May 21, 2013
/PRNewswire/ -- Priceline.com Incorporated (NASDAQ: PCLN) ("priceline.com") and KAYAK Software Corporation (NASDAQ: KYAK) ("KAYAK") today announced the successful completion of the acquisition of KAYAK by priceline.com. In accordance with the terms of the transaction as previously announced, KAYAK merged with and into a wholly-owned subsidiary of priceline.com. Priceline.com paid approximately
in cash and issued approximately 1,519,717 shares of common stock in connection with the merger, in addition to assuming outstanding KAYAK stock options.
As previously announced, KAYAK will continue to operate as an independent brand within The Priceline Group.
"We are delighted to welcome KAYAK as the newest member of The Priceline Group," said
Jeffery H. Boyd
, Chairman and Chief Executive Officer of The Priceline Group. "We look forward to working with the KAYAK team as they build their business and expand the international footprint of their great products."
"We are excited to join the world's premier online travel company," said
, KAYAK Chief Executive Officer and Co-founder. "We believe that The Priceline Group's expertise and worldwide reach will help us expand our business globally."
, KAYAK Chief Technology Officer and Co-founder added, "Our focus will remain creating the best place for travelers to plan and book their travel and providing an effective marketing channel for travel suppliers and online travel agencies."
Cautionary Statement Regarding Forward-Looking Statements
This communication contains "forward-looking" statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995, known as the PSLRA. These statements involve risks and uncertainties that may cause results to differ materially from those set forth in the statements. These statements are based on current plans, estimates and projections, and therefore, you are cautioned not to place undue reliance on them. No forward-looking statement can be guaranteed. Neither priceline.com nor KAYAK gives any assurance that either priceline.com or KAYAK will achieve its expectations, and actual results may differ materially from those projected. Priceline.com and KAYAK undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise, except to the extent required by law. Forward-looking statements are not historical facts, but rather are based on current expectations, estimates, assumptions and projections about the business and future financial results of the online travel industry, and other legal, regulatory and economic developments. Priceline.com and KAYAK use words such as "anticipates," "believes," "plans," "expects," "projects," "future," "intends," "may," "will," "should," "could," "estimates," "predicts," "potential," "continue," "guidance," and similar expressions to identify these forward-looking statements that are intended to be covered by the safe harbor provisions of the PSLRA. Actual results could differ materially from the results contemplated by these forward-looking statements due to a number of factors, including, but not limited to, those described in the documents priceline.com and KAYAK have filed with the U.S. Securities and Exchange Commission (the "SEC") as well as the possibility that problems may arise in successfully integrating the businesses of priceline.com and KAYAK or such integration may be more difficult, time-consuming or costly than expected, that the parties may not realize the expected benefits of the merger or that future risks could arise.