Original source text
NEW YORK--(BUSINESS WIRE)--American Express Global Business Travel, which is operated by Global Business Travel Group, Inc. (NYSE: GBTG) ("Amex GBT" or the "Company"), a leading software and services company for travel, expense and meetings & events, today reported second quarter 2026 financial results.
(in millions, except percentages; unaudited)
Three Months Ended
YOY
Inc / (Dec)
June 30,
2026
2025
Revenue
$
870
$
631
38
%
Total operating expenses
$
846
$
597
42
%
Gross Profit
$
494
$
371
33
%
Gross Profit Margin
57
%
59
%
(200)bps
Net income
$
17
$
15
14
%
Net income margin
2
%
2
%
(40)bps
Adjusted Gross Profit
$
514
$
389
32
%
Adjusted Gross Profit Margin
59
%
62
%
(250)bps
Adjusted Operating Expenses
$
696
$
500
39
%
Adjusted EBITDA
$
178
$
133
34
%
Adjusted EBITDA Margin
21
%
21
%
(60)bps
Net cash from operating activities
$
142
$
57
153
%
Free Cash Flow
$
103
$
27
281
%
Net Debt / LTM Adjusted EBITDA
1.7x
1.6x
A reconciliation of non-GAAP financial measures to the most comparable GAAP measure is provided at the end of this release.
Results include the impact of acquisitions for Q2 2026 only.
Paul Abbott, Chief Executive Officer:
"We delivered strong growth and commercial and product success. Total New Wins Value accelerated to $3.5 billion, with double-digit SME growth and major wins with Google, Koch and Pfizer, while maintaining an impressive 95% customer retention rate. Our new product innovations are clearly resonating with customers, including our proprietary agent-to-agent architecture, our Egencia AI connector in Claude and enhancements for Complete by SAP Concur and Amex GBT."
Business Highlights
Strong growth and financial performance. Delivered revenue growth of 38% with Adjusted Gross Profit Margin of 59% and Adjusted EBITDA of $178 million. Continued commercial progress. LTM Total New Wins Value accelerated to $3.5 billion, including major new wins with Google, Koch and Pfizer. Maintained strong customer retention rate of 95%, including CWT. Strong momentum in SME, with LTM SME New Wins Value of $2.3 billion, up 11% year-over-year. Product innovation. Launched Egencia AI connector in Claude, one of the business travel industry's first agentic integrations enabling both travelers and enterprise AI agents to book and manage policy-compliant air and hotel transactions without leaving the tools they already work in. Also expanded Egencia's conversational AI into Google Chat and a conversational AI pilot in Microsoft Teams for Neo customers. Egencia integration with Concur Expense is now live for all customers. SAP Strategic Alliance. 83% of eligible joint customers are now using Complete by SAP Concur and Amex GBT, the new, AI-powered flagship solution for travel and expense. A new set of innovations for Complete have been launched that help travelers navigate disruptions more easily, give travel managers greater visibility into program performance and make it easier for organizations to capture more value from their travel investments. Second Quarter 2026 Operational & Financial Highlights
(Changes compared to prior year period unless otherwise noted)
TTV growth of 57% and Transaction Growth of 45%. Revenue of $870 million increased 38%. Within this, Travel Revenue increased 38% due to acquisition impacts, growth in business travel demand and share gains. Product and Professional Services Revenue increased 38%. Excluding the impact of acquisitions, revenue growth was 10%. Total operating expenses of $846 million increased 42%, primarily due to the impact of acquisitions, increased cost of revenue to drive growth and increased investments in technology, content, sales and marketing, partially offset by $18 million of cost transformation benefits and $14 million of CWT net synergies, which was in line with expectations. Additionally, there were restructuring costs related to achievement of CWT synergies and broader cost transformation and higher depreciation and amortization. Net income of $17 million increased 14%. Revenue growth and higher benefit from income taxes were offset by higher operating expenses, including restructuring costs related to achieving CWT synergies and broader cost transformation initiatives, and unfavorable movement on earnout derivative liabilities. Net cash from operating activities of $142 million increased 153% primarily due to favorable working capital timing and lower cash taxes. Free Cash Flow of $103 million increased 281%, due to higher net cash from operating activities, partially offset by increased investments in purchase of property and equipment. Shareholder approval for the proposed acquisition of the Company by Long Lake Management (the "Merger") was obtained on August 3, 2026. The Merger is expected to close in the second half of 2026, subject to satisfaction of customary closing conditions, including receipt of regulatory approvals.
