Liberty Interactive (LINTA) Gains Voting Control of TripAdvisor (TRIP)

December 11, 2012 9:06 AM EST Send to a Friend

Here, TripAdvisor is the steer.

Liberty Interactive Corporation (Nasdaq: LINTA) and TripAdvisor, Inc. (Nasdaq: TRIP) announced today that Liberty has purchased a total of 4,799,848 shares of common stock of TripAdvisor from Barry Diller and The Diller-von Furstenberg Family Foundation at a price of $62.50 per share. As part of the transaction, Mr. Diller’s right to control the vote of the shares of TripAdvisor’s common stock and Class B common stock that are beneficially owned by Liberty has been terminated and Liberty now controls a majority voting stake in TripAdvisor. Giving effect to the transactions, Liberty owns and controls 18,159,752 shares of common stock and 12,799,999 shares of Class B common stock of TripAdvisor, representing approximately 22% of the equity and 57% of the total votes of all classes of TripAdvisor common stock. Liberty has attributed the shares of TripAdvisor common stock that it owns to its Liberty Ventures tracking stock group.

Concurrently with the transaction, Mr. Diller resigned as Chairman of the Board of Directors and as Senior Executive of TripAdvisor, but will continue serving as a director of TripAdvisor. TripAdvisor will make an announcement when the Board of Directors has elected a new Chairman of the Board of Directors.

“Ever since we acquired TripAdvisor in 2004 it's been one of the smoothest and most trouble-free growth stories I've ever known,” said Barry Diller. “During that time it grew from a startup with $23 million in annual revenues to a $5 billion plus public company with a global brand that operates the world's largest travel site. Its great progress has happened because of the superb talents of its co-founder and CEO, Steve Kaufer, and the team he leads. My only reason for resigning as Chairman and disposing of my interests is that I have more obligations than time and transferring control of TripAdvisor to Liberty is something I'm very comfortable with – Liberty has proven itself a fine steward and leader of its controlled businesses.”

“It has been a pleasure to work with Barry and we appreciate his outstanding leadership through the years. I thank him for his numerous contributions and look forward to his continued involvement with our Company as a member of our Board,” said Steve Kaufer, co-founder and CEO of TripAdvisor. “Liberty has been an important stockholder of ours and we look forward to continuing this relationship in the future.”

“We are pleased to take voting control of our longstanding stake in TripAdvisor,” said Greg Maffei, Liberty President and CEO. “TripAdvisor is an established leader in the travel industry and our increased investment in the company is a strong addition to our portfolio.”


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