Inspirato is revolutionizing luxury hospitality
with its proprietary next-generation travel subscription platform,
designed to capture a growing share of the $135 billion luxury
travel market
Inspirato’s business model solves critical pain
points for luxury travelers looking for a simple, valuable
subscription inclusive of nightly rates, taxes, and fees, as well
as hospitality suppliers seeking to monetize excess inventory
through an attractive opaque booking channel
Proceeds from the transaction will be used to
accelerate new subscriber acquisition, expand Inspirato’s property
portfolio, advance its subscription technology, and invest in
product extensions and adjacent luxury lifestyle markets
The transaction values the combined company at
an estimated pro forma enterprise value of approximately $1.1
billion and is expected to provide up to $260 million in net cash
proceeds, assuming no redemptions, including a committed PIPE
totaling approximately $100 million
The PIPE is led by Janus Henderson Investors
and Rodina, and includes additional incremental capital from
Kleiner Perkins, IVP, Company founders, and certain other existing
investors, reflecting strong confidence in the business
Investor call scheduled for June 30, 2021 at
8:30 a.m. ET
Inspirato LLC (“Inspirato” or the “Company”), the innovative
luxury travel subscription brand, and Thayer Ventures Acquisition
Corp. (“Thayer”) (Nasdaq: TVAC), a publicly traded special purpose
acquisition company, today announced that they have entered into a
definitive merger agreement that will result in Inspirato becoming
a publicly listed company. The transaction values the pro forma
company at an estimated enterprise value of $1.1 billion. Upon
closing, the combined company will operate as Inspirato, and its
Class A common stock is expected to be listed on Nasdaq under the
ticker symbol “ISPO.”
Inspirato delivers exceptional luxury travel experiences with
superior service and certainty for affluent travelers in
destinations around the world, designed to create lasting memories
and relationships with family and friends. The company’s
proprietary subscription platform revolutionizes luxury hospitality
by creating a frictionless booking journey that expands the
addressable market for luxury travel, while also creating a new
opaque channel for real estate and hospitality partners to monetize
excess inventory.
Inspirato launched with a subscription model in 2011 under the
leadership of luxury hospitality innovators Brent and Brad Handler.
Over the past ten years, the Company assembled a portfolio of more
than 385 exclusively managed branded luxury vacation homes and over
500 five-star hotel and resort partners in more than 240
destinations around the world. Inspirato has also developed a
highly differentiated personalized service approach specifically
designed to meet the needs of affluent travelers and drive
exceptional customer satisfaction.
In 2019, Inspirato Pass revolutionized travel by introducing the
world’s first luxury travel subscription inclusive of nightly
rates, taxes, and fees. Constantly updated, the Inspirato Pass list
typically features more than 150,000 trips, ranging from Inspirato
residences and hotel partners to custom experiences such as luxury
cruises and African safaris. Pass subscribers simply browse the
list, book their trip, enjoy their stay, and book their next
getaway upon check-out. Inspirato Pass includes all the benefits
available through the Company’s original subscription model,
including the highly personalized service that has been Inspirato’s
differentiating hallmark since its inception.
In addition to offering consumers a better way to travel,
Inspirato Pass also solves critical pain points for hospitality
suppliers because its subscription pricing is inclusive of nightly
rates, taxes, and fees. Luxury hotels benefit by selling their
excess capacity through Inspirato at great value in exchange for
access to this opaque distribution channel, which eliminates rate
parity risk, repatriation, and brand degradation.
Beyond its fast-growing Pass subscription, Inspirato also
continues to grow through sales of its “pay as you go” Club
subscription. Club subscribers pay a low monthly fee for access to
the Inspirato portfolio, and then pay subscriber-only nightly rates
to book the trips of their choice. From the Company’s inception
through Q1 2021, Inspirato generated more than $1.2 billion in
revenue, with Pass and Club subscribers booking more than 850,000
total nights to date.
Inspirato serves a large and growing addressable market for
luxury travel where demand is expected to reach $230 billion by
2025 in the U.S. alone. The business is supported by strong
tailwinds including post-COVID travel recovery and the rise of
“work from anywhere,” both of which are expected to meaningfully
accelerate. Furthermore, revenue growth rates for luxury hotel
chains and private vacation rentals are expected to rebound towards
pre-COVID levels starting in the second half of 2021. The Company
expects its annually recurring revenue to exceed $200 million by Q4
2022.