Glossary of Terms
See the "Glossary of Terms" for the definitions of certain terms used within this press release.
About American Express Global Business Travel
American Express Global Business Travel (Amex GBT) is a leading software and services company for travel, expense, and meetings & events. We have built the most valuable marketplace in travel with the most comprehensive and competitive content. A choice of solutions brought to you through a strong combination of technology and people, delivering the best experiences. With travel professionals and business partners in more than 140 countries, our solutions deliver savings, flexibility, and service from a brand you can trust – Amex GBT.
Visit amexglobalbusinesstravel.com for more information about Amex GBT. Follow @amexgbt on LinkedIn and Instagram.
GLOBAL BUSINESS TRAVEL GROUP, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
Three months ended
June 30,
(in $ millions, except share and per share data)
2026
2025
Revenue
$
870
$
631
Costs and expenses:
Cost of revenue (excluding depreciation and amortization shown separately below)
356
242
Sales and marketing
123
111
Technology and content
160
120
General and administrative
110
69
Restructuring and other exit charges
41
12
Depreciation and amortization
56
43
Total operating expenses
846
597
Operating income
24
34
Interest income
1
2
Interest expense
(25
)
(23
)
Fair value movement on earnout derivative liabilities
6
32
Other income (loss), net
9
(11
)
Income before income taxes
15
34
Provision for income taxes
(2
)
(21
)
Share of income from equity method investments
4
2
Net income
17
15
Less: net income attributable to non-controlling interests in subsidiaries
2
2
Net income attributable to the Company’s Class A common stockholders
$
15
$
13
Basic income per share attributable to the Company’s Class A common stockholders
$
0.03
$
0.03
Weighted average number of shares outstanding - Basic
513,798,712
470,877,173
Diluted income per share attributable to the Company’s Class A common stockholders
$
0.03
$
0.03
Weighted average number of shares outstanding - Diluted
520,372,250
474,839,915
GLOBAL BUSINESS TRAVEL GROUP, INC.
CONSOLIDATED BALANCE SHEETS
(in $ millions, except share and per share data)
June 30,
2026
December 31,
2025
(Unaudited)
Assets
Current assets:
Cash and cash equivalents
$
518
$
434
Accounts receivable (net of allowance for credit losses of $11 and $9 as of June 30, 2026 and December 31, 2025, respectively)
968
869
Due from affiliates
66
51
Prepaid expenses and other current assets
237
215
Total current assets
1,789
1,569
Property and equipment, net
308
308
Equity method investments
48
43
Goodwill
1,663
1,671
Other intangible assets, net
800
851
Operating lease right-of-use assets
60
66
Deferred tax assets
318
298
Other non-current assets
91
110
Total assets
$
5,077
$
4,916
Liabilities and shareholders’ equity
Current liabilities:
Accounts payable
$
619
$
515
Due to affiliates
36
25
Accrued expenses and other current liabilities
758
757
Current portion of operating lease liabilities
23
26
Current portion of long-term debt
61
58
Total current liabilities
1,497
1,381
Long-term debt, net of unamortized debt discount and debt issuance costs
1,451
1,360
Deferred tax liabilities
98
99
Pension liabilities
148
163
Long-term operating lease liabilities
64
62
Earnout derivative liabilities
—
37
Other non-current liabilities
128
153
Total liabilities
3,386
3,255
Commitments and Contingencies
Redeemable non-controlling interest
46
49
Shareholders’ equity:
Class A common stock (par value $0.0001; 3,000,000,000 shares authorized; 547,016,649 and 538,342,297 shares issued, 522,285,480 and 521,088,517 shares outstanding as of June 30, 2026 and December 31, 2025, respectively)
—
—
Additional paid-in capital
3,293
3,277
Accumulated deficit
(1,399
)
(1,466
)
Accumulated other comprehensive loss
(80
)
(75
)
Treasury shares, at cost (24,731,169 and 17,253,780 shares as of June 30, 2026 and December 31, 2025, respectively)
(175
)
(128
)
Total equity of the Company’s shareholders
1,639
1,608
Equity attributable to non-controlling interest in subsidiaries
6
4
Total shareholders’ equity
1,645
1,612
Total liabilities, redeemable non-controlling interest and shareholders’ equity
$
5,077
$
4,916
GLOBAL BUSINESS TRAVEL GROUP, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Six months ended
June 30,
(in $ millions)
2026
2025
Operating activities:
Net income
$
71
$
90
Adjustments to reconcile net income to net cash from operating activities:
Depreciation and amortization
116
83
Deferred tax (benefit) charge
(26
)
10
Equity-based compensation
36
39
