M&A: SLTA V (GP), L.L.C.
Form Type: SCHEDULE 13D
Filing Date: 2025-01-07
Corporate Action: Merger
Type: New
Accession Number: 000095017025002915
Comments: On December 30, 2024, Vacasa, Inc. and its wholly owned subsidiary entered into a Merger Agreement with Casago Holdings, LLC, involving two mergers: LLC Merger and Company Merger. After the transactions, existing shares of Common Stock will be converted into $5.02 per share in cash (subject to adjustments), while Class B Common Stock will be canceled. The consummation will lead to delisting from Nasdaq and deregistration of Common Stock. Reporting Persons, including SLTA V GP, intend to support this merger and facilitate the transition with agreements in place regarding share contributions and management changes post-merger. This Schedule 13D highlights beneficial ownership of 5,544,931 shares (30.6% of outstanding shares) and the creation of a 'group' with other significant stockholders for acquisition purposes, while discussing the recent stock split affecting share ownership.
Document Link: View Document
Additional details:
Joint Filing Agreement: A joint filing agreement is attached as Exhibit A.
Merger Details: The Issuer and its subsidiary entered into a merger agreement with Casago Holdings, LLC, which details the terms of the LLC Merger and Company Merger.
Support Agreements: Certain existing stockholders entered into Support Agreements to support the merger and contribute their shares.
Tax Receivable Agreement: Amendments to the Tax Receivable Agreement were executed concurrent with the merger agreement.
Beneficial Ownership: Beneficial ownership totals 5,544,931 shares, representing 30.6% of the Issuer's Common Stock.
Group Formation: They formed a 'group' with supporting stockholders for potential acquisition and influence over Issuer's management.