Vacasa, North America’s leading vacation rental management
platform, today announced financial results for the second quarter
ended June 30, 2021.
"Vacasa’s operating and financial results far exceeded our
second quarter targets, driven by pent-up demand for leisure
travel, shifting consumer preference and the unique benefits
vacation rentals provide in the current environment," said Matt
Roberts, CEO of Vacasa. “These strong consumer trends have
continued, and we now expect our third quarter revenue to finish
well ahead of the targets we established with TPG Pace Solutions
prior to our announced business combination.”
Second Quarter 2021 Highlights:
- Vacasa’s Operating and Financial Results Exceed Targets.
Second quarter 2021 Gross Booking Value, Revenue, and Adjusted
EBITDA all finished above the targets outlined in the Investor
Presentation filed by TPG Pace Solutions Corp. (NYSE: TPGS; “TPGS”)
when the planned business combination was announced on July 29,
2021.
- Strong Gross Booking Value Drives Record Revenue. Gross
Booking Value reached $514 million in the second quarter, up 247%
year-over-year and above the target of $478 million. As a result,
Revenue reached $240 million in the second quarter, up 188%
year-over-year and above the target of $220 million.
- Over 1.4 Million Nights Sold. There were more than 1.4
million Nights Sold in the second quarter compared to 449,000 in
the second quarter of 2020. Not only was occupancy strong, driven
by increased demand for leisure travel, but we were able to achieve
that with an increase in Gross Booking Value per Night Sold to a
record setting $365 during the quarter.
- Net Loss. Net loss in the second quarter was $17 million
compared to $20 million in the second quarter of 2020.
- Topline Outperformance Results in Adjusted EBITDA Beat.
Second quarter 2021 Adjusted EBITDA was positive $9 million
compared to negative $6 million in the second quarter of 2020 and
to the target of negative $7 million. The $16 million
outperformance on Adjusted EBITDA relative to the target was
attributable to stronger than projected Revenue.
- Third Quarter Revenue Pacing Nearly 20% Higher than
Target. The favorable tailwinds that drove outperformance in
the second quarter have continued into the third quarter. We are
capitalizing on the ongoing surge in consumer demand by executing
on our core strategy: maximizing revenue for our homeowners by
achieving the optimal balance between occupancy and Gross Booking
Value per Night Sold. Based on the trends we’ve seen to date, we
expect third quarter revenue to be in the range of $300 million to
$310 million compared to our target of $258 million. Given the
continued momentum in the business, we are pulling forward some of
our planned investments to the third and fourth quarter, which we
expect to fund with revenue outperformance. We now expect third
quarter Adjusted EBITDA to be in the range of positive $35 million
to $40 million compared to our target of positive $26 million.
- Product Updates. We recently released a number of new
products including the beta version of our Homeowner Mobile App,
the “Add a Night” Feature to further optimize revenue and the guest
experience, and the HomeCare Hub API for contractor agencies. We
have a deep product roadmap and will continue to invest in
engineers to improve our proprietary technology offering and, in
turn, our customer experience.
"Heightened demand for vacation rentals during the second
quarter resulted in strong occupancy. Simultaneously, Vacasa was
able to increase Gross Booking Value per Night Sold by over 10%
versus last year, maximizing rental income for our valued
homeowners," said Jamie Cohen, CFO of Vacasa. “With these favorable
patterns clearly extending into the third quarter, we are finding
ways to invest the overperformance back into the business to
further our competitive differentiation and continue building a
strong foundation for long-term growth.”
Please visit vacasa.com/investors to review the Second Quarter
2021 Shareholder Letter.
About Vacasa
Vacasa is the leading vacation rental management platform in
North America, transforming the vacation rental experience by
integrating purpose-built technology with expert local and national
teams. Homeowners enjoy earning significant incremental income on
one of their most valuable assets, delivered by the company’s
unmatched technology that adjusts rates in real time to maximize
revenue. Guests can relax comfortably in Vacasa’s 30,000+ homes
across more than 400 destinations in North America, Belize and
Costa Rica, knowing that 24/7 support is just a phone call away. In
addition to enabling guests to search, discover and book its
properties on Vacasa.com and the Vacasa Guest App, Vacasa provides
valuable, professionally managed inventory to top channel partners,
including Airbnb, Booking.com and Vrbo. In Summer 2021, Vacasa
entered into an agreement to become a publicly traded company
through a business combination with TPG Pace Solutions (NYSE:
TPGS), a special purpose acquisition company (“SPAC”).
For more information, visit https://www.vacasa.com/press.