Allowance for credit losses
6
3
Loss on early extinguishment of debt
—
2
Fair value movement on earnout derivative liabilities
(37
)
(106
)
Other, net
(6
)
18
Changes in working capital:
Accounts receivable
(115
)
(123
)
Prepaid expenses and other current assets
(28
)
(3
)
Due from affiliates
(15
)
(13
)
Due to affiliates
11
(6
)
Accounts payable, accrued expenses and other current liabilities
129
98
Defined benefit pension funding
(15
)
(13
)
Proceeds from termination of interest rate swap contracts
—
31
Net cash from operating activities
127
110
Investing activities:
Business acquisition, net of cash and restricted cash acquired
10
—
Purchase of property and equipment
(76
)
(57
)
Proceeds from foreign exchange forward contracts
—
27
Net cash used in investing activities
(66
)
(30
)
Financing activities:
Proceeds from senior secured term loans
132
99
Repayment of senior secured term loans
(40
)
(106
)
Repurchase of common shares
(47
)
(1
)
Contributions from ESPP
4
4
Payment of taxes withheld on vesting of equity awards
(28
)
(41
)
Other
(1
)
(3
)
Net cash from (used in) financing activities
20
(48
)
Effect of exchange rate changes on cash, cash equivalents and restricted cash
(8
)
25
Net increase in cash, cash equivalents and restricted cash
73
57
Cash, cash equivalents and restricted cash, beginning of period
479
561
Cash, cash equivalents and restricted cash, end of period
$
552
$
618
Supplemental cash flow information:
Cash paid for income taxes (net of refunds)
$
—
$
29
Cash paid for interest (net of interest received)
$
48
$
50
Issuance of shares to settle contingent consideration
$
4
$
—
Non-cash additions for operating lease right-of-use assets
$
10
$
2
Non-cash additions for finance lease
$
—
$
1
Additional Information and Disclosures
Glossary of Terms
AI refers to Artificial Intelligence. CWT refers to CWT Holdings, LLC. Customer retention rate is calculated based on traded Total Transaction Value in the quarter versus the same period in the prior year. LTM refers to the last twelve months ended June 30, 2026. GMN refers to Global & Multinational Enterprises and SME refers to Small and Medium-sized Enterprises. For organizational management purposes, Amex GBT divides the customer base into these two general categories, generally on the basis of annual TTV, although this measure can vary by country and by customer preference. Amex GBT offers all products and services to all sizes of customer, as customers of all sizes may prefer different solutions. SME New Wins Value is calculated using expected annual Total Transaction Value (TTV) over the contract term from all SME new client wins over the last twelve months. Total New Wins Value is calculated using expected annual Total Transaction Value (TTV) over the contract term from all new client wins over the last twelve months. Total Transaction Value or TTV refers to the sum of the total price paid by travelers for air, hotel, rail, car rental and cruise bookings, including taxes and other charges applied by suppliers at point of sale, less cancellations and refunds. Transaction Growth represents year-over-year increase or decrease as a percentage of the total transactions, including air, hotel, car rental, rail or other travel-related transactions, recorded at the time of booking, and is calculated on a net basis to exclude cancellations, refunds and exchanges. To calculate year-over-year growth or decline, we compare the total number of net transactions in the comparative previous period/ year to the total number of net transactions in the current period/year in percentage terms. We have presented Transaction Growth on a net basis to exclude cancellations, refunds and exchanges as management believes this better aligns Transaction Growth with the way we measure TTV and earn revenue. Prior period Transaction Growth percentages have been recalculated and represented to conform to current period presentation. Non-GAAP Financial Measures
We report our financial results in accordance with GAAP. Our non-GAAP financial measures are provided in addition, and should not be considered as an alternative, to other performance or liquidity measures derived in accordance with GAAP. Non-GAAP financial measures have limitations as analytical tools, and you should not consider them either in isolation or as a substitute for analyzing our results as reported under GAAP. In addition, because not all companies use identical calculations, the presentations of our non-GAAP financial measures may not be comparable to other similarly titled measures of other companies and can differ significantly from company to company.
