Merger ASAXU

HotelPlanner and Reservations.com Enter Three-Way Merger with Astrea Acquisition Corp

, SPAC Research

HotelPlanner, a hotel and event booking technology platform, Reservations.com, a premier online travel agency, and Astrea Acquisition Corp. (NASDAQ: ASAXU), a publicly traded special purpose acquisition company, announced today that they have entered into a definitive three-way merger agreement for a business combination.

Through this transaction, HotelPlanner, with its family of brands including Meetings.com and Reservations.com, plans to leverage its 1+ million hotel room and alternative accommodation inventory and proprietary booking engine to unlock synergies across the travel ecosystem.

The transaction is expected to position the combined company to capitalize on expected increased demand for individual, group, and corporate travel and to invest to drive accelerated growth, expand internationally and pursue attractive, well-timed, high-return M&A opportunities.

HotelPlanner was able to prove its resilience during the height of the pandemic in 2020, experiencing only an estimated 23% decline in revenue. By contrast, the world’s largest OTAs experienced a 2020 revenue decline of approximately 50%. Moreover, HotelPlanner expects its 2021 revenue to exceed 2019 revenue, which was a record year, by approximately 31%.

The combined company has a forecasted 2022 revenue of approximately $170 million and is expecting a three-year revenue CAGR (2020 to 2023) of approximately 42%.

The transaction values the combined company at an enterprise value of $567.1 million, plus additional consideration should it achieve market-based milestones.

HotelPlanner intends to use most of the anticipated net proceeds to accelerate organic growth by continuing to increase effectiveness in marketing spending, and accelerating investments in artificial intelligence, machine learning, onboarding of gig-based travel agents, innovations and API services. HotelPlanner also plans to seek growth through potential future acquisitions in adjacent or complementary markets.

Existing HotelPlanner and Reservations.com owners have agreed to roll-over approximately 93% of its ownership and expect to retain approximately 68% ownership following consummation of the business combination. Secondary proceeds of $35 million are primarily intended to effectuate the transaction between Reservations.com and HotelPlanner.

EarlyBirdCapital, Inc. are serving as financial advisor to Astrea Acquisition Corp and Graubard Miller as its legal advisor.

Perella Weinberg Partners are serving as financial advisor to HotelPlanner, and Gunster Yoakley & Stewart, P.A. and Latham & Watkins LLP as legal advisors to HotelPlanner.

Katz Teller Brant & Hild, LPA and Stradley Ronan Stevens & Young, LLP are serving as Reservations.com’s legal advisors.

Upon completion of the business combination, which is expected to occur in the fourth quarter of 2021, the combined travel technology company will operate as HotelPlanner, and will be listed on NASDAQ under the new ticker symbol “HOTP.”

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