Global Business Travel Group Files Q2 2024 10-Q

TL;DR

GBTG filed its Q2 10-Q. Financials are in. Check it.

AI Summary

Global Business Travel Group, Inc. filed its 10-Q for the period ending June 30, 2024. The company, formerly known as Apollo Strategic Growth Capital, reported financial results for the second quarter of 2024. Specific financial figures and operational details are available within the full filing.

Why It Matters

This filing provides investors with an update on Global Business Travel Group's financial performance and operational status for the second quarter of 2024, crucial for investment decisions.

Risk Assessment

Risk Level: medium — As a publicly traded company, Global Business Travel Group is subject to market fluctuations and regulatory scrutiny, requiring ongoing monitoring by investors.

Key Numbers

• 20240630 — Reporting Period End Date (Indicates the end of the financial quarter being reported.)
• 20240806 — Filing Date (The date the 10-Q was officially submitted to the SEC.)

Key Players & Entities

• Global Business Travel Group, Inc. (company) — Filer of the 10-Q
• Apollo Strategic Growth Capital (company) — Former name of the company
• 20240630 (date) — End of the reporting period
• 20240806 (date) — Filing date

FAQ

Key Financial Figures

• $0.0001 — stered Class A common stock, par value $0.0001 per share GBTG The New York Stock Exc

Filing Documents

• gbtg-20240630.htm (10-Q) — 1307KB
• gbtg-20240630xexx311.htm (EX-31.1) — 9KB
• gbtg-20240630xexx312.htm (EX-31.2) — 9KB
• gbtg-20240630xexx321.htm (EX-32.1) — 4KB
• gbtg-20240630xexx322.htm (EX-32.2) — 4KB
• 0001820872-24-000041.txt ( ) — 6909KB
• gbtg-20240630.xsd (EX-101.SCH) — 52KB
• gbtg-20240630_cal.xml (EX-101.CAL) — 69KB
• gbtg-20240630_def.xml (EX-101.DEF) — 267KB
• gbtg-20240630_lab.xml (EX-101.LAB) — 651KB
• gbtg-20240630_pre.xml (EX-101.PRE) — 473KB
• gbtg-20240630_htm.xml (XML) — 848KB

FINANCIAL INFORMATION

PART I. FINANCIAL INFORMATION Item 1. Consolidated Financial Statements Consolidated Balance Sheets as of June 30, 2024 (Unaudited) and December 31, 2023 2 Consolidated Statements of Operations for the Three and Six Months Ended June 30, 2024 and 2023 (Unaudited) 3 Consolidated Statements of Comprehensive Income (Loss) for the Three and Six Months Ended June 30, 2024 and 2023 (Unaudited) 4 Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2024 and 2023 (Unaudited) 5 Consolidated Statements of Changes in Total Shareholders' Equity for the Three and Six Months Ended June 30, 2024 and 2023 (Unaudited) 6 Notes to the Consolidated Financial Statements (Unaudited) 7 Item 2.

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations 24 Item 3.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 38 Item 4.

Controls and Procedures

Controls and Procedures 38

OTHER INFORMATION

PART II. OTHER INFORMATION Item 1.

Legal Proceedings

Legal Proceedings 39 Item 1A.

Risk Factors

Risk Factors 39 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 40 Item 3. Defaults Upon Senior Securities 40 Item 4. Mine Safety Disclosures 40 Item 5. Other Information 40 Item 6. Exhibits 41