Management believes that these non-GAAP financial measures provide users of our financial information with useful supplemental information that enables a better comparison of our performance or liquidity across periods. In addition, we use certain of these non-GAAP financial measures as performance measures as they are important metrics used by management to evaluate and understand the underlying operations and business trends, forecast future results and determine future capital investment allocations. We also use certain of our non-GAAP financial measures as indicators of our ability to generate cash to meet our liquidity needs and to assist our management in evaluating our financial flexibility, capital structure and leverage. These non-GAAP financial measures supplement comparable GAAP measures in the evaluation of the effectiveness of our business strategies, to make budgeting decisions, and/or to compare our performance and liquidity against that of other peer companies using similar measures.
We define Adjusted Gross Profit as revenue less cost of revenue (excluding depreciation and amortization).
We define Adjusted Gross Profit Margin as Adjusted Gross Profit divided by revenue.
We define EBITDA as net income (loss) before interest income, interest expense, gain (loss) on early extinguishment of debt, benefit from (provision for) income taxes and depreciation and amortization.
We define Adjusted EBITDA as net income (loss) before interest income, interest expense, gain (loss) on early extinguishment of debt, benefit from (provision for) income taxes and depreciation and amortization and as further adjusted to exclude costs that management believes are non-core to the underlying business of the Company, consisting of restructuring, exit and related charges, integration costs, costs related to mergers and acquisitions, non-cash equity-based compensation and related employer taxes, long-term incentive plan costs, certain corporate costs, fair value movements on earnout derivative liabilities, foreign currency gains (losses) and non-service components of net periodic pension benefit (costs).
We define Adjusted EBITDA Margin as Adjusted EBITDA divided by revenue.
We define Adjusted Operating Expenses as total operating expenses excluding depreciation and amortization and costs that management believes are non-core to the underlying business of the Company, consisting of restructuring, exit and related charges, integration costs, costs related to mergers and acquisitions, non-cash equity-based compensation and related employer taxes, long-term incentive plan costs and certain corporate costs.
Adjusted Gross Profit, Adjusted Gross Profit Margin, EBITDA, Adjusted EBITDA, Adjusted EBITDA Margin and Adjusted Operating Expenses are supplemental non-GAAP financial measures of operating performance that do not represent and should not be considered as alternatives to gross profit, net income (loss) or total operating expenses, as determined under GAAP. In addition, these measures may not be comparable to similarly titled measures used by other companies.
These non-GAAP measures have limitations as analytical tools, and these measures should not be considered in isolation or as a substitute for analysis of the Company’s results or expenses as reported under GAAP. Some of these limitations are that these measures do not reflect:
changes in, or cash requirements for, our working capital needs or contractual commitments; our interest expense, or the cash requirements to service interest or principal payments on our indebtedness; our tax expense, or the cash requirements to pay our taxes; recurring, non-cash expenses of depreciation and amortization of property and equipment and definite-lived intangible assets and, although these are non-cash expenses, the assets being depreciated and amortized may have to be replaced in the future; the non-cash expense of stock-based compensation, which has been, and will continue to be for the foreseeable future, an important part of how we attract and retain our employees and a significant recurring expense in our business; restructuring, mergers and acquisition and integration costs, all of which are intrinsic to our acquisitive business model; and impact on earnings or changes resulting from matters that are non-core to our underlying business, as we believe they are not indicative of our underlying operations. Adjusted Gross Profit, Adjusted Gross Profit Margin, EBITDA, Adjusted EBITDA, Adjusted EBITDA Margin and Adjusted Operating Expenses should not be considered as a measure of liquidity or as a measure determining discretionary cash available to us to reinvest in the growth of our business or as measures of cash that will be available to us to meet our obligations.
