0001225208-20-005670.txt : 20200330 0001225208-20-005670.hdr.sgml : 20200330 20200330171651 ACCESSION NUMBER: 0001225208-20-005670 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20200326 FILED AS OF DATE: 20200330 DATE AS OF CHANGE: 20200330 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Certares LTRIP LLC CENTRAL INDEX KEY: 0001807756 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36603 FILM NUMBER: 20758338 BUSINESS ADDRESS: STREET 1: 350 MADISON AVENUE 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-624-2940 MAIL ADDRESS: STREET 1: 350 MADISON AVENUE 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FARMER COLIN MICHAEL CENTRAL INDEX KEY: 0001446492 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36603 FILM NUMBER: 20758339 MAIL ADDRESS: STREET 1: 4300 44TH STREET SE CITY: GRAND RAPIDS STATE: MI ZIP: 49512 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Clementine Investments LLC CENTRAL INDEX KEY: 0001807617 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36603 FILM NUMBER: 20758340 BUSINESS ADDRESS: STREET 1: 350 MADISON AVENUE 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-624-2940 MAIL ADDRESS: STREET 1: 350 MADISON AVENUE 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Certares Holdings (Optional) LLC CENTRAL INDEX KEY: 0001807624 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36603 FILM NUMBER: 20758341 BUSINESS ADDRESS: STREET 1: 350 MADISON AVENUE 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-624-2940 MAIL ADDRESS: STREET 1: 350 MADISON AVENUE 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Certares Holdings (Blockable) LLC CENTRAL INDEX KEY: 0001807642 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36603 FILM NUMBER: 20758342 BUSINESS ADDRESS: STREET 1: 350 MADISON AVENUE 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-624-2940 MAIL ADDRESS: STREET 1: 350 MADISON AVENUE 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Certares Holdings LLC CENTRAL INDEX KEY: 0001807637 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36603 FILM NUMBER: 20758343 BUSINESS ADDRESS: STREET 1: 350 MADISON AVENUE 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-624-2940 MAIL ADDRESS: STREET 1: 350 MADISON AVENUE 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Certares Management LLC CENTRAL INDEX KEY: 0001807622 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36603 FILM NUMBER: 20758344 BUSINESS ADDRESS: STREET 1: 350 MADISON AVENUE 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-624-2940 MAIL ADDRESS: STREET 1: 350 MADISON AVENUE 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Pemrose Corp CENTRAL INDEX KEY: 0001807899 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36603 FILM NUMBER: 20758345 BUSINESS ADDRESS: STREET 1: 350 MADISON AVENUE 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-624-2940 MAIL ADDRESS: STREET 1: 350 MADISON AVENUE 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: OHara Michael Gregory CENTRAL INDEX KEY: 0001295598 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36603 FILM NUMBER: 20758346 MAIL ADDRESS: STREET 1: 2501 BRICKELL AVENUE STREET 2: APARTMENT 706 CITY: MIAMI STATE: FL ZIP: 33129 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Liberty TripAdvisor Holdings, Inc. CENTRAL INDEX KEY: 0001606745 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] IRS NUMBER: 463337365 STATE OF INCORPORATION: CO FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 12300 LIBERTY BLVD CITY: ENGLEWOOD STATE: CO ZIP: 80112 BUSINESS PHONE: 7208755300 MAIL ADDRESS: STREET 1: 12300 LIBERTY BLVD CITY: ENGLEWOOD STATE: CO ZIP: 80112 3 1 doc3.xml X0206 3 2020-03-26 0 0001606745 Liberty TripAdvisor Holdings, Inc. LTRPA 0001807756 Certares LTRIP LLC C/O CERTARES MANAGEMENT LLC 350 MADISON AVENUE, 8TH FLOOR NEW YORK NY 10017 1 0001446492 FARMER COLIN MICHAEL 12300 LIBER ENGLEWOOD CO 80112 1 0001807617 Clementine Investments LLC 12300 LIBER ENGLEWOOD CO 80112 1 0001807624 Certares Holdings (Optional) LLC 350 MADISON AVENUE 8TH FLOOR NEW YORK NY 10017 1 0001807642 Certares Holdings (Blockable) LLC 12300 LIBER ENGLEWOOD CO 80112 1 0001807637 Certares Holdings LLC 12300 LIBER ENGLEWOOD CO 80112 1 0001807622 Certares Management