Expedia announced its board preliminarily approved a plan to separate Expedia into two publicly traded companies:
- TripAdvisor, which will include the domestic and international operations associated with the TripAdvisor Media Group, which includes its flagship brand as well as 18 other travel media and advertising brands; and
- Expedia, which will continue to include the domestic and international operations of the company’s travel transaction brands.
It is anticipated that the transaction will take the form of a distribution of stock of TripAdvisor to Expedia stockholders or a reclassification of Expedia stock, with the holders of Expedia stock receiving a proportionate amount of TripAdvisor stock. It is expected that Expedia’s dual-class equity capital structure and the governance arrangements between Barry Diller and Liberty Media will be mirrored at TripAdvisor following the transaction. The transaction is subject to a number of conditions including final approval by Expedia’s board. It is expected that Expedia will seek stockholder approval for the transaction. The proposed spin-off is expected to be completed in 3Q2011