In a similar vein, please dont post or engage with (including liking, commenting or resharing) any
stories on social media about this news. Reposting or liking content posted by Inspiratos official company accounts, with no additional copy, is okay.
We also ask that you please dont engage in written communication about this topic internally, including email, Slack, text message, WhatsApp, etc.
Instead, please refer to the press release and speak with your manager should you have questions.
Many of you will have questions and we will do our best
to communicate with you as things evolve. However, transitioning from a private to public company means there will be some things were legally unable to share with everyone. For your reference, weve attached an internal FAQ which
hopefully helps answer some of the main questions you may have.
I want to thank each of you for your dedication to Inspiratos success. This
milestone is a true team effort that would not be possible without your hard work and commitment. We are redefining luxury travel, and I believe there is no other company in the world capable of delivering exceptional travel experiences, memories,
and service like Inspirato. You are all the best at what you do, and our future together is going to be very exciting!
With appreciation,
Brent
Forward-Looking Statements
This document may contain a number of forward-looking statements. Forward-looking statements include information concerning Thayers or
Inspiratos 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 Thayers or Inspiratos managements current expectations, estimates, projections and beliefs, as well as a number of assumptions
concerning future events. When used in this document, 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 Thayers or Inspiratos managements 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 (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 Nasdaqs listing standards following the consummation of the proposed business combination; (d) the inability to complete the
private placement into Thayer; (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 SECs 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 Thayers 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;
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