We were the 2nd largest “economic” shareholder in Liberty TripAdvisor until last week. That entity is a de facto control shareholder of TripAdvisor. Liberty Trip filed a 13-D last week suggesting it had received a takeover bid in some form and TRIP has formed a special committee to evaluate things. Liberty Trip has been a messathon for a variety of self-plaguing reasons and it should be duly noted that this entity is the only name-branded Liberty that is actually run solely by Malone partner Greg Maffei.

So last year, Liberty Trip filed to both “delist” to the pink sheets and move incorporation from Delaware to Nevada. We were fans of neither, but we did take advantage of that fact that most people really don’t like that combo and the stock traded near ten cents.

And they were sued last year (see PDF below), suggesting that Nevada has awful protection for minority investors in the case of a less-than-optimal insider transaction.

And now in 2024 we have the TRIP/LTRPA/Special Committee/All other shareholders ball in the air.

Interesting.

To his credit, Maffei did note that he will NOT be seeking a “special” price for his B voting stock vs the mere commoners. It’s still interesting.

On a math basis, TRIP valuation has always depended upon how you value their 100% owned Viator, as the core TRIP business is correctly perceived as a FCF bond that is sandwiched between Google, Booking/Expedia and the desire by say the Hotel industry for people to go direct to them. It has always been an interesting HBS Frenemy example. GetYourGuide is a private and European version of Viator that has done a financing round in the last 12 months using a $2 billion handle, which would be a stupid fat number for TRIP. We think both Viator and TRIP are better together, but people with different opinions and access to billions of dollars of capital are welcome to differ with us.