Condensed Consolidated
Statements of Operations
(in thousands)
(unaudited)
Three Months Ended June
30,
Six Months Ended June
30,
2020
2021
2020
2021
Revenue
$83,336
$240,313
$196,725
$369,731
Costs and expenses:
Cost of revenue (1)
41,593
118,368
104,383
193,994
Operations and support (1)
21,074
47,065
52,474
77,401
Technology and development (1)
4,123
11,107
12,669
18,603
Sales and marketing (1)
13,572
39,174
40,287
64,714
General and administrative (1)
11,397
18,923
23,742
40,346
Depreciation
3,835
4,242
7,445
8,307
Amortization of intangible assets
4,894
12,074
9,675
16,799
Total costs and expenses
100,488
250,953
250,675
420,164
Loss from operations
(17,152
)
(10,640
)
(53,950
)
(50,433
)
Interest income
29
13
364
26
Interest expense
(1,410
)
(3,075
)
(1,629
)
(5,906
)
Other income (expense), net
(1,065
)
(3,628
)
(1,398
)
(10,349
)
Net loss before income tax
(19,598
)
(17,330
)
(56,613
)
(66,662
)
Income tax benefit (expense)
78
113
157
152
Net loss
$(19,520
)
$(17,217
)
$(56,456
)
$(66,510
)
(1) Includes equity-based compensation
expense as follows:
Cost of revenue
$-
$-
$-
$-
Operations and support
-
31
-
62
Technology and development
-
156
-
322
Sales and marketing
-
415
-
654
General and administrative
690
1,556
690
1,963
Total equity-based compensation
expense
$690
$2,158
$690
$3,001
Key Business Metrics
(in thousands, except GBV per
Night Sold)
Three Months Ended June
30,
Six Months Ended June
30,
2020
2021
2020
2021
Gross booking value ("GBV")
$148,153
$514,201
$348,790
$760,078
Nights Sold
449
1,407
1,188
2,231
GBV per Night Sold
$330
$365
$294
$341
Condensed Consolidated Balance
Sheets
(in thousands)
(unaudited)
12/31/2020
6/30/2021
Assets
Current assets:
Cash and cash equivalents
$218,484
$330,700
Restricted cash
72,528
245,900
Accounts receivable, net
10,161
38,822
Prepaid expenses and other current
assets
10,191
19,336
Total current assets
311,364
634,758
Property and equipment, net
65,087
62,618
Intangibles, net
77,426
230,848
Goodwill
121,487
642,139
Other long-term assets
11,888
16,862
Total assets
$587,252
$1,587,225
Liabilities, Redeemable Convertible
Preferred Units, and Members' Deficit
Current liabilities:
Accounts payable
$15,648
$43,419
Funds payable to owners
92,707
331,346
Hospitality and sales taxes payable
20,721
67,385
Deferred revenue
49,992
169,503
Future stay credits
35,140
31,589
Accrued expenses and other current
liabilities
44,022
84,502
Total current liabilities
258,230
727,744
Long-term debt, net of current portion
111,689
115,578
Other long-term liabilities
22,204
37,671
Total liabilities
392,123
880,993
Redeemable convertible preferred units
771,979
1,198,080
Members' deficit:
Common units
-
-
Additional paid-in capital
-
575,966
Accumulated deficit
(577,091
)
(1,068,794
)
Accumulated other comprehensive income
(loss)
241
980
Total members' deficit
(576,850
)
(491,848
)
Total liabilities, redeemable convertible
preferred units and members' deficit
$587,252
$1,587,225
Condensed Consolidated
Statements of Cash Flows
(in thousands)
(unaudited)
Six Months ended June
30,
2020
2021
Cash from operating activities:
Net loss
$(56,456
)
$(66,510
)
Adjustments to reconcile net loss to net
cash provided by (used in) operating activities:
Bad debt expense
1,205
1,350
Depreciation
7,445
8,307
Amortization of intangible assets
9,675
16,799
Deferred income taxes
(278
)
(159
)
Other gains and losses
172
901
Fair value adjustment on warrant
derivative liabilities
963
10,263
Loss on debt extinguishment
-
-
Non-cash interest expense
364
4,014
Equity-based compensation expense
690
3,001
Change in operating assets and
liabilities:
Accounts receivable
4,645
(4,871
)
Prepaid expenses and other assets
7,976
(12,872
)
Accounts payable
6,111
18,079
Funds payable to owners
54,018
191,323
Hospitality and sales taxes payable
12,286
38,122
Deferred revenue and future stay
credits
61,379
83,240
Accrued expenses and other liabilities
1,580
13,394
Net cash provided by (used in) operating
activities
111,775
304,381
Cash from investing activities:
Purchases of property and equipment
(1,074
)
(2,152
)
Proceeds from sale of property and
equipment
-
-
Cash paid for internally developed
software
(5,391
)
(2,654
)
Cash paid for business combinations, net
of cash acquired
(1,959
)
(6,870
)
Other investing activities
-
-
Net cash used in investing activities
(8,424
)
(11,676
)
Cash from financing activities:
Cash paid for business combinations
(6,163
)
(6,947
)
Proceeds from issuance of long-term
debt
115,931
-
Payments on long term debt
(10,127
)
(125
)
Proceeds from issuance of preferred units,
net of issuance costs
-
-
Other financing activities
(143
)
(104
)
Net cash provided by (used in) financing
activities
99,498
(7,176
)
Effect of exchange rate fluctuations on
cash, cash equivalents, and restricted cash
(333
)
59
Net increase in cash, cash equivalents and
restricted cash
202,516
285,588
Cash, cash equivalents and restricted
cash, beginning of period
209,489
291,012
Cash, cash equivalents and restricted
cash, end of period
$412,005
$576,600
Adjusted EBITDA
Reconciliation
(in thousands)
(unaudited)
Three Months Ended June
30,
Six Months Ended June
30,
2020
2021
2020
2021
Net Loss
$(19,520
)
$(17,217
)
$(56,456
)
$(66,510
)
Add back:
Depreciation and amortization of
intangible assets
8,729
16,316
17,120
25,106
Interest income
(29
)
(13
)
(364
)
(26
)
Interest expense
1,410
3,075
1,629
5,906
Other income (expense), net
1,065
3,628
1,398
10,349
Income tax benefit (expense)
(78
)
(113
)
(157
)
(152
)
Equity-based compensation
690
2,158
690
3,001
Business combination costs(1)
-
1,322
-
7,514
Restructuring costs(2)
1,315
-
4,962
250
Adjusted EBITDA
$(6,418
)
$9,156
$(31,178
)
$(14,562
)
(1) Represents third party costs
associated with the strategic acquisition of TurnKey and third
party costs associated with our merger with TPG Pace Solutions
Corp.
(2) Represents costs associated with an
internal reorganization and workforce reductions in response to the
COVID-19 pandemic and costs associated with the wind-down of a
significant portion of our international operations.
Additional Information and Where to Find It
This press release is being made in connection with a proposed
business combination involving Vacasa and TPGS. In connection with
the proposed transaction, Vacasa, Inc. (“NewCo”) has filed with the
SEC a registration statement on Form S-4 that includes a
preliminary proxy statement for the shareholders of TPGS, which
also constitutes a preliminary prospectus of NewCo. TPGS urges
investors, shareholders and other interested persons to read the
preliminary proxy statement/prospectus as well as other documents
filed with the SEC (including, when available, the definitive proxy
statement/prospectus) because these documents will contain
important information about TPGS, Vacasa, NewCo and the business
combination. After the registration statement is declared
effective, the definitive proxy statement/prospectus to be included
in the registration statement will be mailed to shareholders of
TPGS as of a record date to be established for voting on the
proposed business combination. Shareholders will also be able to
obtain a copy of the proxy statement/prospectus, without charge, by
directing a request to: TPG Pace Solutions, 301 Commerce St., Suite
3300, Fort Worth, TX 76102. The preliminary proxy
statement/prospectus and, once available, the definitive proxy
statement/prospectus, can also be obtained, without charge, at the
SEC’s website (www.sec.gov).
Participants in Solicitation
TPGS, NewCo, Vacasa and their respective directors and executive
officers may be deemed to be participants in the solicitation of
proxies from the shareholders of TPGS in connection with the
proposed business combination. Investors and security holders may
obtain more detailed information regarding the names, affiliations
and interests of certain of TPGS’s executive officers and directors
in the solicitation by reading TPGS’s initial public offering
prospectus, which was filed with the SEC on April 9, 2021, and the
proxy statement/prospectus and other relevant materials filed with
the SEC in connection with the business combination when they
become available. Other information concerning the interests of
participants in the solicitation, which may, in some cases, be
different than those of their shareholders generally, is set forth
in the proxy statement/prospectus relating to the business
combination. Shareholders, potential investors and other interested
persons should read the preliminary proxy statement/prospectus and,
once available, the definitive proxy statement/prospectus,
carefully before making any voting or investment decisions. Copies
of these documents may be obtained for free from the sources
indicated above.