We believe that the adjustments applied in presenting Adjusted Gross Profit, Adjusted Gross Profit Margin, EBITDA, Adjusted EBITDA, Adjusted EBITDA Margin and Adjusted Operating Expenses are appropriate to provide additional information to investors about certain material non-cash and other items that management believes are non-core to our underlying business.
We use these measures as performance measures as they are important metrics used by management to evaluate and understand the underlying operations and business trends, forecast future results and determine future capital investment allocations. These non-GAAP measures supplement comparable GAAP measures in the evaluation of the effectiveness of our business strategies, to make budgeting decisions, and to compare our performance against that of other peer companies using similar measures. We also believe that Adjusted Gross Profit, Adjusted Gross Profit Margin, EBITDA, Adjusted EBITDA, Adjusted EBITDA Margin and Adjusted Operating Expenses are helpful supplemental measures to assist potential investors and analysts in evaluating our operating results across reporting periods on a consistent basis.
We define Free Cash Flow as net cash from (used in) operating activities, less cash used for additions to property and equipment.
We believe Free Cash Flow is an important measure of our liquidity. This measure is a useful indicator of our ability to generate cash to meet our liquidity demands. We use this measure to conduct and evaluate our operating liquidity. We believe it typically presents an alternate measure of cash flow since purchases of property and equipment are a necessary component of our ongoing operations and it provides useful information regarding how cash provided by operating activities compares to the property and equipment investments required to maintain and grow our platform. We believe Free Cash Flow provides investors with an understanding of how assets are performing and measures management’s effectiveness in managing cash.
Free Cash Flow is a non-GAAP measure and may not be comparable to similarly named measures used by other companies. This measure has limitations in that it does not represent the total increase or decrease in the cash balance for the period, nor does it represent cash flow for discretionary expenditures. This measure should not be considered as a measure of liquidity or cash flow from operations as determined under GAAP. This measure is not a measurement of our financial performance under GAAP and should not be considered in isolation or as an alternative to net income (loss) or any other performance measures derived in accordance with GAAP or as an alternative to cash flow from operating activities as a measure of liquidity.
We define Net Debt as total debt outstanding consisting of the current and non-current portion of long-term debt, net of unamortized debt discount and unamortized debt issuance costs, minus cash and cash equivalents. Net Debt is a non-GAAP measure and may not be comparable to similarly named measures used by other companies. This measure is not a measurement of our indebtedness as determined under GAAP and should not be considered in isolation or as an alternative to assess our total debt or any other measures derived in accordance with GAAP or as an alternative to total debt. Management uses Net Debt to review our overall liquidity, financial flexibility, capital structure and leverage. Further, we believe that certain debt rating agencies, creditors and credit analysts monitor our Net Debt as part of their assessment of our business.
