Inspirato Incorporated (“Inspirato”) (NASDAQ: ISPO), the innovative
luxury travel subscription brand, today announced that it has
entered into a definitive agreement for a new $25 million
convertible note investment from Capital One Ventures. The capital
is expected to provide broad operating flexibility to Inspirato as
it continues to enhance the luxury travel experience it delivers
for its members.
"Through strategic investing, we look to harness the potential
of innovative companies that could integrate well with Capital
One’s business and infrastructure,” said Nathan Krishnamurthy,
partner, Capital One Ventures. “With its access to extraordinary
properties around the world, a well-developed technology footprint,
and white glove service capabilities, Inspirato offers a unique
membership for luxury travelers.”
Inspirato members enjoy access to a portfolio of branded luxury
vacation homes, accommodations at five-star hotel and resort
partners, and custom travel experiences. Options span Europe’s best
cities, chic American ski towns, exclusive Caribbean islands,
African safaris, and tickets to iconic sporting and cultural
events. Every Inspirato trip includes distinctive five-star
personalized service, with pre-trip planning, expert local
concierge, and housekeeping.
“Inspirato is an innovator in the travel space, providing unique
offerings and extraordinary service to its members, and we are
thrilled to partner with them,” said Jenn Scheurich, Vice President
of Capital One Travel.
“Inspirato is focused on leveraging innovation to drive customer
satisfaction and growth,” said Inspirato Co-Founder and CEO Brent
Handler. “This investment enables us to set a global standard for
luxury travel and continue enhancing our exceptional experiences to
meet evolving consumer needs.”
Wachtell, Lipton, Rosen & Katz served as counsel for Capital
One Ventures, and Morgan Stanley & Co. LLC served as financial
advisor to Capital One Ventures. Wilson Sonsini Goodrich &
Rosati served as counsel for Inspirato, and Moelis & Company
LLC served as financial advisor to Inspirato. The issuance of
the convertible note is subject to certain closing conditions,
including the entry into a commercial agreement between Inspirato
and Capital One prior to the closing, and the receipt of Inspirato
shareholder approvals.
This announcement is neither an offer to sell nor a solicitation
of an offer to buy any of these securities (including the shares of
Inspirato common stock, if any, into which the convertible notes
will be convertible) and shall not constitute an offer,
solicitation, or sale in any jurisdiction in which such offer,
solicitation or sale is unlawful.
Forward-Looking Statements This press
release contains forward-looking statements within the meaning of
the federal securities laws. Forward-looking statements generally
relate to future events or our future financial or operating
performance. In some cases, you can identify forward-looking
statements because they contain words such as “believe,” “may,”
“will,” “estimate,” “potential,” “continue,” “anticipate,”
“intend,” “expect,” “could,” “would,” “project,” “forecast,”
“plan,” “intend,” “target,” or the negative of these words or other
similar expressions that concern our expectations, strategy,
priorities, plans, or intentions. Forward-looking statements in
this press release include, but are not limited to, statements
regarding our expectations relating to future operating results and
financial position; guidance and growth prospects including those
related to any new partnership with Capital One or our ability to
consummate those agreements or any required shareholder vote;
quotations of management; our expectations regarding the luxury
travel market; anticipated future expenses and investments;
business strategy and plans; market growth; market position; and
potential market opportunities. Our expectations and beliefs
regarding these matters may not materialize, and actual results in
future periods are subject to risks and uncertainties, including
changes in our plans or assumptions, that could cause actual
results to differ materially from those projected. These risks
include our inability to forecast our business due to our limited
experience with our pricing models; the risk of downturns in the
travel and hospitality industry; our ability to compete effectively
in an increasingly competitive market; our ability to sustain and
manage our growth; and current market, political, economic and
business conditions and other risks detailed in our filings with
the Securities and Exchange Commission (the “SEC”), including in
our Quarterly Report on Form 10-Q that will be filed with the SEC
by August 9, 2023, and subsequent filings with the SEC.
