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EX-99.2 - EX-99.2 - Travelport LTD | y91136exv99w2.htm |
EX-99.1 - EX-99.1 - Travelport LTD | y91136exv99w1.htm |
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) May 6, 2011 (May 5, 2011)
Travelport Limited
(Exact name of Registrant as specified in its charter)
Bermuda | 333-141714 | 98-0505100 | ||
(State or other jurisdiction of incorporation) |
(Commission File No.) | (I.R.S. Employer Identification Number) |
300 Galleria Parkway
Atlanta, GA 30339
(Address of principal executive
office)
Atlanta, GA 30339
(Address of principal executive
office)
Registrants telephone number, including area code (770) 563-7400
405 Lexington Avenue, New York, NY 10174
(Former name or former address if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
TABLE OF CONTENTS
Item 2.01 Completion of Acquisition or Disposition of Assets | ||||||||
Item 9.01 Financial Statements and Exhibits | ||||||||
SIGNATURE | ||||||||
EXHIBIT INDEX | ||||||||
EX-99.1 | ||||||||
EX-99.2 |
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Item 2.01 | Completion of Acquisition or Disposition of Assets. |
On
May 5, 2011, we completed the previously announced sale of our Gullivers Travel Associates (GTA)
business to Kuoni Travel Holding Ltd. (Kuoni) pursuant to a Share Purchase Agreement,
dated March 5, 2011, among Gullivers Services Limited, Travelport (Bermuda) Ltd.,
Travelport Inc., Travelport Limited, Kuoni Holdings PLC, Kuoni Holding Delaware, Inc., KIT
Solution AG and Kuoni Reisen Holding AG.
The gross consideration for the sale of the GTA business is $720 million, subject to
certain closing adjustments based on minimum cash and working capital targets at the time
of closing. After deducting transaction costs from the cash proceeds received from
the sale of our GTA business, we repaid $655 million of indebtedness outstanding under our
senior secured credit agreement.
GTA is a world leader in the provision of hotel accommodations and related ground travel services
with more than three decades of expertise. GTA uses industry-leading technology to market and
distribute global travel content, including more than 35,000 hotel properties with instant
confirmation, in over 130 countries. Other GTA travel services include sightseeing tours and
attractions, private transfers, group travel and rail passes. GTA distributes accommodations and
other travel services through travel wholesalers, tour operators, travel agencies as well as
directly to travelers.
Other than the Share Purchase Agreement in respect of the sale of the GTA business, there are no
material relationships between us and Kuoni or any of its respective affiliates, or any director or
officer of our company or Kuoni.
A copy of the press release issued on May 6, 2011 is attached hereto as Exhibit 99.1 and is
incorporated by reference herein.
Item 9.01 | Financial Statements and Exhibits. |
(b) | Pro Forma Financial Information. | |
Unaudited Pro Forma Consolidated Condensed Financial Information. | ||
Unaudited Pro Forma Consolidated Condensed Balance Sheet as of December 31, 2010. | ||
Unaudited Pro Forma Consolidated Condensed Statements of Operations for the years ended December 31, 2010, 2009 and 2008. | ||
Notes to the Unaudited Pro Forma Consolidated Condensed Financial Information. | ||
See Exhibit 99.2 attached hereto. | ||
(d) | Exhibits. |
The following exhibits are filed as part of this report:
Exhibit No. | Description | |
99.1
|
Press Release, dated May 6, 2011. | |
99.2
|
Unaudited Pro Forma Consolidated Condensed Financial Information. |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the
registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
TRAVELPORT LIMITED |
||||
By: | /s/ Simon Gray | |||
Simon Gray | ||||
Senior Vice President and Chief Accounting Officer | ||||
Date: May 6, 2011
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