Reconciliation of Adjusted Gross Profit to Gross Profit:
Three months ended June 30,
(in $ millions)
2026
2025
Revenue
$
870
$
631
Cost of revenue (excluding depreciation and amortization)
356
242
Adjusted Gross Profit
514
389
Depreciation and amortization related to cost of revenue
20
18
Gross Profit
494
371
Gross Profit Margin
57
%
59
%
Adjusted Gross Profit Margin
59
%
62
%
Reconciliation of net income to EBITDA and Adjusted EBITDA:
Three months ended June 30,
(in $ millions)
2026
2025
Net income
$
17
$
15
Interest income
(1
)
(2
)
Interest expense
25
23
Provision for income taxes
2
21
Depreciation and amortization
56
43
EBITDA
99
100
Restructuring, exit and related charges (a)
45
13
Integration costs (b)
17
3
Mergers and acquisitions costs (c)
12
18
Equity-based compensation and related employer taxes (d)
20
20
Fair value movement on earnout derivative liabilities (e)
(6
)
(32
)
Other adjustments, net (f)
(9
)
11
Adjusted EBITDA
$
178
$
133
Net income Margin
2
%
2
%
Adjusted EBITDA Margin
21
%
21
%
Reconciliation of total operating expenses to Adjusted Operating Expenses:
Three months ended June 30,
(in $ millions)
2026
2025
Total operating expenses
$
846
$
597
Adjustments:
Depreciation and amortization
(56
)
(43
)
Restructuring, exit and related charges (a)
(45
)
(13
)
Integration costs (b)
(17
)
(3
)
Mergers and acquisitions costs (c)
(12
)
(18
)
Equity-based compensation and related employer taxes (d)
(20
)
(20
)
Adjusted Operating Expenses
$
696
$
500
a)
Includes (i) employee severance costs of $38 million and $11 million for the three months ended June 30, 2026 and 2025, respectively, (ii) accelerated amortization of operating lease ROU assets of $4 million and $1 million for the three months ended June 30, 2026 and 2025, respectively, and (iii) contract costs related to facility abandonment of $3 million and $1 million for the three months ended June 30, 2026 and 2025, respectively.
b)
Represents expenses related to the integration of business acquisitions.
c)
Represents expenses related to business acquisitions, including potential business acquisitions, and includes pre-acquisition due diligence and related activities costs.
d)
Represents non-cash equity-based compensation expense and employer taxes paid related to equity incentive awards to certain employees.
e)
Represents fair value movements on earnout derivative liabilities during the periods.
f)
Adjusted EBITDA excludes (i) unrealized foreign exchange gain (loss) of $9 million and $(10) million for the three months ended June 30, 2026 and 2025, respectively, and (ii) non-service component of our net periodic pension cost related to our defined benefit pension plans of $0 and $1 million for the three months ended June 30, 2026 and 2025, respectively.
Reconciliation of LTM Adjusted EBITDA:
Three months ended
Last twelve months ended
(in $ millions)
September 30, 2025
December 31, 2025
March 31, 2026
June 30, 2026
June 30, 2026
Net (loss) income
$
(62
)
$
83
$
54
$
17
$
92
Interest income
(2
)
(2
)
(1
)
(1
)
(6
)
Interest expense
24
24
27
25
100
Provision for (benefit from) income taxes
24
(26
)
(42
)
2
(42
)
Depreciation and amortization
49
60
60
56
225
EBITDA
33
139
98
99
369
Restructuring, exit and related charges
31
10
49
45
135
Integration costs
4
8
9
17
38
Mergers and acquisitions
10
1
3
12
26
Equity-based compensation and related employer taxes
19
20
25
20
84
Fair value movement on earnout derivative liabilities
26
(16
)
(31
)
(6
)
(27
)
Gain on remeasurement of equity method investment at fair value
—
(39
)
—
—
(39
)
Other adjustments, net
5
7
(3
)
(9
)
—
Adjusted EBITDA
$
128
$
130
$
150
$
178
$
586
Reconciliation of net cash from operating activities to Free Cash Flow:
Three months ended June 30,
(in $ millions)
2026
2025
Net cash from operating activities
$
142
$
57
Less: Purchase of property and equipment
(39
)
(30
)
Free Cash Flow
$
103
$
27
Reconciliation of Net Debt:
As of
(in $ millions)
June 30, 2026
December 31, 2025
June 30, 2025
Current portion of long-term debt
$
61
$
58
$
19
Long-term debt, net of unamortized debt discount and debt issuance costs
1,451
1,360
1,362
Total debt, net of unamortized debt discount and debt issuance costs
1,512
1,418
1,381
Less: Cash and cash equivalents
(518
)
(434
)
(601
)
Net Debt
$
994
$
984
$
780
LTM Adjusted EBITDA
$
586
$
532
$
502
Net Debt / LTM Adjusted EBITDA
1.7x
1.9x
1.6x
Forward-Looking Statements
Certain statements made in this release are “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act and are subject to the safe harbor created thereby under the Private Securities Litigation Reform Act of 1995. Forward-looking statements provide our current expectations or forecasts of future events. Forward-looking statements include statements about our expectations, beliefs, plans, objectives, intentions, assumptions and other statements that are not historical facts. The words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “will,” “would” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking.
