Item 2.05 Costs Associated with Exit or Disposal Activities.
On August 4, 2020, Booking Holdings Inc. (the "Company") filed a Current Report
on Form 8-K (the "Original 8-K") with the U.S. Securities and Exchange
Commission to announce restructuring actions at Booking.com as a result of the
impact of the COVID-19 pandemic on Booking.com and the travel industry. On
September 10, 2020, the Company filed an amendment to the Original 8-K to
announce a range of estimated costs associated with a portion of the
restructuring actions (the "First Amendment"). This Current Report on Form 8-K/A
amends and supplements the Original 8-K as amended by the First Amendment to
disclose the Company's estimate of certain additional costs related to the
previously announced restructuring actions.
Under the restructuring, Booking.com, including Rentalcars.com, has commenced a
voluntary leaver scheme in the Netherlands and the United Kingdom and a
reduction in force in several other countries (the "Program"), which does not
include additional intended reductions in force in certain countries, including
the Netherlands and the United Kingdom, where Booking.com continues to be
engaged in the process of consulting with its works councils, employee
representatives and other relevant organizations. Restructuring actions under
the Program are expected to be substantially completed by December 2020.
Assuming the maximum applications under the voluntary leaver schemes are
subscribed and approved, the Company expects to incur employment termination and
related costs in connection with the Program in the estimated range of $60
million to $70 million, which is in addition to the estimated costs announced in
the First Amendment and does not include additional restructuring costs to be
determined in the future. The Company's evaluation of various alternative
courses of action related to leased facilities impacted by the reduction in
force and other contract terminations and modifications is still in progress and
the Company may incur additional costs resulting from such actions.
As the Company consults with works councils, employee representatives and other
organizations regarding its intentions, the Company expects to develop more
clarity on the timing, the number of affected employees, the financial impact
and other aspects of the contemplated cost reduction actions that are not part
of the Program. Subject to such ongoing consultations, the Company still expects
to reduce Booking.com's global workforce by up to approximately 25%, including
those employees impacted by the Program.
Because the Company's intentions with respect to its restructuring actions at
Booking.com are subject to the consultation processes described above,
applicable legal requirements in multiple jurisdictions and completing an
analysis of related costs, except for the estimates disclosed in the First
Amendment and this Current Report on Form 8-K/A, the Company is currently unable
to make a good faith determination of an estimate or range of estimates of
employment termination and related costs associated with the remaining
restructuring actions or other restructuring costs required by paragraph (b), or
an estimate or range of estimates required by paragraphs (c) and (d) of Item
2.05 of Form 8-K with respect to such actions. The Company will file an
additional amendment or amendments to the Original 8-K after it determines such
estimate or range of estimates. This Current Report on Form 8-K/A supplements
and does not supersede the Original 8-K and the First Amendment. The remainders
of the Original 8-K and the First Amendment are unchanged. Accordingly, this
Current Report on Form 8-K/A should be read in conjunction with the Original 8-K
and the First Amendment.
This Current Report on Form 8-K/A contains forward-looking statements. These
forward-looking statements reflect our views regarding current expectations and
projections about future events and conditions and are based on currently
available information. These forward-looking statements are not guarantees of
future performance and are subject to risks, uncertainties and assumptions that
are difficult to predict, including the Risk Factors identified in our most
recently filed quarterly report on Form 10-Q and annual report on Form 10-K;
therefore, our actual results could differ materially from those expressed,
implied or forecast in any such forward-looking statements. Expressions of
future goals and expectations and similar expressions, including "may," "will,"
"should," "could," "aims," "seeks," "expects," "plans," "anticipates,"
"intends," "believes," "estimates," "predicts," "potential," "targets," and
"continue," reflecting something other than historical fact are intended to
identify forward-looking statements. Unless required by law, we undertake no
obligation to update publicly any forward-looking statements, whether as a
result of new information, future events or otherwise. However, readers should
carefully review the reports and documents we file or furnish from time to time
with the Securities and Exchange Commission, particularly our annual reports on
Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K.
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