With sale, Travelport will privately go about its business

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The Blackstone Groups pending buyout of Cendants Travelport division -- Galileo, Orbitz and 19 other businesses -- for about $4.3 billion in cash invites the question: Whats next?

Blackstone is an absolute powerhouse in the private equity business, Travelport CEO Jeff Clarke told TravelWeekly.com. Being aligned with them as our new owner gives us the ability to take strategic moves in a full range of opportunities as well as to put money back into the business without having to hit the quarterly pressure that being a public company requires.

We believe this will allow us to take a long-term view to make strategic investments and to extend our leadership position in the industry, Clarke added.

Cendant revealed several days after the Blackstone announcement that Travelport Inc., which would come into being as a standalone private business when the transaction closes in August or September, has been reorganized into two divisions, Orbitz Worldwide and the Business Group. Managed on a geographic basis, the brands previously fell under Business-to-Consumer and Business-to-Business/Corporate umbrellas.

Orbitz Worldwide includes AoYou.com, Away Network, CheapTickets.com, eBookers.com, HotelClub.com, Needahotel.com, Octopus Travel, Orbitz.com, Ratestogo.com and Travelbag. The Business Group comprises aiRes, Galileo, GTA (Gullivers Travel Associates), Neat Technology Solution, Orbitz for Business, Shepherd Systems, Thor, Travelbound, Travelport for Business, Trust International and WizCom.

Some analysts expect that Blackstone will shed some of Travelports nonstrategic assets or pair them with other brands.

Its a no-brainer for them to talk to the private-equity guys at Worldspan and to put Galileo and Worldspan together. That seems pretty obvious, said a source in the investment community.

He continued, And then the real upside is some of the other goodies, like Orbitz, which is probably undervalued and could be spun out as a public company.

Clarke, who left IT software management firm Computer Associates on May 1 to join Chairman Gordon Bethune at Travelport, acknowledged that some strategic pruning might lie ahead.

We plan to keep the core part of the business, Clarke said. Obviously, there are very small parts of the company that you will continue to look at. The company has [made] over 20 mergers and acquisitions over the last five years. But well continue to be committed to the major core areas of the company.

The acquisition by a Blackstone affiliate clears the way for Cendant to simultaneously spin off its lodging and real estate businesses, Wyndham and Realogy, respectively, in mid-July. Proceeds from the Travelport sale will be used to reduce the debt of the lodging and real estate businesses to about $750 million and $600 million, respectively, Cendant said.

Its all part of Cendants plan, revealed late last year, to carve itself into four companies.

Its car rental business, the Avis Budget Group, would be left standing as a public company once the other parts are gone.

Cendant initially intended to spin off Travelport into a public company, but later decided that a sale would be advantageous because the distribution division was the sole entity that would not face adverse tax consequences from a buyout, thanks largely to an enormous capital loss.

The $4.3 billion Blackstone is paying for Travelport is billions of dollars less than Cendant paid in its roll-up of travel distribution acquisitions.

The purchases of Galileo ($2.9 billion in 2001), CheapTickets ($425 million in 2001), Orbitz ($1.25 billion in 2004), Flairview Travel ($88 million in 2004), eBookers ($350 million in 2005) and Gullivers Travel Associates ($1.1 billion in 2005) totaled $6.1 billion.

And that list does not include numerous other acquisitions Cendant made for Travelport, formerly known as Travel Distribution Services, such as Travel 2/Travel 4, the Away Network, the Neat Group, a stake in the CYTS joint venture in China and several Galileo marketing partners.

Cendant was not required to disclose the costs of many of those deals because they were not considered material to the companys financials.

The sale of Travelport at what appears to be a substantially discounted, distressed price seems to be yet another example of financial deal-makers getting burned in the travel industry, said Ron Kurtz, managing partner of the Management Resource Group in Aventura, Fla.

Clearly, Cendant paid too much for the components of Travelport and did not know how to run them profitably after acquiring them.

In fact, saddled with a stagnant GDS business, integration challenges and execution woes, Travelport/Galileo plummeted from the highest EBITDA (earnings before interest, taxes, depreciation and amortization) per booking ratio in 2002 to the lowest in 2005 among the four traditional GDSs.

Cendant acknowledged last year that its 14 eBookers Web sites in Europe were unstable, slow and losing money. It took a $425 million impairment charge tied to the diminished value of Travelports online businesses.

Lorraine Sileo, PhoCusWrights vice president of information services, said Travelports biggest challenge in the online arena is resurrecting eBookers and increasing Travelports international presence.

Travelport is taking steps to right the ship in Europe with an integration initiative.

Alan Josephs, the managing director of eBookers, told Travel Weekly on July 6 that eBookers would relaunch its U.K. site in the fourth quarter, moving to what would become a common Travelport IT platform. The other 13 eBookers Web sites as well as Orbitz and CheapTickets would transition to the Travelport platform in 2007, Josephs said.

That platform goes beyond a common graphical user interface and extends to back-end applications, including booking engines, revenue management systems and merchandising administrative tools.

Getting eBookers into the black, however, appears to be a protracted effort that might be easier as a private company without having to deal with the pressures of quarterly financial reporting, Cendant officials said.

That leaves Sabre as the sole public company among the four companies, including Travelport, Worldspan and Amadeus, that operate a GDS.

That means Sabre has the challenge of maintaining its competitive position while having to foot the costs, distractions and disclosures associated with public ownership.

While Cendant was clearly in a hurry to sell Travelport, it is not clear whether Blackstone was the high bidder or other factors were pivotal.

Clarke termed the process quite competitive, adding that the decisions you make whenever you sell a company [are based on] price, certainty and speed. They accomplished all three of those.

Blackstone, which formerly employed Cendant Chairman and CEO Henry Silverman, has been a private equity investor since 1987, managing more than $14 billion.

John Ford, Blackstones senior vice president of corporate communications, said the company had a huge lodging portfolio, including Boca Resorts, Extended Stay America, La Quinta and Wyndham. Last year, Cendant acquired Wyndhams management and franchise business from Blackstone for $101 million in cash.

Blackstone is not a hotel operator, but Ford said that there would be synergies between Blackstones lodging holdings and Travelport.

Strategically, this acquisition by a non-travel-related company might pose some questions to be answered as to how Travelport will be managed, said Clement Wong, a research analyst at Euromonitor International in London.

Previous synergies across the Cendant group may have been lost, Wong said. On the other hand, this may also free eBookers and Gullivers to be more accountable to themselves and new owners. 

To contact reporter Dennis Schaal, send e-mail to [email protected]

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