The forward-looking statements contained in this release are based on our current expectations and beliefs concerning future developments and their potential effects on us. There can be no assurance that future developments affecting us will be those that we have anticipated. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond our control) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements. These risks and uncertainties include, but are not limited to, the following risks, uncertainties and other factors: (1) changes to projected financial information or our ability to achieve our anticipated growth rate and execute on industry opportunities; (2) our ability to maintain our existing relationships with clients and suppliers and to compete with existing and new competitors; (3) various conflicts of interest that could arise among us, affiliates and investors; (4) our success in retaining or recruiting, or changes required in, our officers, key employees or directors; (5) factors relating to our business, operations and financial performance, including market conditions and global and economic factors beyond our control; (6) the impact of geopolitical conflicts, including the war in Ukraine, the conflicts in the Middle East, tensions between China and Taiwan and military operations in Venezuela, as well as related changes in base interest rates, inflation and significant market volatility on our business, the travel industry, travel trends and the global economy generally; (7) the sufficiency of our cash, cash equivalents and investments to meet our liquidity needs; (8) the effect of a prolonged or substantial decrease in global travel on the global travel industry; (9) political, social and macroeconomic conditions (including the widespread adoption of teleconference and virtual meeting technologies which could reduce the number of in-person business meetings and demand for travel and our services); (10) the effect of legal, tax and regulatory changes; (11) the impact of any future acquisitions including the integration of any acquisition; (12) costs related to, or the inability to recognize the anticipated benefits of our merger with CWT; (13) risks related to the business of CWT or unexpected liabilities that may arise in connection with the integration of CWT into our business; (14) the outcome of any legal proceedings that may be instituted against the Company in connection with the merger with CWT or the proposed Merger; (15) the ability to complete the proposed Merger on the anticipated terms and timing, or at all, including obtaining required regulatory approvals and the satisfaction of other conditions to the completion of the proposed Merger; (16) the ability to achieve the cost reductions contemplated by our business strategy after the completion of the Merger; (17) the risk that disruptions from the proposed Merger (such as the ability of certain customers of the Company to terminate or amend contracts upon a change of control, or to withhold consent to such change of control) will harm the Company’s business, including current plans and operations, during the pendency, and following the completion of, the proposed Merger; (18) the diversion of management’s time and attention from ordinary course business operations to completion of the proposed Merger; (19) potential adverse reactions or changes to business relationships resulting from the announcement or completion of the proposed Merger; (20) contractual provisions that may impact the Company’s ability to pursue certain business opportunities or strategic transactions during the pendency, and/or following the completion of, the proposed Merger; (21) the occurrence of any event, change, or other circumstance that could give rise to the termination of the proposed Merger; (22) those risks and uncertainties found in the Company’s filings with the U.S. Securities and Exchange Commission (the “SEC”), including the risk factors discussed in the Company’s most recent Annual Report on Form 10-K, as updated by its Quarterly Reports on Form 10-Q and future filings with the SEC from time to time, which are available via the SEC’s website at www.sec.gov; and (23) those risks and uncertainties that are described in the definitive proxy statement that was filed with the SEC on July 6, 2026 in connection with the Merger. Should one or more of these risks or uncertainties materialize, or should any of our assumptions prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. These factors should not be construed as exhaustive and should be read in conjunction with the other forward-looking statements. The forward-looking statements relate only to events as of the date on which the statements are made. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.
Disclaimer
An investment in Global Business Travel Group, Inc. is not an investment in American Express. American Express shall not be responsible in any manner whatsoever for, and in respect of, the statements herein, all of which are made solely by Global Business Travel Group, Inc.
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