Expedia 2014 Annual Report Download - page 6

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• Expedia®Affiliate Network (“EAN”), which powers bookings for some of the world’s leading
airlines and hotels, top consumer brands, high traffic websites, and thousands of active affiliates;
• Egencia®, the world’s fifth largest corporate travel management company;
eLong™, Inc. (“eLong”), a leading mobile and online travel service provider in China;
trivago GmbH (“trivago”), a leading online hotel metasearch company with sites in 49 countries;
Venere.com™, an online hotel reservation specialist in Europe;
Wotif.com Holdings Limited (“Wotif Group”), a leading operator of travel brands in the Asia-
Pacific region, including Wotif.com, lastminute.com.au®, travel.com.au, Asia Web Direct®,
LateStays.com, GoDo.com.au and Arnold Travel Technology;
CarRentals.com™, the premier car rental booking company on the web;
Classic Vacations®, a top luxury travel specialist;
Expedia Local Expert®(“LX”), a provider of online and in-market concierge services, activities,
experiences, and ground transportation in hundreds of destinations worldwide; and
• Expedia®CruiseShipCenters®, a provider of exceptional value and expert advice for travelers
booking cruises and vacations through its network of 180 franchise locations across North
America.
Summary of the Spin-Off from IAC/InterActiveCorp
On August 9, 2005, IAC/InterActiveCorp (“IAC”) completed the spin-off of substantially all of its travel
and travel-related businesses by way of the distribution of all outstanding shares of Expedia, Inc., a newly-
formed Delaware corporation, to IAC stockholders. Upon completion of the spin-off from IAC, Expedia shares
began trading on The Nasdaq Global Select Market under the symbol “EXPE.”
Summary of the Spin-Off of TripAdvisor, Inc.
On December 20, 2011, following the close of trading on the Nasdaq Stock Market, Expedia completed the
spin-off of TripAdvisor, Inc. (“TripAdvisor”), a Delaware corporation, to Expedia stockholders. We refer to this
transaction as the “spin-off.” TripAdvisor consists of the domestic and international operations previously
associated with Expedia’s TripAdvisor Media Group and is now a separately traded public company, trading
under the symbol “TRIP” on The Nasdaq Global Select Market. Expedia continues to own and operate our
remaining businesses — the domestic and international operations of our travel transaction brands — as a
separately traded public company, trading under the symbol “EXPE” on The Nasdaq Global Select Market.
Equity Ownership and Voting Control
As of December 31, 2014, there were 114,266,840 shares of Expedia common stock and 12,799,999 shares
of Expedia Class B common stock outstanding. Expedia stockholders are entitled to one vote for each share of
common stock and ten votes for each share of Class B common stock outstanding. As of December 31, 2014,
Liberty Interactive Corporation (“Liberty”), through a wholly-owned subsidiary, held approximately 9% of
Expedia’s outstanding common stock and 100% of Expedia’s outstanding Class B common stock (or, assuming
conversion of all shares of Class B common stock into shares of common stock, held 18% of Expedia’s
outstanding common stock). As of such date, Barry Diller, Chairman and Senior Executive of Expedia (through
his own holdings and holdings of Liberty, over which Mr. Diller generally has voting control pursuant to an
irrevocable proxy granted by Liberty under the Stockholders Agreement described below) controlled
approximately 59% of the outstanding total voting power of Expedia.
Pursuant to the Amended and Restated Stockholders Agreement, dated as of December 20, 2011 between
Liberty and Mr. Diller, Mr. Diller is effectively able to control the outcome of nearly all matters submitted to a
vote or for the consent of Expedia’s stockholders (other than with respect to the election by the Expedia common
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