CWT Enters into Agreement with Financial Partners to Recapitalize Business and Significantly Strengthen Financial Position as Business Travel Recovery Gains Momentum

Recapitalization Plan Supported by Overwhelming Majority of Financial Partners; Expected to Reduce Total Debt by Almost $900 Million and Provide $350 Million of Equity Capital and Substantial Long-Term Liquidity

MINNEAPOLIS–(BUSINESS WIRE)–CWT, the Business-to-Business-for-Employees (B2B4E) travel management platform, today announced that it has entered into an agreement with financial stakeholders representing over 90% of the Company’s outstanding debt to recapitalize the business and further strengthen CWT’s financial position as the recovery in business travel continues to gain momentum in key markets around the world.

Key terms of the agreement, entered into with financial stakeholder Barings LLC, among others, include:

• Adding $350 million of new equity capital into the business;
• Eliminating almost $900 million of debt by replacing CWT’s existing $1.5 billion in debt with new first lien debt of $625 million issued at market rates and a new undrawn revolving credit facility;
• Providing CWT with substantial long-term liquidity through the resulting balance sheet cash and new revolving credit facility; and
• Providing for all business partners and other providers of goods and services to CWT to be paid in full.

CWT expects to begin soliciting formal approval of the plan from its existing financial stakeholders in the next few weeks and to finalize implementation of the plan later this year.

“This is great news for CWT and our stakeholders, highlighting the progress we have made to position CWT for long-term success and providing significant financial resources to further grow and develop our business,” said Michelle McKinney Frymire, CWT’s Chief Executive Officer. “This is an important and exciting time for travel, as the industry is seeing meaningful increases in demand for the first time since the start of the pandemic. As we ramp up operational capacity to continue serving our customers through the recovery, we are continuing to advance our strategic objectives, including driving innovation and delivering industry-leading solutions. We are pleased to be moving ahead with overwhelming support from our financial partners, who will become CWT’s new majority owners, underscoring their confidence in the market, CWT and our strategy and services.”

Ms. McKinney Frymire added, “Implementation of this agreement will enable us to move beyond the pandemic, accelerate investments that create industry-leading experiences for our clients and travelers, and position CWT to benefit from the recovery already underway. Our teams have risen to the occasion and continued to meet high customer expectations at every turn despite the pandemic’s outsized impact on the travel industry. Looking ahead, our focus remains on providing best-in-class travel experiences for our customers and travelers while maintaining strong relationships with our partners, suppliers and other stakeholders. At the same time, we are excited to accelerate our strategic priorities. With travel demand now increasing, the actions we are taking will enable us to build on our industry-leading position.”

Advancing CWT’s Strategy and Business Momentum

CWT entered the pandemic with a track record of strong growth and delivering on its strategic priorities. Building on this success, CWT has used the period of COVID-related travel restrictions and related demand reductions to accelerate many of its strategic development plans and investments across its innovative products, program delivery and travel services.

As the recovery in business travel, meetings and events gains momentum, CWT’s customer proposition is fundamentally stronger, broader and more robust. Among others, CWT’s many improvements to benefit travelers include:

• Patented algorithm search applications;
• A true omni-channel experience;
• More efficient follow-the-sun servicing capabilities;
• An enhanced digital hotel booking experience;
• Refined data analytics for greater insight and improving ROI; and
• Dedicated resources and services to enable a safe and secure return to travel.

Since its inception, CWT has successfully delivered efficient, safe and connected travel programs from city centers to some of the most remote and hard-to-reach corners of the world, maximizing the potential of technological advancements and human ingenuity. Importantly, CWT believes that a true omni-channel experience brings together people and technology, and is essential for business travel and meetings & events now, and in the future, which is why the Company has been enabling solutions for the E in its B2B4E strategy.

CWT’s early positioning as a platform business, enhanced by strategic physical operations, underscores the Company’s commitment to developing the next generation of skills, closing the gap between talent supply and demand, and future-proofing not only its own, but also its customers’ potential. As a result of this differentiated approach, CWT’s global connections, coupled with local knowledge and the application of innovative, patented platform technology, continue to benefit customers while enabling CWT to deliver unparalleled, valuable and seamless travel experiences.

CWT is committed to remaining at the forefront of innovation, exceeding customer expectations long into the future, connecting people and helping businesses grow.

Advisors

Kirkland & Ellis LLP is serving as legal adviser, Houlihan Lokey is serving as financial adviser, AlixPartners LLP is serving as restructuring adviser and Shearman & Sterling LLP is serving as corporate finance counsel to CWT.

Stroock & Stroock & Lavan LLP and Paul, Weiss, Rifkind, Wharton & Garrison LLP are serving as legal advisors and Rothschild & Co. and Evercore are serving as financial advisors to the groups of CWT’s noteholders.

About Barings

Barings is a $382+ billion (as of 6/30/2021) global investment manager sourcing differentiated opportunities and building long-term portfolios across public and private fixed income, real estate, and specialist equity markets. With investment professionals based in North America, Europe and Asia Pacific, the firm, a subsidiary of MassMutual, aims to serve its clients, communities and employees, and is committed to sustainable practices and responsible investment.

About CWT

CWT is a Business-to-Business-for-Employees (B2B4E) travel management platform. Companies and governments rely on us to keep their people connected – anywhere, anytime, anyhow – and, across six continents, we provide their employees with innovative technology and an efficient, safe, and secure travel experience.

Forward Looking Statements

This press release contains “forward-looking statements” related to future events. Forward-looking statements contain words such as “expect,” “anticipate,” “could,” “should,” “intend,” “plan,” “believe,” “seek,” “see,” “may,” “will,” “would,” or “target.” These forward-looking statements reflect the Company’s current intentions, expectations or beliefs. All forward looking statements, including discussions of strategy, plans, objectives, goals and future events or performance, involve risks and uncertainties. While the Company believes these statements to be reasonable, they are merely estimates or predictions and cannot be relied upon. The Company cannot assure you that future results will be achieved. When relying on forward looking statements, you should carefully consider the risk factors and other uncertainties and events, especially in light of the political, economic, social, operational and legal environment in which the Company operates. Such forward looking statements speak only as of the date on which they are made. Accordingly, the Company does not undertake any obligation to update or revise any of them, whether as a result of new information, future events or otherwise. The Company does not make any representation, warranty or prediction that the results anticipated by such forward looking statements will be achieved, and such forward looking statements represent, in each case, only one of many possible scenarios and should not be viewed as the most likely scenario. These cautionary statements qualify all forward looking statements attributable to the Company or persons acting on the Company’s behalf.

Contacts

Julian Walker

Head of External Market Communications and PR

CWT

+44-077-7582-2766