0001104659-22-108483.txt : 20221013 0001104659-22-108483.hdr.sgml : 20221013 20221013160530 ACCESSION NUMBER: 0001104659-22-108483 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20221012 FILED AS OF DATE: 20221013 DATE AS OF CHANGE: 20221013 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Apollo Principal Holdings III, L.P. CENTRAL INDEX KEY: 0001566433 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39576 FILM NUMBER: 221309161 BUSINESS ADDRESS: STREET 1: C/O INTERTRUST CORPORATE SERVICES STREET 2: (CAYMAN) LIMITED, 190 ELGIN STREET CITY: GEORGE TOWN STATE: E9 ZIP: KY1-9005 BUSINESS PHONE: 212-515-3200 MAIL ADDRESS: STREET 1: C/O INTERTRUST CORPORATE SERVICES STREET 2: (CAYMAN) LIMITED, 190 ELGIN STREET CITY: GEORGE TOWN STATE: E9 ZIP: KY1-9005 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Apollo Principal Holdings III GP Ltd CENTRAL INDEX KEY: 0001566491 STATE OF INCORPORATION: E9 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39576 FILM NUMBER: 221309164 BUSINESS ADDRESS: STREET 1: C/O INTERTRUST CORPORATE SERVICES STREET 2: (CAYMAN) LIMITED, 190 ELGIN STREET CITY: GEORGE TOWN STATE: E9 ZIP: KY1-9005 BUSINESS PHONE: 212-515-3200 MAIL ADDRESS: STREET 1: C/O INTERTRUST CORPORATE SERVICES STREET 2: (CAYMAN) LIMITED, 190 ELGIN STREET CITY: GEORGE TOWN STATE: E9 ZIP: KY1-9005 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AP Caps II Holdings GP, LLC CENTRAL INDEX KEY: 0001826197 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39576 FILM NUMBER: 221309162 BUSINESS ADDRESS: STREET 1: C/O WALKERS CORPORATE LIMITED STREET 2: CAYMAN CORPORATE CENTRE, 27 HOSPITAL RD. CITY: GEORGE TOWN STATE: E9 ZIP: KY1-9008 BUSINESS PHONE: 212-515-3200 MAIL ADDRESS: STREET 1: C/O WALKERS CORPORATE LIMITED STREET 2: CAYMAN CORPORATE CENTRE, 27 HOSPITAL RD. CITY: GEORGE TOWN STATE: E9 ZIP: KY1-9008 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: APSG Sponsor, L.P. CENTRAL INDEX KEY: 0001826037 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39576 FILM NUMBER: 221309163 BUSINESS ADDRESS: STREET 1: C/O WALKERS CORPORATE LIMITED STREET 2: CAYMAN CORPORATE CENTRE, 27 HOSPITAL RD. CITY: GEORGE TOWN STATE: E9 ZIP: KY1-9008 BUSINESS PHONE: 212-515-3200 MAIL ADDRESS: STREET 1: C/O WALKERS CORPORATE LIMITED STREET 2: CAYMAN CORPORATE CENTRE, 27 HOSPITAL RD. CITY: GEORGE TOWN STATE: E9 ZIP: KY1-9008 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Global Business Travel Group, Inc. CENTRAL INDEX KEY: 0001820872 STANDARD INDUSTRIAL CLASSIFICATION: TRANSPORTATION SERVICES [4700] IRS NUMBER: 980598290 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 666 THIRD AVENUE CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-329-7200 MAIL ADDRESS: STREET 1: 666 THIRD AVENUE CITY: NEW YORK STATE: NY ZIP: 10017 FORMER COMPANY: FORMER CONFORMED NAME: Apollo Strategic Growth Capital DATE OF NAME CHANGE: 20200812 4 1 tm2228026-1_4seq1.xml OWNERSHIP DOCUMENT X0306 4 2022-10-12 0 0001820872 Global Business Travel Group, Inc. GBTG 0001566491 Apollo Principal Holdings III GP Ltd C/O INTERTRUST CORPORATE SERVICES, (CAYMAN) LIMITED, 190 ELGIN AVENUE GEORGE TOWN E9 KY1-9008 CAYMAN ISLANDS 0 0 1 0 0001826037 APSG Sponsor, L.P. C/O WALKERS CORPORATE LIMITED CAYMAN CORPORATE CENTRE, 27 HOSPITAL RD GEORGE TOWN E9 KY1-9008 CAYMAN ISLANDS 0 0 1 0 0001826197 AP Caps II Holdings GP, LLC C/O WALKERS CORPORATE LIMITED, CAYMAN CORPORATE CENTRE, 27 HOSPITAL RD GEORGE TOWN E9 KY1-9008 CAYMAN ISLANDS 0 0 1 0 0001566433 Apollo Principal Holdings III, L.P. C/O INTERTRUST CORPORATE SERVICES, (CAYMAN) LIMITED, 190 ELGIN AVENUE GEORGE TOWN E9 KY1-9008 CAYMAN ISLANDS 0 0 1 0 Class A Common Stock 2022-10-12 4 A 0 3361636 A 25706886 I See Footnote Warrants 1.5 2022-10-12 4 D 0 12224134 11.50 D Class A Common Stock 12224134 0 I See Footnote See Exhibit 99.1. The reporting persons disposed of 12,224,134 private placement warrants in exchange for 3,361,636 shares of Class A Common Stock in an issuer exchange offer. The warrants became exercisable on June 26, 2022, and will expire on May 27, 2027 or earlier upon redemption or liquidation. [see signatures attached as Exhibit 99.2] 2022-10-13 EX-99.1 2 tm2228026d1_ex99-1.htm EXHIBIT 99.1

