Willkie Represents Macquarie Capital in $900 Million American Express JV Deal

March 18, 2014

Investor group, which includes Willkie client Macquarie Capital, invests $900 million into joint venture for American Express’ Global Business Travel division, in exchange for 50% ownership.

On March 17, American Express Company announced that it has signed an agreement to create a joint venture for its Global Business Travel (GBT) division, pursuant to which American Express will share ownership of the joint venture with an investor group including Willkie client Macquarie Capital, as well as Certares, Qatar Investment Authority (through its wholly owned subsidiary Qatar Holding LLC) and funds managed by BlackRock, in exchange for a $900 million investment.  The business will continue to operate under the "American Express Global Business Travel" brand.

In the proposed transaction, American Express will separate its GBT operations into a dedicated holding structure, which will include certain assets and liabilities that currently comprise GBT, and will have a 50% ownership stake in the joint venture following the closing.  The investor group will hold the remaining 50% share.   The deal is expected to create additional capacity for products, technology and servicing capabilities.

Part of one of the world's largest travel agency networks with locations in 139 countries, American Express Global Business Travel provides leading travel solutions, integrated consulting services, proprietary research, and end-to-end meetings and events capabilities. With approximately $359 billion in assets under management (as of September 30, 2013), Macquarie is a global provider of banking, financial, advisory, investment and funds management services. The company employs more than 13,900 people in 28 countries.

The deal was handled by a Willkie team including:  Corporate -- partner A. Mark Getachew and associates Theodore Neos and Andrew Prodromos; Tax -- partner Christopher Peters and associate Meredith Levy; Banking -- David Katz; and Regulatory -- Russell Smith.