The combined company will continue to be led by Founder and CEO
Brent Handler, Founder and Executive Chairman of the Board Brad
Handler, President David Kallery, and CFO Web Neighbor. Chris
Hemmeter, Co-CEO of Thayer, will join the combined company’s Board
of Directors.
Management Comment
Brent Handler, Founder & CEO of Inspirato
“We are excited to enter a new chapter of growth and innovation
with Thayer. With this announcement, we are well positioned to
expand our vision of revolutionizing luxury travel through our
simple and intuitive consumer subscriptions. I would like to thank
our incredible subscribers, investors, and employees for helping
Inspirato achieve this important milestone, and look forward to
collaborating with the Thayer team as we continue to accelerate our
global expansion.”
Chris Hemmeter, Co-CEO of Thayer Ventures Acquisition Corp.
“As a travel focused investment platform with an appetite for
disruptive hospitality themes, we could not have found a better
merger partner than Inspirato. Inspirato is creating a new category
in the travel space with its combination of market segment focus, a
powerful supply aggregation engine and network-effect subscription
business model. We believe this company will continue to be a
leader in the luxury lifestyle sector for decades to come. We are
thrilled to be partnering with Brent and Brad as Inspirato
transitions to the public markets and establishes itself as an
enduring brand of the post-pandemic world.”
Key Transaction Terms
Concurrently with the consummation of the business combination,
a group of investors led by Janus Henderson Investors and Rodina
has committed to participate in a private placement of
approximately $100 million of Thayer’s Class A common stock (the
“PIPE”). This includes additional incremental capital from existing
Inspirato shareholders Kleiner Perkins, IVP, Company founders Brent
and Brad Handler, and others, reflecting their strong belief in the
business and its growth prospects. There is approximately $176
million currently held in Thayer’s trust account, assuming no
redemptions by Thayer’s shareholders. Existing Inspirato
shareholders will roll 100% of their equity into the combined
company.
It is expected that the combined company will receive
approximately $260 million of net cash proceeds, assuming no
redemptions. Inspirato expects to use these cash proceeds to fuel
growth and subscriber acquisition through continued platform and
technology investments, expansion of its property portfolio, and
the introduction of products and services in adjacent luxury
lifestyle verticals.
The boards of directors of Inspirato and Thayer have unanimously
approved the business combination. The transaction is expected to
close in the fourth quarter of 2021, subject to approval by
Thayer’s shareholders and other customary closing conditions.
UBS Securities LLC (“UBS”) is acting as financial advisor and
capital markets advisor to Inspirato, and co-lead placement agent
for institutional investors to Thayer. Wilson Sonsini Goodrich
& Rosati is acting as legal advisor to Inspirato.
Evercore Group L.L.C. (“Evercore”) is acting as lead financial
advisor to Thayer and co-lead placement agent for institutional
investors to Thayer. Stifel, Nicolaus & Company, Incorporated
(“Stifel”) is acting as lead capital markets advisor to Thayer and
placement agent for institutional investors to Thayer. Cooley is
acting as legal advisor to Thayer. Simpson Thacher & Bartlett
LLP is acting as legal advisor to UBS, Evercore, and Stifel in
their role as placement agents for institutional investors to
Thayer.
Investor Conference Call Information
Inspirato and Thayer will host a joint investor conference call
to discuss the proposed transaction on June 30, 2021 at 8:30 a.m.
ET.
To listen to the prepared remarks via telephone dial
1-877-407-0789 (U.S.) or 1-201-689-8562 (International) and an
operator will assist you. A webcast can be accessed at:
http://public.viavid.com/index.php?id=145455. The webcast replay
will be accessible through December 30, 2021. A telephone replay
will be available at 1-844-512-2921 (U.S.) or 1-412-317-6671
(International), passcode: 13721014 through July 7, 2021 at 11:59
PM ET.
An investor presentation detailing the transaction will be
available at ir.thayerventures.com. It will also be filed with the
SEC as an exhibit to a Current Report on Form 8-K, and available on
the SEC website at www.sec.gov.
