Concur, a provider of integrated travel and expense management solutions, has agreed to acquire privately held TripIt, a mobile trip management company that helps people organize and share their travel plans no matter where they book.
Concur will pay approximately $27 million in cash and approximately $44 million in Concur stock at closing, plus a contingent cash amount settled upon 30 months from closing of up to approximately $38 million, subject to certain adjustments and escrow provisions set forth in the definitive agreement. As part of the acquisition, Concur will exchange unvested TripIt options into Concur restricted stock units having an aggregate value of approximately $11 million at closing. All components of consideration bring the total deal value to as much as $120 million. However, there is no payment of the contingent cash amount if the value of the approximately $44 million of stock consideration issued exceeds approximately $82 million during the 30 month period following closing, subject to limitations. In addition, individual holders of the approximately $44 million in stock consideration will lose their rights to payment of the contingent cash amount if they sell their holdings of such stock. Though the payment of the contingent cash amount is uncertain, the maximum contingent cash amount to be paid, if any, at the end of the 30 month period is approximately $38 million. The contingent cash amount will be recorded as a liability at fair value and marked-to-market each quarter through GAAP earnings. The acquisition of TripIt is expected to close in our second quarter of fiscal 2011 and to be dilutive to our pro forma operating margin for fiscal 2011. Concur will provide more details in early February at their earnings conference call for the first quarter of fiscal 2011.
Concur was advised by Credit Suisse Securities (USA) LLC and Fenwick & West LLP, and TripIt was advised by Deutsche Bank Securities Inc. and Gunderson Dettmer Stough Villeneuve Franklin & Hachigian, LLP on the transaction.
“The advancement of mobile solutions has changed the way business travelers buy, share, manage and expense their travel plans,” said Steve Singh, Concur’s chairman and chief executive officer. “There is a universal need to bring order to the chaos of travel and make life better for business travelers. That is true for both managed and unmanaged travel. Together, we solve challenges along the entire business travel process – from booking, through in-trip activities and sharing trip information, to post-trip expense management and reconciliation. We welcome the entire TripIt team to Concur and look forward to working together to deliver even more value to travelers, our customers and our partners.”
“This is great news for the millions of travelers who trust TripIt as a better way to manage travel and the hundreds of third party developers who are a part of the TripIt API ecosystem. Together with Concur, we can move even faster to realize our vision of making travel easier for even more people and companies around the world,” said Gregg Brockway, TripIt co-founder and president. “It’s also a testament to the passion, hard work, and commitment to excellence the entire TripIt team has demonstrated since day one to be the best at solving tough travel problems to help improve the lives of travelers everywhere.”