Deal Description: On April 16, 2019, Expedia Group, Inc. (“Expedia Group”) and Liberty Expedia Holdings, Inc. (“Liberty Expedia”) announced the execution of a definitive agreement, pursuant to which Expedia Group will acquire Liberty Expedia in an all-stock transaction.  Liberty Expedia’s principal asset is approximately 23.9 million shares of Expedia Group (consisting of 11.1 million shares of Expedia Group common stock and 12.8 million shares of Expedia Group Class B common stock).

Liberty Expedia shareholders will receive fixed consideration of 0.360 of a share of Expedia Group common stock for each share of Liberty Expedia Series A common stock and Series B common stock (collectively, “Liberty Expedia common stock”), subject to the satisfaction of the closing conditions (which include Liberty Expedia stockholder approval and the receipt of any applicable regulatory approvals). The parties expect the transaction to close in the summer of 2019.

Baker Botts, which has represented Liberty Expedia since in its split-off from Qurate Retail Inc. in November 2016, also represented Liberty Expedia in the transaction.

The Baker Botts team included:

Corporate: Renee Wilm (Partner, New York), Buzz McGrath (Partner, New York), Samantha Crispin (Partner, Dallas), Beverly Reyes (Partner, New York), Brittany Uthoff (Senior Associate, New York), Justin Blass (Associate, New York), Andrew Hwang (Associate, New York), Sumair Sangha (Associate, New York), Emilie Heck (Associate, New York)

Tax: Tamar Stanley (Partner, Washington), Jon Lobb (Partner, Houston), Matt Donnelly (Special Counsel, Washington), Peter Farrell (Associate, Washington)

Antitrust: Paul Cuomo (Partner, Washington), Michael Bodosky (Special Counsel, Washington), David Cardwell (Counsel, Brussels), Matt Adler (Associate, Washington)

Employee Benefits: Rob Fowler (Partner, Houston), Gabriela Alvarez (Associate, Houston)

Finance: Robert Wann (Partner, New York), Sarah Christian (Associate, Austin), Grace Matthews (Associate, Austin)

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