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Casago, a vacation rental property management company, and Vacasa, a North America based vacation rental management platform, have signed a definitive merger agreement.
Under the terms of the deal, Casago will purchase all outstanding shares of Vacasa at $5.02 each, subject to adjustments detailed in the merger agreement.
This move aims to merge their respective strengths and accelerate progress towards a shared vision of superior home care, revenue for homeowners, and hospitality for guests.
The all-cash transaction will create what is described as an unmatched vacation rental management platform, combining international brand advantages with local management’s personalised care.
Casago founder and CEO Steve Schwab said:“Casago has always been committed to delivering personalised, locally-empowered service to homeowners, and exceptional experiences to guests. We’re excited to merge with Vacasa, a company that shares our dedication to excellence.
“Together, we will strengthen our ability to deliver consistent service quality on a global scale, leveraging our combined resources and expertise to better serve our homeowners, guests and partners.”
Roofstock has provided equity commitments for the transaction and will be investors in the merged entity.
Roofstock’s involvement brings substantial real estate expertise and software solutions that have already assisted over 300,000 property owners and nearly one million units.
Vacasa stockholders will receive $5.02 per share upon completion of the transaction, which represents a significant premium over the company’s recent average share prices.
Notably, existing shareholders Silver Lake, Riverwood Capital, and Level Equity will maintain minority investments post-merger.
The transaction is expected to close towards the end of Q1 or early Q2 2025, subject to customary closing conditions and approval by Vacasa’s shareholders.
Earlier in 2024, Vacasa’s Board recommended reviewing strategic alternatives.
A Special Committee was formed in June 2024 to oversee this process.
After an extensive evaluation and receiving a fairness opinion from an independent financial advisor, the Special Committee recommended board approval for the merger.
In preparation for the merger, Vacasa amended its tax receivable agreement to halt payments related to the transaction.
It also revised its revolving credit facility to avoid triggering a default due to change in control.
Support agreements were entered with certain rollover stockholders.
After completion, Vacasa will delist from Nasdaq and become privately held.
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