Past performance is not necessarily indicative of future
results. If any of these risks materialize or our assumptions prove
incorrect, actual results could differ materially from the results
implied by these forward-looking statements. In addition,
forward-looking statements reflect our expectations, plans, or
forecasts of future events and views as of the date of this press
release. We anticipate that subsequent events and developments will
cause our assessments to change. All information provided in this
release is as of the date hereof, and we undertake no duty to
update this information unless required by law. These
forward-looking statements should not be relied upon as
representing our assessment as of any date subsequent to the date
of this press release.
In addition, statements that “we believe” and similar statements
reflect our beliefs and opinions on the relevant subject. These
statements are based upon information available to us as of the
date of this press release and while we believe such information
forms a reasonable basis for such statements, such information may
be limited or incomplete, and such statements shouldnot be read to
indicate that we have conducted an exhaustive inquiry into, or
review of, all potentially available relevant information. These
statements are inherently uncertain, and investors are cautioned
not to unduly rely upon these statements.
About Inspirato Inspirato (NASDAQ: ISPO)
is a luxury travel subscription company that provides exclusive
access to a managed and controlled portfolio of curated vacation
options, delivered through an innovative model designed to ensure
the service, certainty, and value that discerning customers
demand. The Inspirato portfolio includes branded luxury vacation
homes, accommodations at five-star hotel and resort partners, and
custom travel experiences. For more information, visit
www.inspirato.com and follow @inspirato on Instagram, Facebook,
Twitter, and LinkedIn.
Additional Information and Where to Find It
Inspirato, its directors and certain executive officers are
participants in the solicitation of proxies from stockholders in
connection with a special meeting of stockholders to approve the
issuance of the convertible notes and certain related amendments to
Inspirato’s amended and restated certificate of incorporation (the
“Special Meeting”). Inspirato plans to file a proxy statement (the
“Special Meeting Proxy Statement”) with the Securities and Exchange
Commission (the “SEC”) in connection with the solicitation of
proxies for the Special Meeting. Additional information regarding
such participants, including their direct or indirect interests, by
security holdings or otherwise, will be included in the Special
Meeting Proxy Statement and other relevant documents to be filed
with the SEC in connection with the Special Meeting. Information
relating to the foregoing can also be found in Inspriato’s
definitive proxy statement for its 2023 Annual Meeting of
Stockholders (the “2023 Proxy Statement”), which was filed with the
SEC on April 6, 2023. To the extent that such participants’
holdings of Inspirato securities have changed since the amounts
printed in the 2023 Proxy Statement, such changes have been or will
be reflected on Statements of Change in Ownership on Form 4 filed
with the SEC.
Promptly after filing the definitive Special Meeting Proxy
Statement with the SEC, Inspirato will mail the definitive Special
Meeting Proxy Statement and related proxy card to each stockholder
entitled to vote at the Special Meeting. STOCKHOLDERS ARE URGED TO
READ THE SPECIAL MEETING PROXY STATEMENT (INCLUDING ANY AMENDMENTS
OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS THAT
INSPIRATO WILL FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE
THEY WILL CONTAIN IMPORTANT INFORMATION. Stockholders may obtain,
free of charge, the preliminary and definitive versions of the
Special Meeting Proxy Statement, any amendments or supplements
thereto, and any other relevant documents filed by Inspirato with
the SEC in connection with the Special Meeting at the SEC’s website
(http://www.sec.gov). Copies of Inspirato’s definitive Special
Meeting Proxy Statement, any amendments or supplements thereto, and
any other relevant documents filed by Inspirato with the SEC in
connection with the Special Meeting will also be available, free of
charge, at Inspirato’s investor relations website
(https://investor.inspirato.com/) or by writing to Inspirato
Incorporated, 1544 Wazee Street, Denver, Colorado 80202, Attention:
Investor Relations.
Inspirato
Contacts Investor
Relations: ir@inspirato.com
Media
Relations: communications@inspirato.com
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