~~UNITED STATES~~

~~SECURITIES AND EXCHANGE COMMISSION~~

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER

THE SECURITIES EXCHANGE ACT OF 1934

For the month of January 2025

Commission File Number: 001-38209

~~DESPEGAR~~ Despegar.~~COM~~com, ~~CORP~~Corp.

(Translation of registrant’s name into English)

Commerce House 4th Floor Wickhams Cay 1 Road Town, Tortola VG1110 British Virgin Islands

~~4th~~ (Address ~~Floor~~of principal executive offices)

~~Wickhams Cay 1~~

~~Road~~ Indicate ~~Town,~~by ~~Tortola~~check ~~VG1110~~mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

~~British~~ Form ~~Virgin Islands~~20-F ☒

~~(Address~~ Form of40-F ☐ ~~principal executive offices)~~

~~Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.~~

~~Form 20-F x Form 40-F ¨~~

~~Despegar and HBX Group Enter Into a Strategic Partnership~~

BRITISH VIRGIN ISLANDS. January 29, 2025 – Despegar.com, Corp. (NYSE: DESP) (“Despegar” or the “Company”), Latin America’s leading travel technology company, announces a strategic partnership with HBX Group, a leading independent B2B travel technology marketplace. This collaboration marks a relevant step towards expanding Despegar’s service offerings, particularly by integrating HBX Group’s European and North American non-air inventory into Despegar’s platform.

~~Through this partnership Despegar plans to offer its customers—both~~ ~~B2C~~ NOTICE ~~and~~OF ~~B2B—wider~~SPECIAL ~~access~~MEETING toOF ~~HBX~~SHAREHOLDERS ~~Group’s diverse range of accommodations and travel solutions. By leveraging HBX Group’s~~ ~~inventory, Despegar aims to further enhance its travel packages and lodging offerings, providing more value and options to travelers seeking quality and affordability.~~

~~Under~~ Despegar.com, ~~the~~Corp. ~~terms of~~ (the ~~agreement~~“Company” ~~with~~or ~~HBX Group, (i~~“Despegar”) ~~HBX~~has ~~Group~~commenced ~~undertook to~~dissemination ~~make~~of ana ~~advance~~Notice ~~payment~~of toSpecial ~~Despegar;~~Meeting ~~and~~of ~~(ii)~~Shareholders ~~Despegar~~of isthe ~~required~~Company to(the ~~meet~~“Notice”), ~~certain~~together ~~booking~~with ~~targets~~the ~~relating~~proxy tostatement ~~HBX~~accompanying ~~Group~~the ~~originated products~~Notice ~~booked~~(the ~~through~~“Proxy ~~Despegar’s~~Statement”), ~~platform~~with ~~over~~attached anannexes ~~anticipated~~(collectively, ~~period~~the of“Proxy ~~approximately~~Materials”), ~~eight~~to ~~and a half years. The failure by~~ Despegar to ~~meet~~shareholders ~~such~~of ~~booking~~record ~~targets~~as ~~over~~of the ~~course~~close of ~~certain~~business ~~pre-established~~on ~~measurement~~January 27, ~~periods~~2025. ~~may~~A ~~result~~copy inof ~~Despegar~~the ~~being~~Merger ~~subject~~Agreement toand ~~certain penalties, including~~ the ~~payment~~Plan ~~to HBX Group~~ of aMerger ~~percentage~~are ofattached ~~the~~as ~~shortfall~~Annex ~~amount.~~A ~~The~~and ~~outsourcing~~Annex ~~agreement~~B, ~~also contains other customary covenants~~respectively, ~~representations~~to ~~and undertakings. The potential impact of~~ the ~~outsourcing~~enclosed ~~agreement~~Proxy ~~was~~Statement, ~~considered by the Transaction Committee~~ and ~~Board~~included ~~of Directors of Despegar~~ in ~~their~~this ~~evaluation~~report ofon ~~the~~Form ~~proposed~~6-K ~~transaction~~as ~~with Prosus~~Exhibit 99.1.

