Merger TPGS

Vacasa to Be Publicly Listed Through Combination with TPG Pace Solutions

, SPAC Research

Vacasa, the leading vacation rental management platform in North America, has entered into an agreement to become a publicly traded company through a business combination with TPG Pace Solutions

The transaction implies a pro forma equity value for Vacasa of approximately $4.5 billion and capitalizes the business with approximately $485 million in gross cash proceeds to fund the company’s future growth plans.

Vacasa’s marketplace enables guests to search, discover and book stays on Vacasa.com, the Vacasa Guest App and 100+ channel partners including Airbnb, Booking.com and Vrbo.

Vacasa is expected to receive $485 million in gross cash proceeds, including up to $285 million of gross proceeds from the cash held in TPG Pace Solutions’ trust account and including a fully committed common equity investment of $200 million anchored by top-tier mutual funds, leading institutional investors and TPG.

Vacasa’s existing investors, including Silver Lake, Riverwood Capital, Level Equity, Altos Ventures, Adams Street, and NewSpring Capital, together with founder Eric Breon and management, expect to roll 100% of their equity and expect to retain an 88% ownership of the company following transaction close.

J.P. Morgan Securities LLC acted as lead financial advisor to Vacasa. PJT Partners LP also acted as financial advisor to Vacasa. Deutsche Bank Securities Inc. and TPG Capital BD, LLC acted as financial advisor to TPG Pace Solutions. Deutsche Bank Securities Inc., J.P. Morgan Securities LLC, Goldman Sachs & Co. LLC, and TPG Capital BD, LLC, acted as capital markets advisors and PIPE placement agents to TPG Pace Solutions. BTIG, LLC, JMP Securities LLC, Needham & Company, LLC, Oppenheimer & Co. Inc., and Northland Securities Inc. also acted as capital market advisors to TPG Pace Solutions. Latham & Watkins LLP acted as the legal advisor to Vacasa, and Weil, Gotshal & Manges LLP acted as the legal advisor to TPG Pace Solutions. Mayer Brown LLP acted as the legal advisor to Deutsche Bank Securities Inc., J.P. Morgan Securities LLC and Goldman Sachs & Co. LLC. Upon closing of the transaction, the combined company is expected to be publicly traded under the ticker symbol “VCSA.”

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