Forward-Looking Statements
Certain statements made in this press release are
“forward-looking statements” within the meaning of the “safe
harbor” provisions of the Private Securities Litigation Reform Act
of 1995. Forward-looking statements may be identified by the use of
words such as “anticipate”, “believe”, “expect”, “estimate”,
“plan”, “outlook”, and “project” and other similar expressions that
predict or indicate future events or trends or that are not
statements of historical matters. These forward-looking statements
reflect the current analysis of existing information and are
subject to various risks and uncertainties. As a result, caution
must be exercised in relying on forward-looking statements. Due to
known and unknown risks, actual results may differ materially from
TPGS’s or Vacasa’s expectations or projections. The following
factors, among others, could cause actual results to differ
materially from those described in these forward-looking
statements: (i) the occurrence of any event, change or other
circumstances that could give rise to the termination of the
definitive agreement for the business combination between TPGS and
Vacasa (the “Business Combination Agreement”); (ii) the ability of
the combined company to meet listing standards following the
transaction and in connection with the consummation thereof; (iii)
the inability to complete the transactions contemplated by the
Business Combination Agreement due to the failure to obtain
approval of the shareholders of TPGS or other reasons; (iv) the
failure to meet the minimum cash requirements of the Business
Combination Agreement due to TPGS shareholders redemptions and one
or more defaults by the investors in the private placement that is
being undertaken in connection with the business combination, and
failing to obtain replacement financing; (v) costs related to the
proposed transaction; (vi) changes in applicable laws or
regulations; (vii) the ability of the combined company to meet its
financial and strategic goals, due to, among other things,
competition, the ability of the combined company to pursue a growth
strategy and manage growth profitability; (viii) the possibility
that the combined company may be adversely affected by other
economic, business, and/or competitive factors; (ix) the continuing
or new effects of the COVID-19 pandemic on TPGS and Vacasa and
their ability to consummate the transaction; and (x) other risks
and uncertainties described herein, as well as those risks and
uncertainties discussed from time to time in other reports and
other public filings with the SEC by TPGS and NewCo.
Additional information concerning these and other factors that
may impact TPGS’s and Vacasa’s expectations and projections can be
found in TPGS’s periodic filings with the SEC, in the preliminary
proxy statement/prospectus included in the registration statement
on Form S-4 filed with the SEC by NewCo., and in the definitive
proxy statement/prospectus when available. TPGS’s and NewCo’s SEC
filings are available publicly on the SEC's website at
www.sec.gov.
The foregoing list of factors is not exclusive. Readers are
cautioned not to place undue reliance upon any forward-looking
statements, which speak only as of the date made. Neither TPGS nor
Vacasa undertakes or accepts any obligation or undertaking to
release publicly any updates or revisions to any forward-looking
statements to reflect any change in its expectations or any change
in events, conditions or circumstances on which any such statement
is based, subject to applicable law.
No Offer or Solicitation
This press release does not constitute a solicitation of a
proxy, consent or authorization with respect to any securities or
in respect of the proposed business combination. This press release
also does not constitute an offer to sell or the solicitation of an
offer to buy securities, nor will there be any sale of securities in
any state or jurisdiction in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. No offering of securities
will be made except by means of a prospectus meeting the
requirements of Securities Act of 1933, as amended, or an exemption
therefrom.
No Assurances
There can be no assurance that the transactions described herein
will be completed, nor can there be any assurance, if such
transactions are completed, that the potential benefits of
combining the companies will be realized. The description of the
transactions contained herein is only a summary and is qualified in
its entirety by reference to the definitive agreements relating to
the transactions, copies of which have been filed as exhibits to
the Current Report on Form 8-K filed by TPGS with the SEC on August
3, 2021.
Use of Non-GAAP Financial Measures
This press release includes Adjusted EBITDA, which is a
financial measure that is not defined by or presented in accordance
with accounting principles generally accepted in the United States
(“GAAP”). Because it excludes items we do not believe to be
indicative of our core operating performance, we believe Adjusted
EBITDA provides useful information to analysts and investors in
understanding and evaluating our results of operations, is
frequently used by these parties in evaluating companies in our
industry, and provides a useful measure for period-to-period
comparisons of our business performance. Moreover, Adjusted EBITDA
is a key measurement used by our management internally to make
operating decisions, including those related to analyzing operating
expenses, evaluating performance, and performing strategic planning
and annual budgeting.
However, Adjusted EBITDA has a number of significant limitations
as an analytical tool, and other companies in our industry may
calculate this measure differently than we do, thereby further
limiting its usefulness as a comparative measure. Because of its
limitations, Adjusted EBITDA should be considered as supplemental
in nature only, and should not be viewed as a substitute for net
loss or any other financial information prepared in accordance with
GAAP.
From time to time when presenting forward-looking non-GAAP
metrics, we are unable to provide quantitative reconciliations to
the most closely correlated GAAP measure due to the uncertainty in
the timing, amount or nature of any adjustments, which could be
material in any period.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20210909006118/en/
Ryan Domyancic ir@vacasa.com
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