Qatar Investment Authority - Jan 11, 2024 Form 3 Insider Report for Global Business Travel Group, Inc. (GBTG)

Role
Director, 10%+ Owner
Signature
/s/ Andrew Watkins, Associate General Counsel, Compliance, Legal
Stock symbol
GBTG
Transactions as of
Jan 11, 2024
Transactions value $
$0
Form type
3
Date filed
1/17/2024, 03:00 PM
Previous filing
Dec 12, 2023
Next filing
Jun 14, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding GBTG Class A Common Stock 87.7M Jan 11, 2024 By QH Travel. F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding GBTG C Ordinary Shares of GBT JerseyCo Jan 11, 2024 Class A Common Stock 3.13M By QH Travel. F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On January 11, 2024, pursuant to a pro rata redemption and exchange transaction between Juweel Investors (SPC) Limited, an exempted segregated portfolio company with limited liability incorporated under the laws of the Cayman Islands ("Juweel"), on the one hand, and its members, on the other hand, Juweel repurchased the common shares in the capital of Juweel held by QH Travel LP ("QH Travel"), an exempted limited partnership formed under the laws of the Cayman Islands, acting by its general partner, QH Travel GP Co, Ltd., an exempted company with limited liability under the laws of the Cayman Islands and a wholly-owned subsidiary of Qatar Investment Authority in exchange for the transfer by Juweel to QH Travel of 87,659,000 shares of Class A Common Stock and 3,131,886 C Ordinary Shares.
F2 GBT JerseyCo Limited ("GBT JerseyCo") entered into a Business Combination Agreement with Apollo Strategic Growth Capital on December 2, 2021, which was amended by that certain Amendment No.1 to the Business Combination Agreement, dated as of July 10, 2023, by and between the Issuer (f/k/a Apollo Strategic Growth Capital) and GBT JerseyCo (the "BCA Amendment"),
F3 Pursuant to the BCA Amendment, if at any time during the five years following May 27, 2022, the dollar volume-weighted average price of the Class A Common Stock is, for any 20 trading days within a period of 30 consecutive trading days, greater than or equal to (i) $12.50, then one-half of the number of C Ordinary Shares of GBT JerseyCo held by QH Travel shall automatically and without further action on the part of any person be cancelled in exchange for an equal number of Class A Common Stock; or (ii) $15.00, then the remaining C Ordinary Shares of GBT JerseyCo held by QH Travel shall automatically and without further action on the part of any person be cancelled in exchange for an equal number of shares of Class A Common Stock.

Remarks:

On January 11, 2024, QH Travel entered into an amended and restated shareholders' agreement with the Issuer, GBT JerseyCo, American Express International, Inc. ("Amex"), EG Corporate Travel Holdings LLC ("Expedia"), and solely for the purposes of Section 10.22 therein, Juweel (such amended and restated shareholders' agreement, the "A&R Shareholders Agreement").By virtue of the A&R Shareholders Agreement and the obligations and rights thereunder, the Reporting Person may be deemed to be in a "group" with Amex and Expedia for purposes of Schedule 13(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). This filing shall not be deemed an admission that such persons constitute a "group" for purposes of Section 13(d) of the Exchange Act and the Reporting Person expressly disclaims such group membership and any pecuniary interest in any securities not directly owned by QH Travel. The Reporting Person may be deemed a director by deputization for the purposes of Section 16 of the Exchange Act by virtue of the fact that Mohammed Saif S.S. Al-Sowaidi and Michael Gregory O'Hara were elected to the board of directors of the Issuer as representatives of the Reporting Person.