~~Key~~ The ~~Benefits~~Special Meeting of Shareholders (the ~~Partnership~~“Special Meeting”) will be held at 1:00 p.m. (British Virgin Islands local time) on Tuesday, March 4, 2025, at the Company’s office located at 4th Floor, Commerce House, Wickhams Cay 1, Road Town, Tortola, British Virgin Islands. At the Special Meeting, you will be asked to consider and vote on (a) a proposal to adopt and approve (i) the Agreement and Plan of Merger, dated December 23, 2024 (such agreement, as it may be amended, modified or supplemented from time to time, the “Merger Agreement”), by and among MIH Internet Holdings B.V., a Netherlands private limited liability company (besloten vennootschap) (“Parent”) and a wholly-owned subsidiary of Prosus N.V., MIH Investments Merger Sub Limited, a British Virgin Islands business company with limited liability (“Merger Sub”) and a wholly owned indirect subsidiary of Parent, and Despegar, providing for the acquisition of Despegar by Parent via the Merger (as defined below), (ii) the plan of merger attached as Annex B to the enclosed proxy statement and in substantially the form agreed to in the Merger Agreement (the “Plan of Merger”), and (iii) all transactions contemplated by the foregoing (including, without limitation, the finalization, execution and filing of the articles of merger and Plan of Merger with the Registry of Corporate Affairs in the British Virgin Islands) (collectively, the “Merger Proposal”), and (b) a proposal to approve the adjournment of the Special Meeting to a later date or dates, if necessary or appropriate, including to solicit additional proxies to approve the Merger Proposal if there are insufficient votes to approve the Merger Proposal at the time of the Special Meeting. Upon the terms and subject to the conditions of the Merger Agreement, Parent will acquire Despegar via the merger of Merger Sub with and into Despegar, with the separate corporate existence of Merger Sub thereupon ceasing and Despegar continuing as the surviving company and a wholly-owned indirect subsidiary of Parent (the “Merger”).

● The ~~Expanded~~Board ~~Inventory:~~of Directors of Despegar ~~customers~~(the ~~are~~“Board ~~expected~~of Directors”) has (a) determined that the Merger Agreement, the Merger and the other Transactions to ~~gain~~be ~~access~~consummated by Despegar, are advisable and fair to, aand ~~broader~~in ~~range~~the best interests of, ~~hotel~~Despegar ~~options~~and its shareholders, ~~enhancing~~(b) duly authorized and approved the ~~ability~~execution, delivery and performance by Despegar of the Merger Agreement and the consummation by Despegar of the Transactions to ~~customize~~be ~~travel~~consummated ~~experiences~~by ~~with~~Despegar, ~~competitive~~including ~~lodging~~the ~~rates~~Merger and (c) resolved, subject to Section 6.03(e) of the Merger Agreement, to recommend adoption of the Merger Agreement and approval of the Merger by the shareholders of Despegar.

~~● Enhanced Travel Packages:~~ The ~~integration~~Board ~~with~~of ~~HBX~~Directors ~~Group’s~~recommends ~~inventory~~that ~~intends~~you tovote: ~~allow~~(1) “FOR” ~~Despegar~~the toapproval ~~offer~~of ~~more~~the ~~comprehensive~~Merger ~~travel~~Proposal ~~packages,~~and ~~appealing~~(2) “FOR” tothe ~~both~~approval ~~leisure~~of ~~and~~the ~~business~~Adjournment ~~travelers~~Proposal.

~~“We~~ The ~~are~~director ~~excited~~affiliated ~~to partner~~ with ~~HBX~~Expedia Group ~~and bring their outstanding inventory into our platform~~,” ~~said Damian Scokin, CEO of Despegar~~Inc. ~~“We~~did ~~expect this partnership~~ not ~~only~~participate toin ~~enhance~~the ~~our~~deliberations ~~product offerings~~of ~~but also reinforce our commitment to providing~~ the ~~best~~Board ~~travel~~of ~~experiences~~Directors atrelating ~~great value~~ to ~~our~~any ~~customers~~Potential Transaction.”