LLC 12300 LIBER ENGLEWOOD CO 80112 1 0001807899 Pemrose Corp 12300 LIBER ENGLEWOOD CO 80112 1 0001295598 OHara Michael Gregory C/O CERTARE 350 MADISON NEW YORK NY 10017 1 8% Series A Cumulative Redeemable Preferred Stock 325000.0000 I See Footnote (1) Reflects securities held directly by Certares LTRIP LLC. Certares Holdings LLC, Certares Holdings (Blockable) LLC and Certares Holdings (Optional) LLC are members of Certares LTRIP LLC. Certares Management LLC is the manager of each of Certares LTRIP LLC, Certares Holdings LLC, Certares Holdings (Blockable) LLC and Certares Holdings (Optional) LLC. Certares Management LLC is controlled by Clementine Investments LLC, an entity controlled by M. Gregory O'Hara, and Pemrose Corporation, an entity wholly-owned by Colin Farmer. Mr. O'Hara serves as a director of the Issuer and each of the Reporting Persons may be deemed to be a director by deputization of the Issuer. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose. Exhibit 24: Power of Attorney /s/ Craig Troyer as Attorney-in-Fact for Certares LTRIP LLC 2020-03-30 /s/ Craig Troyer as Attorney-in-Fact for Colin Farmer 2020-03-30 /s/ Craig Troyer as Attorney-in-Fact for Clementine Investments LLC 2020-03-30 /s/ Craig Troyer as Attorney-in-Fact for Certares Holdings (Optional) LLC 2020-03-30 /s/ Craig Troyer as Attorney-in-Fact for Certares Holdings (Blockable) LLC 2020-03-30 /s/ Craig Troyer as Attorney-in-Fact for Certares Holdings LLC 2020-03-30 /s/ Craig Troyer as Attorney-in-Fact for Certares Management LLC 2020-03-30 /s/ Craig Troyer as Attorney-in-Fact for Pemrose Corp 2020-03-30 /s/ Craig Troyer as Attorney-in-Fact for Michael Gregory O'Hara 2020-03-30 EX-24 2 poaltahcer.txt POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Michael E. Hurelbrink, Katherine C. Jewell, Craig Troyer,Renee L. Wilm, Linda K. Boyle, Ruth M. Huff, and Erica K. Kaiser, signing singly, as the undersigned's true and lawful attorney-in-fact to: 1. Prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the U.S. Securities and Exchange Commission (the "SEC") a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 or any rule or regulation of the SEC; 2. Execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of Liberty TripAdvisor Holdings, Inc. (the "Company"), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder, and any other forms or reports the undersigned may be required to file in connection with the undersigned's ownership, acquisition, or disposition of securities of the Company; 3. Do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, and timely file such form or reportwith the SEC and any stock exchange or similar authority; and 4. Take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Act of 1934, and the undersigned agrees to indemnify and hold harmless each of the attorneys-in-fact from any liability or expense based on or arising from any action taken pursuant to this Power of Attorney. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 26th day of March, 2020. /s/ M. Gregory O'Hara ________________________________ M. Gregory O'Hara /s/ M. Gregory O'Hara ________________________________ Certares Holdings, LLC By: Certares Management LLC By: M. Gregory O'Hara Title: Founder and Senior Managing Director /s/ M. Gregory O'Hara ________________________________ Certares Holdings (Blockable) LLC By: Certares Management LLC By: M. Gregory O'Hara Title: Founder and Senior Managing Director /s/ M. Gregory O'Hara ________________________________ Certares Holdings (Optional) LLC By: Certares Management LLC By: M. Gregory O'Hara Title: Founder and Senior Managing Director /s/ M. Gregory O'Hara ________________________________ Certares LTRIP LLC By: Certares Management LLC By: M. Gregory O'Hara Title: Founder and Senior Managing Director /s/ M. Gregory O'Hara ________________________________ Certares Management LLC By: M. Gregory O'Hara Title: Founder and Senior Managing Director /s/ M. Gregory O'Hara ________________________________ Clementine Investments LLC By: M. Gregory O'Hara Title: Managing Member /s/ Colin Farmer ________________________________ Colin Farmer /s/ Colin Farmer ________________________________ Pemrose Corporation By: Colin Farmer Title: President