4//SEC Filing
Apollo Principal Holdings III, L.P. 4
Accession 0001104659-22-067110
CIK 0001820872other
Filed
May 31, 8:00 PM ET
Accepted
Jun 1, 4:06 PM ET
Size
39.8 KB
Accession
0001104659-22-067110
Insider Transaction Report
Form 4
Apollo Principal Holdings III GP Ltd
10% Owner
Transactions
- Other
Class A Common Stock
2022-05-27+20,345,250→ 22,345,250 total(indirect: See Footnote) - Other
Class B Ordinary Shares, par value $0.00005
2022-05-27−20,345,250→ 0 total(indirect: See Footnote)→ Class A Ordinary Shares - Purchase
Class A Common Stock
2022-05-27$10.00/sh+2,000,000$20,000,000→ 2,000,000 total(indirect: See Footnote)
Holdings
- 12,224,134(indirect: See Footnote)
Warrants
Exercise: $1.50→ Class A Common Stock (12,224,134 underlying)
AP Caps II Holdings GP, LLC
10% Owner
Transactions
- Other
Class A Common Stock
2022-05-27+20,345,250→ 22,345,250 total(indirect: See Footnote) - Purchase
Class A Common Stock
2022-05-27$10.00/sh+2,000,000$20,000,000→ 2,000,000 total(indirect: See Footnote) - Other
Class B Ordinary Shares, par value $0.00005
2022-05-27−20,345,250→ 0 total(indirect: See Footnote)→ Class A Ordinary Shares
Holdings
- 12,224,134(indirect: See Footnote)
Warrants
Exercise: $1.50→ Class A Common Stock (12,224,134 underlying)
Apollo Principal Holdings III, L.P.
10% Owner
Transactions
- Purchase
Class A Common Stock
2022-05-27$10.00/sh+2,000,000$20,000,000→ 2,000,000 total(indirect: See Footnote) - Other
Class B Ordinary Shares, par value $0.00005
2022-05-27−20,345,250→ 0 total(indirect: See Footnote)→ Class A Ordinary Shares - Other
Class A Common Stock
2022-05-27+20,345,250→ 22,345,250 total(indirect: See Footnote)
Holdings
- 12,224,134(indirect: See Footnote)
Warrants
Exercise: $1.50→ Class A Common Stock (12,224,134 underlying)
APSG Sponsor, L.P.
10% Owner
Transactions
- Other
Class B Ordinary Shares, par value $0.00005
2022-05-27−20,345,250→ 0 total(indirect: See Footnote)→ Class A Ordinary Shares - Purchase
Class A Common Stock
2022-05-27$10.00/sh+2,000,000$20,000,000→ 2,000,000 total(indirect: See Footnote) - Other
Class A Common Stock
2022-05-27+20,345,250→ 22,345,250 total(indirect: See Footnote)
Holdings
- 12,224,134(indirect: See Footnote)
Warrants
Exercise: $1.50→ Class A Common Stock (12,224,134 underlying)
Footnotes (6)
- [F1]See Exhibit 99.1.
- [F2]Acquired pursuant to a Subscription Agreement entered into on December 2, 2021, which was approved in advance by the Issuer's Board of Directors in accordance with Rule 16b-3.
- [F3]Prior to the Business Combination (as defined below), the Class B ordinary shares were convertible into Class A ordinary shares on a one-for-one basis (subject to certain anti-dilution adjustments) and had no expiration date.
- [F4]As described in the registration statement on Form S-4 (File No. 333-261820) of Apollo Strategic Growth Capital ("APSG"), now known as Global Business Travel Group, Inc. ("GBT"), the Class B ordinary shares of APSG held by the reporting person automatically converted into an equal number of shares of Class X common stock of GBT upon APSG's domestication into a Delaware corporation and immediately thereafter automatically converted into an equal number of shares of Class A common stock of GBT upon the closing of the business combination with GBT JerseyCo Limited (the "Business Combination"). The acquisition and disposition reported in connection with this footnote were approved in advance by the Issuer's Board of Directors in accordance with Rule 16b-3.
- [F5]The warrants will become exercisable on the later of 30 days after the completion of the Business Combination and 12 months from the closing of the Issuer's initial public offering on October 6, 2020, and will expire five years after the completion of the Business Combination or earlier upon redemption or liquidation.
- [F6]As a result of the closing of the Business Combination, the previously-reported outstanding warrants to purchase Class A ordinary shares automatically became exercisable for shares of Class A common stock.
Issuer
Global Business Travel Group, Inc.
CIK 0001820872
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001566433
Filing Metadata
- Form type
- 4
- Filed
- May 31, 8:00 PM ET
- Accepted
- Jun 1, 4:06 PM ET
- Size
- 39.8 KB