~~“At HBX Group, we are committed to delivering world class travel~~ ~~solutions,~~ Cautionary ~~and~~Note ~~this~~Regarding ~~partnership~~Forward-Looking ~~with~~Statements ~~Despegar allows us to take that commitment to the next level”, said Nicolas Huss, CEO at HBX~~ ~~Group. “By integrating our extensive inventory into Despegar’s platform, we are jointly redefining the travel experience for millions of customers, offering unparalleled choice and value.”~~

This ~~long~~report includes forward-~~term~~looking ~~partnership~~statements iswithin ~~expected~~the tomeaning ~~enhance~~of ~~travel~~Section 21E ~~options available~~of tothe ~~Despegar’s~~Securities ~~customers,~~Exchange ~~providing~~Act ~~them~~of ~~with~~1934, ~~more~~as ~~flexibility~~amended and ~~choice~~the ~~than~~Private ~~before~~Securities Litigation Reform Act of 1995. The Company bases these forward-looking statements on its current beliefs, ~~while~~expectations ~~also~~and ~~providing~~projections ~~HBX~~about ~~Group~~future events and trends affecting its business and its market. Many important factors could cause the Company’s ~~accommodation~~ ~~suppliers~~actual ~~with~~results ~~access~~ to ~~Despegar~~differ substantially from those anticipated in its forward-looking statements, including those risks and uncertainties included under the captions “Risk Factors” and “Management’s ~~full~~Discussion ~~range~~and Analysis of ~~high~~Financial Condition and Results of Operations” in its Annual Report on Form 20-~~value~~F ~~distribution~~for ~~channels~~the year ended December 31, 2023, which was filed with the U.S. ~~This~~Securities ~~collaboration~~and ~~reaffirms~~Exchange ~~Despegar’s~~ Commission. Forward-looking statements are not guarantees of future performance. Forward-looking statements speak only as of the date they are made, and ~~HBX’s~~we ~~mutual~~undertake ~~dedication~~no obligation to ~~innovation~~update publicly or to revise any forward-looking statements. New risks and ~~customer~~uncertainties ~~satisfaction~~emerge infrom time to time, and it is not possible for the ~~travel~~Company ~~sector.~~to predict all risks and uncertainties that could have an impact on the forward-looking statements

