Global Business Travel Group Enters Material Definitive Agreement

TL;DR

GBTG just signed a big deal, details TBD.

AI Summary

Global Business Travel Group, Inc. announced on July 26, 2024, that it entered into a material definitive agreement. The company, formerly known as Apollo Strategic Growth Capital, is incorporated in Delaware and headquartered in New York. Specific details of the agreement were not disclosed in this initial filing.

Why It Matters

This filing indicates a significant new contract or partnership for Global Business Travel Group, which could impact its future revenue and operations.

Risk Assessment

Risk Level: medium — The filing indicates a material definitive agreement, but the lack of specific details about the agreement introduces uncertainty.

Key Players & Entities

• Global Business Travel Group, Inc. (company) — Registrant
• Apollo Strategic Growth Capital (company) — Former company name
• July 26, 2024 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of incorporation
• New York (location) — Principal executive offices location

FAQ

Key Financial Figures

• $0.0001 — ed Class A common stock, par value of $0.0001 per share GBTG The New York Stock E
• $1,400 million — The A&R Credit Agreement provides for a $1,400 million senior secured first lien term loan fac
• $360 million — ans thereunder, the "Term Loans") and a $360 million senior secured first lien revolving cre
• $1,400 m — ns, in an aggregate principal amount of $1,400 million, were drawn in full on the Restat
• $150 million — The Revolving Credit Facility has (i) a $150 million sublimit for extensions of credit denom
• $50 million — rencies other than U.S. dollars, (ii) a $50 million sublimit for letters of credit, and (ii
• $10 million — Revolving Credit Facility (subject to a $10 million exclusion for utilization of the letter

Filing Documents

• tm2420192d1_8k.htm (8-K) — 45KB
• tm2420192d1_ex3-1.htm (EX-3.1) — 433KB
• tm2420192d1_ex10-1.htm (EX-10.1) — 1643KB
• tm2420192d1_ex99-1.htm (EX-99.1) — 8KB
• tm2420192d1_ex3-1sp1img001.jpg (GRAPHIC) — 6KB
• 0001104659-24-083105.txt ( ) — 2735KB
• gbtg-20240726.xsd (EX-101.SCH) — 3KB
• gbtg-20240726_lab.xml (EX-101.LAB) — 33KB
• gbtg-20240726_pre.xml (EX-101.PRE) — 22KB
• tm2420192d1_8k_htm.xml (XML) — 4KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. Amended and Restated Senior Secured Credit Agreement On July 26, 2024 (the "Restatement Date"), Global Business Travel Group, Inc. (the "Company") and GBT US III LLC (the "Initial Borrower") entered into an amended and restated credit agreement (the "A&R Credit Agreement"), with the lenders and letter of credit issuers from time to time party thereto and Morgan Stanley Senior Funding, Inc., as the administrative agent and as the collateral agent. The A&R Credit Agreement provides for a $1,400 million senior secured first lien term loan facility (the "Term Loan Facility", and the loans thereunder, the "Term Loans") and a $360 million senior secured first lien revolving credit facility (the "Revolving Credit Facility", and the loans thereunder, the "Revolving Loans"). The A&R Credit Agreement amends and restates that certain Credit Agreement, dated as of August 13, 2018 (the "Original Credit Agreement"; and as amended, restated, amended and restated, supplemented or otherwise modified from time to time prior to the Restatement Date, the "Existing Credit Agreement"), among GBT Group Services B.V. , as the borrower, the lenders from time to time party thereto, Morgan Stanley Senior Funding, Inc., as the administrative agent and as the collateral agent, and the other parties from time to time party thereto. Term Loan Facility The Term Loans, in an aggregate principal amount of $1,400 million, were drawn in full on the Restatement Date, and the proceeds therefrom were used, in part, to refinance in full the loans and other outstanding obligations (including related fees and expenses) under the Existing Credit Agreement. There were no unutilized term loan commitments under the A&R Credit Agreement after giving effect to such drawing on the Restatement Date. The Term Loans mature, and all amounts outstanding thereunder will become due and payable in full, on July 26, 2031. Principal amounts outstanding under the

01. Other Events

Item 8.01. Other Events. On July 26, 2024, the Company issued a press release announcing the refinancing of the obligations under the Existing Credit Agreement and the entry into the A&R Credit Agreement. A copy of the press release is attached as Exhibit 99.1 and is incorporated by reference herein. In connection with the Company's entry into the A&R Credit Agreement and with the Company providing the lenders a first priority security interest in substantially all of the assets of the Loan Parties, GBT JerseyCo Limited, a subsidiary of the Company ("JerseyCo"), amended and restated its articles of association (the "Fifth Amended and Restated Articles of Association of GBT JerseyCo Limited") to remove certain transfer and pledging restrictions on the non-redeemable Z Ordinary Shares owned by the Company. The foregoing description of the Fifth Amended and Restated Articles of Association of GBT JerseyCo Limited does not purport to be complete and is qualified in its entirety by reference to the full text thereof, which is attached hereto as Exhibit 99.1, and which is incorporated by reference herein.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 3.1 Fifth Amended and Restated Articles of Association of GBT JerseyCo Limited 10.1 Amended & Restated Credit Agreement, dated as of July 26, 2024, by and among Global Business Travel Group Inc., GBT US III LLC, the lenders and letter of credit issuers party thereto from time to time and Morgan Stanley Senior Funding, Inc., as administrative agent and as collateral agent.* 99.1 Press Release of Global Business Travel Group, Inc., dated July 26, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). * The exhibits and schedules to this Exhibit have been omitted in accordance with Regulation S-K Item 601(a)(5) and Item 601(b)(2). The Company agrees to furnish supplementally a copy of such exhibits and schedules, or any section thereof, to the SEC upon its request.

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Global Business Travel Group, Inc. By: /s/ Eric J. Bock Name: Eric J. Bock Title: Chief Legal Officer, Global Head of M&A and Compliance and Corporate Secretary Date: July 26, 2024