About Inspirato
Launched in 2011, Inspirato is the innovative luxury travel
subscription brand that provides affluent travelers access to a
managed and controlled portfolio of hand-selected vacation options,
delivered through a subscription model to ensure the service and
certainty that affluent customers demand. The Inspirato Collection
includes branded luxury vacation homes available exclusively to
subscribers and guests, accommodations at five-star hotel and
resort partners, and custom travel experiences. In 2019, Inspirato
improved travel by introducing Inspirato Pass, the world’s first
luxury travel subscription inclusive of nightly rates, taxes, and
fees.
About Thayer Ventures Acquisition Corporation
Thayer Ventures Acquisition Corporation is a blank check company
incorporated for the purpose of effecting a merger, capital stock
exchange, asset acquisition, stock purchase, reorganization or
similar business combination with one or more businesses. While
Thayer may pursue an acquisition opportunity in any industry or
sector, it is focusing on the travel and transportation technology
sectors, which align with the background and investing experience
of the Thayer management team.
Forward-Looking Statements
This document may contain a number of “forward-looking
statements.” Forward-looking statements include information
concerning Thayer’s or Inspirato’s possible or assumed future
results of operations, business strategies, debt levels,
competitive position, industry environment, potential growth
opportunities and the effects of regulation, including whether this
proposed business combination will generate returns for
shareholders. These forward-looking statements are based on
Thayer’s or Inspirato’s management’s current expectations,
estimates, projections and beliefs, as well as a number of
assumptions concerning future events. When used in this press
release, the words “estimates,” “projected,” “expects,”
“anticipates,” “forecasts,” “plans,” “intends,” “believes,”
“seeks,” “may,” “will,” “should,” “future,” “propose” and
variations of these words or similar expressions (or the negative
versions of such words or expressions) are intended to identify
forward-looking statements.
These forward-looking statements are not guarantees of future
performance, conditions or results, and involve a number of known
and unknown risks, uncertainties, assumptions and other important
factors, many of which are outside Thayer’s or Inspirato’s
management’s control, that could cause actual results to differ
materially from the results discussed in the forward-looking
statements. These risks, uncertainties, assumptions and other
important factors include, but are not limited to: (a) the
occurrence of any event, change or other circumstances that could
give rise to the termination of the definitive merger agreement
between Thayer and the Company (the “Merger Agreement”) and the
proposed business combination contemplated thereby; (b) the
inability to complete the proposed business combination due to the
failure to obtain approval of the shareholders of Thayer or other
conditions to closing in the Merger Agreement; (c) the ability to
meet Nasdaq’s listing standards following the consummation of the
proposed business combination; (d) the inability to complete the
PIPE; (e) the risk that the proposed business combination disrupts
current plans and operations of Inspirato or its subsidiaries as a
result of the announcement and consummation of the transactions
described herein; (f) the ability to recognize the anticipated
benefits of the proposed business combination, which may be
affected by, among other things, competition, the ability of the
combined company to grow and manage growth profitably, maintain
relationships with customers and suppliers and retain its
management and key employees; (g) costs related to the proposed
business combination; (h) changes in applicable laws or
regulations, including legal or regulatory developments (such as
the SEC’s recently released statement on accounting and reporting
considerations for warrants in SPACs) which could result in the
need for Thayer to restate its historical financial statements and
cause unforeseen delays in the timing of the business combination
and negatively impact the trading price of Thayer’s securities and
the attractiveness of the business combination to investors; (i)
the possibility that Inspirato may be adversely affected by other
economic, business and/or competitive factors; (j) the ability to
implement business plans, forecasts, and other expectations after
the completion of the proposed transaction, and identify and
realize additional opportunities; (k) the risk of downturns in the
travel and hospitality industry, including residual effects of the
COVID-19 pandemic; and (l) costs related to the transaction and the
failure to realize anticipated benefits of the transaction or to
realize estimated pro forma results and underlying assumptions,
including with respect to estimated shareholder redemptions. The
foregoing list of factors is not exhaustive. You should carefully
consider the foregoing factors and the other risks and
uncertainties described in the “Risk Factors” section of the
registration statement on Form S-4 referenced above and discussed
below and other documents filed by Thayer from time to time with
the SEC. These filings identify and address other important risks
and uncertainties that could cause actual events and results to
differ materially from those contained in the forward-looking
statements. You are cautioned not to place undue reliance upon any
forward-looking statements, which speak only as of the date
made.