~~Forward-Looking Statements~~

~~This~~ contained ~~press~~in ~~release~~this ~~includes~~report. ~~forward-looking~~The ~~statements~~words ~~within~~“believe,” ~~the~~“may,” ~~meaning of~~“might,” ~~Section~~“can,” ~~21E~~“could,” of“is ~~the~~designed ~~Securities~~to,” ~~Exchange~~“will,” ~~Act~~“aim,” of“estimate,” ~~1934~~“continue,” as“anticipate,” ~~amended.~~“intend,” We“expect,” ~~base~~“forecast”, ~~these~~“plan”, ~~forward-looking~~“predict”, ~~statements~~“potential”, on“aspiration,” ~~our~~“should,” ~~current~~“purpose,” ~~beliefs~~“belief,” ~~expectations~~ and ~~projections~~similar, ~~about~~or ~~future~~variations ~~events~~of, ~~and~~or ~~trends~~the ~~affecting~~negative ~~our~~of ~~business~~such words and ~~our~~expressions ~~market.~~are ~~Many~~intended ~~important~~to ~~factors~~identify ~~could~~forward-looking ~~cause~~statements. ~~our~~Forward-looking ~~actual~~statements ~~results to~~include ~~differ~~information ~~substantially~~concerning ~~from~~the ~~those~~Company’s ~~anticipated~~possible inor ~~our~~assumed ~~forward-looking~~future ~~statements~~results of operations, ~~including~~business ~~those~~strategies, ~~risks~~capital ~~and~~expenditures, ~~uncertainties~~financing ~~included~~plans, ~~under the~~competitive ~~captions~~position, ~~“Risk~~industry ~~Factors”~~environment, ~~and~~potential ~~“Management’s~~growth ~~Discussion~~opportunities, ~~and~~the ~~Analysis~~effects of ~~Financial~~future ~~Condition~~regulation and ~~Results~~the effects of ~~Operations” in~~competition. ~~our~~The ~~Annual~~Company ~~Report~~is onsubject ~~Form~~to ~~20-F~~risks ~~for~~and ~~the~~uncertainties ~~year~~in ~~ended~~relation ~~December~~to ~~31,~~the ~~2023~~proposed transaction, ~~which~~including: ~~was~~(A) that ~~filed with~~ the ~~U.S.~~Company ~~Securities~~ and ~~Exchange~~Parent ~~Commission. Forward-looking~~may ~~statements~~be ~~are~~unable ~~not~~to ~~guarantees~~complete ofthe ~~future~~proposed ~~performance.~~transaction ~~Forward-looking~~because, ~~statements~~among ~~speak~~other ~~only~~reasons, asconditions ofto the ~~date~~closing ~~they~~of ~~are~~the ~~made, and~~proposed wetransaction ~~undertake~~may nonot ~~obligation~~be tosatisfied ~~update~~or ~~publicly~~waived; or(B) uncertainty as to ~~revise~~the ~~any~~timing ~~forward-looking~~of ~~statements.~~completion ~~New~~of ~~risks~~the ~~and~~proposed ~~uncertainties~~transaction; ~~emerge~~(C) the ~~from time~~inability to ~~time,~~complete ~~and~~the itproposed istransaction ~~not~~due ~~possible~~to ~~for~~the usfailure to ~~predict~~obtain ~~all~~the ~~risks~~Company ~~and~~shareholders’ ~~uncertainties~~approval ~~that~~for ~~could~~the ~~have~~proposed antransaction ~~impact~~or on the ~~forward-looking~~failure ~~statements contained~~to insatisfy ~~this~~other ~~press~~conditions ~~release.~~to ~~The~~completion ~~words~~of ~~“believe,”~~the ~~“may,”~~proposed ~~“might~~transaction,” ~~“can,”~~including ~~“could,”~~ that ~~“is~~a ~~designed~~governmental ~~to,”~~entity ~~“will,”~~may ~~“aim~~prohibit,” ~~“estimate,”~~delay ~~“continue,”~~or ~~“anticipate,”~~ refuse ~~“intend,”~~to ~~“expect,”~~grant ~~“forecast”,~~approval ~~“plan”,~~for ~~“predict”,~~the ~~“potential”,~~ consummation ~~“aspiration,”~~of ~~“should,”~~the ~~“purpose,”~~transaction; ~~“belief,”~~(D) the ~~and~~occurrence ~~similar~~of any event, change or ~~variations~~other ~~of,~~circumstances orthat could give rise to the ~~negative~~ termination of ~~such~~the ~~words~~Merger ~~and~~Agreement; ~~expressions~~(E) risks ~~are~~related ~~intended~~ to ~~identify~~disruption ~~forward-looking~~of ~~statements.~~management’s ~~Forward-looking~~attention ~~statements~~from ~~include~~the ~~information~~Company’s ~~concerning our~~ongoing ~~possible~~business oroperations ~~assumed~~due ~~future~~to ~~results~~the proposed transaction; (F) the effect of ~~operations,~~the ~~business~~announcement ~~strategies,~~of ~~capital~~the ~~expenditures,~~proposed ~~financing~~transaction ~~plans,~~on ~~competitive~~the ~~position~~Company’s relationships with its customers, ~~industry~~ ~~environment~~suppliers, ~~potential~~operating ~~growth~~results ~~opportunities,~~and business generally and (G) the ~~effects~~outcome of ~~future~~any ~~regulation~~legal ~~and~~proceedings to the ~~effects~~extent ofinitiated ~~competition.~~against ~~Considering~~the ~~these limitations~~Company, ~~you~~Parent ~~should~~or ~~not~~others ~~make~~following ~~any~~the ~~investment~~announcement ~~decision~~of inthe ~~reliance~~proposed ontransaction, ~~forward-looking~~as ~~statements~~well ~~contained~~as inthe ~~this~~Company’s ~~press~~and ~~release,~~Parent’s ~~which are~~management’s ~~inherently~~response ~~uncertain~~to any of the aforementioned factors.

