SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) July 9, 2018
Booking Holdings Inc.
(Exact name of registrant as specified in its charter)
(State or other Jurisdiction of
(Commission File Number)
(IRS Employer Identification No.)
800 Connecticut Avenue, Norwalk, Connecticut
(Address of principal office)
(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-4c under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 7.01. Regulation FD Disclosure
On July 9, 2018, Booking Holdings Inc. (the "Company") announced that it entered into an agreement to acquire HotelsCombined Pty Ltd. A copy of the press release announcing the proposed acquisition is furnished with this Current Report as Exhibit 99.1.
The information furnished herewith pursuant to this Item 7.01 of this Current Report shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits
99.1Press Release dated July 9, 2018
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.
BOOKING HOLDINGS INC.
/s/ Peter J. Millones
Peter J. Millones
Executive Vice President and General Counsel
Date: July 9, 2018
99.1Press Release dated July 9, 2018
Booking Holdings Agrees to Acquire HotelsCombined
Booking Holdings’ Global Metasearch Brand KAYAK to Oversee HotelsCombined
NORWALK, Conn., July 9, 2018 – Booking Holdings Inc. (NASDAQ: BKNG) announced today that it has entered into an agreement to acquire hotel metasearch site, HotelsCombined. Based in Sydney, Australia with a strong presence in APAC and thousands of active affiliates worldwide, HotelsCombined will report into Booking Holdings’ leading travel metasearch brand, KAYAK.
"HotelsCombined has built a strong brand with loyal consumers across APAC, and we believe the team will be a great addition to KAYAK to further expand our worldwide metasearch strategy," said Glenn Fogel, CEO of Booking Holdings.
"We've admired their execution for many years. I'm eager to work together to strengthen our capabilities and global network," said Steve Hafner, CEO of KAYAK.
HotelsCombined was founded in 2005. The acquisition has been approved by HotelsCombined's board of directors and stockholders and is expected to close later this year, subject to regulatory approval and satisfaction of closing conditions.
"We've always been inspired by the entrepreneurial culture of Booking
Holdings brands and are excited to be joining the family." said Hichame Assi, CEO of HotelsCombined. "Operating under the KAYAK umbrella will strengthen our proposition to both customers and partners with greater scale, product breadth and innovation."
About Booking Holdings:
Booking Holdings Inc. (NASDAQ: BKNG) is the world leader in online travel and related services, provided to customers and local partners in over 220 countries through six primary brands: Booking.com, KAYAK, priceline.com, agoda.com, Rentalcars.com and OpenTable. The mission of Booking Holdings is to help people experience the world. For more information visit Bookingholdings.com.