Exhibit 99.1

(1)

The securities of the Issuer reported as beneficially owned represent the aggregate number of shares that are held of record by APSG Sponsor, L.P. (the “Sponsor”). AP Caps II Holdings GP, LLC (“Holdings GP”) is the general partner of the Sponsor. Apollo Principal Holdings III, L.P. (“Principal III”) is the sole member of Holdings GP. Apollo Principal Holdings III GP, Ltd. (“Principal III GP”) serves as the general partner of Principal III. Marc Rowan, Scott Kleinman and James Zelter are the directors of Principal III GP, and as such may be deemed to have voting and dispositive control of the securities held of record by the Sponsor.

Each of the reporting persons, and Messrs. Rowan, Kleinman and Zelter, disclaims beneficial ownership of any securities reported herein as held by the Sponsor, or that may be beneficially owned by any of the other reporting persons, in each case except to the extent of any pecuniary interest therein, and this report shall not be deemed an admission that any such entity or person is the beneficial owner of or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

The address of each of the Sponsor and Holdings GP is c/o Walkers Corporate Limited, Cayman Corporate Centre, 27 Hospital Rd., George Town, Cayman Islands, KY1-9008. The address of each of Principal III and Principal III GP is c/o Intertrust Corporate Services, (Cayman) Limited, 190 Elgin Avenue, George Town, Cayman Islands, KY1-9008. The address of each of Messrs. Rowan, Kleinman and Zelter is 9 West 57th Street, 43rd Floor, New York, New York 10019.

EX-99.2 3 tm2228026d1_ex99-2.htm EXHIBIT 99.2

Exhibit 99.2

This Statement on Form 4 is filed by: (i) APSG Sponsor, L.P., (ii) AP Caps II Holdings GP, LLC, (iii) Apollo Principal Holdings III, L.P., and (iv) Apollo Principal Holdings III GP, Ltd.

Name of Designated Filer: Apollo Principal Holdings III GP, Ltd.

Date of Event Requiring Statement: October 12, 2022

Issuer Name and Ticker or Trading Symbol: Global Business Travel Group, Inc. [GBTG]

APSG SPONSOR, L.P.

	By:	AP Caps II Holdings GP, LLC,
		its general partner

		By:	Apollo Principal Holdings III, L.P.,
			its managing member

			By:	Apollo Principal Holdings III GP, Ltd.,
				its general partner

				By:	/s/ James Elworth
				Name: James Elworth
				Title: Vice President

AP Caps II Holdings GP, LLC

	By:	Apollo Principal Holdings III, L.P.,
		its managing member

		By:	Apollo Principal Holdings III GP, Ltd.,
			its general partner

			By:	/s/ James Elworth
			Name: James Elworth
			Title: Vice President

Apollo Principal Holdings III, L.P.

	By:	Apollo Principal Holdings III GP, Ltd.,
		its general partner

		By:	/s/ James Elworth
		Name: James Elworth
		Title: Vice President

Apollo Principal Holdings III GP, Ltd.

	By:	/s/ James Elworth
	Name: James Elworth
	Title: Vice President

[Signature Page to Form 4 (Global Business Travel Group, Inc.)]