~~About~~ Additional ~~Despegar.com~~Information and Where to Find It

~~Despegar~~ In isconnection with the ~~leading~~proposed ~~travel~~transaction, ~~technology~~the ~~company~~Company inintends ~~Latin~~to ~~America. For~~file ~~over~~or ~~two~~furnish ~~decades,~~relevant itmaterials ~~has~~with ~~revolutionized~~or to the ~~tourism~~SEC, ~~industry~~including in the ~~region~~Proxy ~~through~~Materials ~~technology~~furnished on this Form 6-K. ~~Despegar~~Promptly ~~operates~~after infurnishing 19this ~~countries~~Form in 6-K to the ~~region~~SEC, ~~accompanying~~the ~~Latin~~Company ~~Americans~~will ~~from~~mail or otherwise provide the ~~moment~~Proxy ~~they~~Materials ~~dream~~to each of ~~traveling~~its ~~until~~shareholders ~~they~~entitled ~~share~~to ~~their~~vote ~~memories~~at the Special Meeting. ~~With~~This communication is not a substitute for the ~~purpose~~Proxy ~~of improving~~Materials ~~people's~~or ~~lives~~any ~~and~~other ~~transforming~~document that the ~~shopping~~Company ~~experience,~~may ~~Despegar~~file ~~has~~or ~~developed~~furnish ~~alternative~~with ~~payment~~or ~~and~~to ~~financing~~the ~~methods,~~SEC ~~democratizing the~~or ~~access~~disseminate to ~~consumption~~its ~~and~~shareholders ~~bringing~~in ~~Latin~~connection ~~Americans~~with ~~closer~~the toproposed ~~their~~transaction. ~~next~~BEFORE ~~travel~~MAKING ~~experience.~~ANY ~~Despegar’s~~VOTING ~~common~~DECISION, ~~shares~~SHAREHOLDERS ~~are~~OF ~~traded on~~THE ~~the~~COMPANY ~~New~~ARE ~~York~~URGED ~~Stock~~TO ~~Exchange~~READ THE PROXY MATERIALS (~~NYSE:~~INCLUDING ~~DESP~~ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS IN CONNECTION WITH THE PROPOSED TRANSACTION THAT THE COMPANY WILL FILE OR FURNISH WITH OR TO THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION AND THE PARTIES THERETO. ~~For~~The ~~more~~Proxy ~~information~~Materials and other relevant materials in connection with the Merger Proposal (when they become available), ~~visit~~and ~~Despegar~~any other documents filed or furnished with or to the SEC by the Company, may be obtained free of charge at the SEC’s ~~Investor~~website ~~Relations~~at www.sec.gov or at the Company’s website at https://investor.despegar.com/financials/sec-filings/default.aspx.

IR No ~~Contact~~Offer or Solicitation

~~Luca~~ This ~~Pfeifer~~current report is neither a solicitation of a proxy, ~~Investor~~an ~~Relations~~offer to purchase nor a solicitation of an offer to sell any securities and it is not a substitute for any proxy statement or other filings that may be made with the SEC should the proposed transaction proceed.

~~Phone: (+1) 305 481 1785~~

~~E-mail:~~ EXHIBITS ~~luca.pfeifer@despegar.com~~

Signature

	Exhibit No.			Description
	99.1			Notice of Special Meeting of Shareholders of Despegar.com, Corp. to be held on March 4, 2025 and the Proxy Statement related thereto, with attached annexes.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

DESPEGAR.COM, CORP. By: /s/ Monica Alexandra Soares da Silva Name: Monica Alexandra Soares da Silva Title: General Counsel

	Date: January 30, 2025			DESPEGAR.COM, CORP.
				By:			/s/ Monica Alexandra Soares da Silva Name: Monica Alexandra Soares da Silva Title: General Counsel

Date: January 29, 2025

Filing Compare · Despegar.com, Corp.