Signatures

Signatures 42 Table of Contents

FINANCIAL INFORMATION

PART I. FINANCIAL INFORMATION

Consolidated Financial Statements

ITEM 1. Consolidated Financial Statements GLOBAL BUSINESS TRAVEL GROUP, INC. CONSOLIDATED BALANCE SHEETS (in $ millions, except share and per share data) June 30, 2024 December 31, 2023 (Unaudited) Assets Current assets: Cash and cash equivalents $ 515 $ 476 Accounts receivable (net of allowance for credit losses of $ 13 and $ 12 as of June 30, 2024 and December 31, 2023, respectively) 712 726 Due from affiliates 50 42 Prepaid expenses and other current assets 171 116 Total current assets 1,448 1,360 Property and equipment, net 231 232 Equity method investments 13 14 Goodwill 1,207 1,212 Other intangible assets, net 505 552 Operating lease right-of-use assets 49 50 Deferred tax assets 268 281 Other non-current assets 61 50 Total assets $ 3,782 $ 3,751 Liabilities and shareholders' equity Current liabilities: Accounts payable $ 333 $ 302 Due to affiliates 46 39 Accrued expenses and other current liabilities 479 466 Current portion of operating lease liabilities 14 17 Current portion of long-term debt 7 7 Total current liabilities 879 831 Long-term debt, net of unamortized debt discount and debt issuance costs 1,358 1,355 Deferred tax liabilities 5 5 Pension liabilities 168 183 Long-term operating lease liabilities 52 55 Earnout derivative liabilities 69 77 Other non-current liabilities 33 33 Total liabilities 2,564 2,539 Commitments and Contingencies (see note 8) Shareholders' equity: Class A common stock (par value $ 0.0001 ; 3,000,000,000 shares authorized; 472,863,167 shares and 467,092,817 shares issued and outstanding as of June 30, 2024 and December 31, 2023, respectively) — — Additional paid-in capital 2,772 2,748 Accumulated deficit ( 1,430 ) ( 1,437 ) Accumulated other comprehensive loss ( 128 ) ( 103 ) Total equity of the Company's shareholders 1,214 1,208 Equity attributable to non-controlling interest in subsidiaries 4 4 Total shareholders' equity 1,218 1,212 Total liabilities and shareholders' equity $ 3,78

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (1) Business Description and Basis of Presentation Global Business Travel Group, Inc. ("GBTG"), and its consolidated subsidiaries (GBTG together with its consolidated subsidiaries, the "Company"), including GBT JerseyCo Limited ("GBT JerseyCo"), is a leading business-to-business software and services company in travel, expense and meetings & events. The Company provides a platform serving travel primarily for business purposes and a full suite of differentiated, technology-enabled solutions to business travelers and clients, suppliers of travel content (such as airlines, hotels, ground transportation providers and aggregators) and third-party travel agencies. The Company manages end-to-end logistics of business travel and provides a link between businesses and their employees, travel suppliers, and other industry participants. GBTG is a Delaware corporation and tax resident in the United States of America ("U.S."). The Company has one reportable segment. Potential Acquisition of CWT On March 24, 2024, GBTG entered into an Agreement and Plan of Merger (the "Merger Agreement") with CWT Holdings, LLC, a Delaware limited liability company ("CWT"), pursuant to which, among other things, GBTG will acquire CWT. The transaction values CWT at approximately $ 570 million on a cash-free and debt-free basis, subject to certain assumptions and purchase price adjustments. At the closing of the transaction, GBTG expects to fund the acquisition with a combination of cash and an aggregate of approximately 72 million shares of its Class A common stock, par value $ 0.0001 per share ("Class A common stock"), at a price of $ 6.00 per share as purchase consideration. The transaction is expected to be completed in the first quarter of 2025, subject to the satisfaction of customary closing conditions, including the receipt of certain regulatory approvals. Basis of Presentation The Company's consolidated financial statement

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires estimates and assumptions that affect the reported amounts of assets and liabilities, revenues and expenses, and related disclosures in the consolidated financial statements and accompanying notes. Estimates are used for, but not limited to, supplier revenue, allowance for credit losses, depreciable lives of property and equipment, acquisition purchase price allocations including valuation of acquired intangible assets and goodwill and contingent consideration, valuation of operating lease right-of-use ("ROU") assets, impairment of goodwill, other intangible assets, long-lived assets, capitalized client incentives and investments in equity method investments, valuation allowances on deferred income taxes, valuation of pensions, interest rate swaps, earnout shares and contingent liabilities. Actual results could differ materially from those estimates. (2) Recently Issued Accounting Pronouncements Accounting Pronouncements - Adopted The Company did not adopt any new accounting pronouncements during the six months ended June 30, 2024. Accounting Pronouncements - Not Yet Adopted There were no new accounting standards or pronouncements that were issued during the six months ended June 30, 2024 that the Company expects to have a material impact on its consolidated financial statements. However, the Company has yet to adopt the following accounting standard updates ("ASU") issued by the Financial Accounting Standards Board (the "FASB"). Segment Reporting In November 2023, the FASB issued ASU No. 2023-07, " Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures " which expands the segment reporting disclosures and primarily requires disclosures on (i) significant segment expenses that are regularly provided to the chief operating decision maker ("CODM") and are included within e

