Priceline.com Inc (PCLN) and Kayak Software Corp (KYAK) has gotten been cleared for landing their merger. The two companies said that all of the necessary regulatory approvals have been obtained and they closing date of the proposed merger of KAYAK and Priceline.com is scheduled for May 21, 2013.
The election deadline for Kayak stockholders to specify the type of consideration they wish to receive will be 5PM EST on May 14, 2013.
Priceline is acquiring Kayak for $1.8 billion in cash and stock. Kayak investors may receive either cash or stock valued at $40 per share, subject to a collar mechanism where they will get that price as long as Priceline’s shares trade at between $571.32 and $698.27 for 30 days prior to two days before the closing. If the average price is between $698.27 or below $571.31, Kayak investors will receive less or more shares.
The final number of Priceline.com shares to be issued on a fully diluted basis will range between 1.9 million and 2.3 million shares and options at closing.
Priceline.com is paying $500 million of the consideration in cash and $1.3 billion in equity and assumed stock options. The current management team at KAYAK will continue their respective positions at the company independently after the transaction is complete under the Priceline Group of companies.