Press Release1 July 2021DENVER, Colo. Inspirato LLC (Inspirato, or the Company), an innovative luxury subscription company for travel, and Thayer Ventures Acquisition Corp.(Thayer), a publicly traded special-purpose acquisition company, announced today that they had entered into a definitive merger agreement. This will see Inspirato become a publicly listed company. The enterprise value of the pro forma company is $1.1 billion. The combined company will be known as Inspirato and its Class A common stock will be listed on Nasdaq, under the ticker symbol ISPO.AdvertisementsInspirato offers exceptional luxury travel experiences in select destinations worldwide. It is designed to make lasting memories and build relationships with friends and family. Inspirato's subscription platform revolutionizes luxury tourism by creating a seamless booking process that increases the market for luxury travel. It also creates a new opaque channel for real estate and hospitality partners to monetize excess inventory.Inspirato was launched in 2011 with a subscription model under the leadership of Brent and Brad Handler, luxury hospitality innovators. The Company has built a portfolio that includes more than 385 luxury vacation homes, over 500 resort and hotel partners and more than 240 other destinations. Inspirato also offers a personalized service that is highly customized to cater to the needs of wealthy travelers and ensures exceptional customer satisfaction.Inspirato Pass introduced the first luxury subscription that included nightly rates, taxes and fees in 2019. The Inspirato Pass listing is constantly updated and includes more than 150,000 trips. These include Inspirato residences, hotel partners, and custom experiences like luxury cruises or African safaris. Pass subscriber simply browse the list and book their trip. They can then book their next getaway after they check out. Inspirato Pass offers all the benefits of the original subscription model. It also includes the personalized service that has been Inspirato's distinguishing hallmark since its inception.Inspirato Pass offers a better way for consumers to travel. It also addresses critical issues for hospitality suppliers by offering a subscription that includes nightly rates, taxes and fees. Inspirato allows luxury hotels to sell excess capacity at a great price in return for having access to an opaque distribution channel. This eliminates rate parity risk and repatriation as well as brand degradation.Inspirato's Pass subscription is growing rapidly, but Inspirato continues to expand through the sale of its Club pay-as-you go subscription. Club subscribers pay a low monthly subscription fee to access the Inspirato portfolio, then they pay nightly subscriber rates to book the trips of your choice. Inspirato has generated over $1.2 billion in revenue from its inception to Q1 2021. Pass and Club subscribers have booked more than 850,000 nights so far.Inspirato is a service provider for a growing market in luxury travel. The U.S. will see demand reach $230 billion by 2025. Strong tailwinds, including post-COVID recovery in travel and increased work from anywhere, are supporting the business. Both of these factors are expected to significantly accelerate. In the second half 2021, private vacation rental companies and luxury hotels will see revenue growth rates that are comparable to pre-COVID levels. The Company anticipates that its annual recurring revenue will exceed $200 million by the fourth quarter 2022.The combined company will be managed by Brent Handler (Founder and CEO), Executive Chairman of the Board Brad Handler, President David Kallery and CFO Web Neighbor. Chris Hemmeter (Co-CEO of Thayer) will be joining the combined company's Board of Directors.Management CommentBrent Handler, Inspirato's Founder and CEO: We are thrilled to begin a new chapter in growth and innovation with Thayer. We are now well-positioned to further our vision of revolutionizing luxury tourism through our easy and intuitive consumer subscriptions. Thank you to our subscribers, investors and employees who helped Inspirato reach this milestone. I look forward to working with the Thayer team to continue our global expansion.Chris Hemmeter is the Co-CEO at Thayer Ventures Acquisition Corp. We couldn't have chosen a better partner for our merger than Inspirato as a travel-focused investment platform that values disruptive hospitality themes. With its combination of market segment focus and a strong supply aggregation engine, Inspirato has created a new category within the travel industry. This company will be a pioneer in luxury lifestyle for many decades to come. As Inspirato transitions into the public markets, we are delighted to partner with Brad and Brent. We hope that Inspirato will be an enduring brand in the post-pandemic era.Key Terms for TransactionsA group of investors, led by Rodina and Janus Henderson Investors, has agreed to participate in a private placing of approximately $100m of Thayers Class A common stocks (the PIPE) concurrently with the completion of the business merger. Inspirato shareholders Kleiner Perkins and Brad Handler are also included in this private placement. This is a testament to their belief in the company's growth prospects and strong faith in it. Thayers shareholders currently hold approximately $176 million in their trust account. This assumes no redemptions. Inspirato shareholders who are still holding equity will be able to roll 100% into the new company.The combined company is expected to receive approximately $260million in net cash proceeds. This assumes no redemptions. Inspirato plans to use the cash proceeds to drive growth and subscriber acquisition via continued platform and tech investments, expansion and development of its property portfolio, as well as to introduce products and services within adjacent luxury lifestyle verticals.Inspirato's and Thayer's boards unanimously approved the business merger. The transaction is expected close in the fourth quarter 2021. However, Thayers shareholders must approve it and other closing conditions.UBS Securities LLC (UBS), is acting as Inspirato's financial advisor and capital market advisor, and co-lead placing agent for institutional investors to Thayer. Inspirato is represented by Wilson Sonsini Goodrich & Rosati.Evercore Group L.L.C. (Evercore), is the lead financial advisor to Thayer. Stifel, Nicolaus & Company, Incorporated, (Stifel), is Thayer's lead capital markets advisor and placement agent for institutional investors. Thayer is represented by Cooley as their legal advisor. Simpson Thacher & Bartlett LLP acts as legal advisor to Evercore, UBS, and Stifel as placement agents to institutional investors to Thayer.Information about the Investor Conference CallThayer and Inspirato will host a joint investor conference phone call to discuss the transaction. It will take place on June 30, 2021, at 8:30 AM. ET.You can listen to prepared remarks by calling 1-877-407-0789 in the U.S. or 1-201-689-8562 internationally. A n operator will assist. You can access the webcast at http://public.viavid.com/index.php.id=145455. You can access the replay of the webcast through December 30, 2021. You can also call 1-844-512-292 (U.S.A.) or 1-412-317-671 (International). Passcode: 13721014 until July 7, 2021, 11:59 ET.A presentation for investors detailing the transaction will be made available at ir.thayerventures.com. It will be submitted to the SEC as an exhibit in a Current Report On Form 8-K. This information is also available on the SEC website, www.sec.gov.About Thayer Ventures Acquisition CorporationThayer Ventures Acquisition Corporation, a blank check company, was established to effect a merger, capital stock exchange, asset acquisition, stock purchase or similar business combination. Thayer Ventures Acquisition Corporation may seek acquisition opportunities in any sector or industry, but it is focusing its efforts on the transportation and travel technology sectors due to the Thayer management team's investment experience and background.
