement, Amex GBT said it expected to issue around 50 million shares for the CWT acquisition at the increased fixed price of $7.50 per share. The original deal set the price of Amex GBT stock at $6 per share with the plan to issue 72 million shares.
The company's shares are listed on the New York Stock Exchange under the Global Business Travel Group name and closed trading on March 21 at $7.61 per share.
Amex GBT said it would fund the rest of the acquisition by using around $70 million of "cash on hand" -- the same amount as in the original agreement.
"The reduction in the shares to be issued in this transaction reflects our continued belief in the value of our equity," Bock said. "With our strong and flexible balance sheet, coupled with our $300 million share buyback program, we continue to create value for our shareholders."
This report was initially published by Business Travel News Europe, a sister publication to Travel Weekly.