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) include financial statement footnote disclosure related to the effects of certain severe weather events and other natural conditions. In April 2024, the SEC issued an order staying the Climate Rules pending completion of a judicial review of certain petitions challenging their validity. The Company is currently evaluating the impact of the Climate Rules on its consolidated financial statements. (3) Revenue from Contracts with Customers The Company disaggregates revenue based on (i) Travel Revenue which includes all revenue relating to servicing a transaction, which can be an air, hotel, car rental, rail or other travel-related booking or reservation, and (ii) Product and Professional Services Revenue which includes all revenue relating to using the Company's platform, products and value-added services. The following table presents the Company's disaggregated revenue by nature of service. Sales and usage-based taxes are excluded from revenue. Three months ended June 30, Six months ended June 30, (in $ millions) 2024 2023 2024 2023 Travel revenue $ 506 $ 479 $ 998 $ 946 Product and professional services revenue 119 113 237 224 Total revenue $ 625 $ 592 $ 1,235 $ 1,170 Payments from customers are generally received within 30 - 60 days of invoicing or from their contractual date agreed under the terms of contract. Contract Balances Contract assets represent the Company's right to consideration in exchange for services transferred to a customer when that right is conditioned on the Company's future performance obligations. Contract liabilities represent the Company's obligation to transfer services to a customer for which the Company has received consideration (or the amount is due) from the customer. The opening and closing balances of the Company's accounts receivable, net, and contract liabilities are as follows: Contract liabilities (in $ millions) Accounts receivable, net Client incentives,

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (4) Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consist of: (in $ millions) June 30, 2024 December 31, 2023 Prepaid technology costs $ 48 $ 36 Prepaid travel expenses 47 13 Income tax receivable 31 12 Value added and similar taxes receivables 10 10 Other prepayments and receivables 35 45 Prepaid expenses and other current assets $ 171 $ 116 (5) Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consist of: (in $ millions) June 30, 2024 December 31, 2023 Accrued operating expenses $ 176 $ 160 Accrued payroll and related costs 170 184 Client deposits 75 53 Accrued restructuring costs (see note 6) 19 30 Deferred revenue 18 19 Value added and similar taxes payable 10 12 Other payables 11 8 Accrued expenses and other current liabilities $ 479 $ 466 (6) Restructuring, Exit and Related Charges From time-to-time, the Company takes initiatives to reduce costs, exit from non-profitable business components and geographical regions and/or improve operational efficiency. The table below sets forth accrued restructuring, exit and related costs included in accrued expenses and other current liabilities, for the six months ended June 30, 2024: (in $ millions) Employee Related Facility - Non-Lease Related Total Balance as of December 31, 2023 $ 26 $ 4 $ 30 Accruals 6 — 6 Cash settled ( 16 ) ( 1 ) ( 17 ) Balance as of June 30, 2024 $ 16 $ 3 $ 19 10 Table of Contents GLOBAL BUSINESS TRAVEL GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (7) Long-term Debt The outstanding amount of the Company's long-term debt consists of: (in $ millions) June 30, 2024 December 31, 2023 Senior Secured Credit Agreement Principal amount of senior secured initial term loans (Maturity – August 2025) $ 236 $ 237 Principal amount of senior secured tranche B-3 term loans (Maturity – December 2026) 1,000 1,000 Principal amount of senior secured tranche B-4 term loans (Maturity – December 2026) 135 135 Principal amount of senior secured revolving credit facility (Maturity – September 2026) — — Other borrowings 7 6 1,378 1,378 Less: Unamortized debt discount and debt issuance costs ( 13 ) ( 16 ) Total debt, net of unamortized debt discount and debt issuance costs 1,365 1,362 Less: Current portion of long-term debt ( 7 ) ( 7 ) Long-term debt, non-current, net of unamortized debt discount and debt issuance costs $ 1,358 $ 1,355 On July 26, 2024 (the "Refinancing Date"), GBTG and GBT US III LLC, a wholly-owned subsidiary of GBTG (the "Initial Borrower") entered into an amended and restated credit agreement (the "A&R Credit Agreement") which provides for $ 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 Term Loans were drawn in full on the Refinancing Date, and the proceeds therefrom were used, in part, to repay in full the outstanding principal amount of all tranches of term loans outstanding, including any accrued interest and breakage fees, under its then existing senior secured credit agreement ("Original Credit Agreement"). See note 17 - Subsequ