Except as required by law, neither Thayer nor Inspirato
undertakes any obligation to update or revise its forward-looking
statements to reflect events or circumstances after the date of
this release. Additional risks and uncertainties are identified and
discussed in Thayer’s reports filed with the SEC and available at
the SEC’s website at www.sec.gov.
Additional Information and Where to Find It
Additional information about the proposed business combination,
including a copy of the Merger Agreement and investor presentation,
will be provided in a Current Report on Form 8-K which will be
filed by Thayer with the SEC and will also be available at
www.sec.gov.
In connection with the proposed business combination, Thayer
intends to file a registration statement on Form S-4 (the
“Registration Statement”) that includes a preliminary proxy
statement and prospectus with respect to Thayer’s securities to be
issued in connection with the proposed business combination that
also constitutes a preliminary prospectus of Thayer and will mail a
definitive proxy statement/prospectus and other relevant documents
to its shareholders. The Registration Statement is not yet
effective. The Registration Statement, including the proxy
statement/prospectus contained therein, when it is declared
effective by the SEC, will contain important information about the
proposed business combination and the other matters to be voted
upon at a meeting of Thayer’s shareholders to be held to approve
the proposed business combination and other matters (the “Special
Meeting”) and is not intended to provide the basis for any
investment decision or any other decision in respect of such
matters. Before making any voting decision, Thayer’s shareholders
and other interested persons are advised to read, when available,
the Registration Statement and the proxy statement/prospectus, as
well as any amendments or supplements thereto, and all other
relevant documents filed or that will be filed with the SEC because
they will contain important information about the proposed business
combination. When available, the definitive proxy
statement/prospectus will be mailed to Thayer shareholders as of a
record date to be established for voting on the proposed business
combination and the other matters to be voted upon at the Special
Meeting. Thayer shareholders will also be able to obtain copies of
the definitive proxy statement/prospectus, without charge, once
available, at the SEC’s website at www.sec.gov or by directing a
request to TVAC@mzgroup.us.
The information contained on, or that may be accessed through,
the websites referenced in this press release is not incorporated
by reference into, and is not a part of, this press release.
Participants in Solicitation
Thayer, Inspirato and their respective directors and officers
may be deemed participants in the solicitation of proxies of Thayer
shareholders in connection with the proposed business combination.
Thayer shareholders and other interested persons may obtain,
without charge, more detailed information regarding the directors
and officers of Thayer in Thayer’s Annual Report on Form 10-K/A for
the year ended December 31, 2020, as amended, which has been filed
with the SEC. Information regarding the persons who may, under SEC
rules, be deemed participants in the solicitation of proxies to
Thayer shareholders in connection with the proposed business
combination and other matters to be voted upon at the Special
Meeting will be set forth in the Registration Statement for the
proposed business combination when available. Additional
information regarding the interests of participants in the
solicitation of proxies in connection with the proposed business
combination will be included in the Registration Statement that
Thayer intends to file with the SEC.
Disclaimer
This communication is for informational purposes only and shall
not constitute an offer to sell, a solicitation of a proxy, consent
or authorization or the solicitation of an offer to buy any
securities pursuant to the proposed business combination or
otherwise, nor shall there be any sale of securities in any
jurisdiction in which the offer, solicitation or sale would be
unlawful prior to the registration or qualification under the
securities laws of any such jurisdiction. No offer of securities
shall be made except by means of a prospectus meeting the
requirements of Section 10 of the Securities Act.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20210630005547/en/
For Inspirato Media Relations: Jason Chudoba / Megan
Kivlehan / Matthew Chudoba InspiratoPR@icrinc.com Investor
Relations: InspiratoIR@icrinc.com For Thayer Ventures
Acquisition Corporation Investor Relations: Chris Tyson/Doug
Hobbs SPAC Alpha IR+ (949) 491-8235 TVAC@mzgroup.us
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