Inspirato Announces Reverse Stock Split

DENVER, Oct. 16, 2023 (GLOBE NEWSWIRE) -- Inspirato Incorporated (“Inspirato”) (NASDAQ: ISPO), the innovative luxury travel subscription brand, today announced that it will effect a reverse stock split of its Class A common stock, Class B Non-Voting common stock and Class V common stock (collectively, “Common Stock”) at a ratio of 1-for-20, effective as of the close of trading on October 16, 2023 (the “Effective Time”). The reverse stock split is being conducted in order to regain compliance with the minimum $1.00 bid price per share requirement of Nasdaq’s Marketplace Rule 5450(a)(1). The Company’s Class A Common Stock is expected to begin trading on a reverse-split-adjusted basis on Nasdaq as of the open of trading on October 17, 2023 under the existing ticker symbol “ISPO.”

The Company’s stockholders previously approved a proposal to allow the Board of Directors, in its discretion, to effect a reverse stock split, determine the final reverse stock split ratio and to determine when to proceed with the reverse stock split at its Special Meeting of Stockholders on September 26, 2023.

The CUSIP number for the Company’s Class A Common Stock will change to 45791E206 following the reverse stock split. The CUSIP number for the Company’s publicly traded warrants will not change.

No fractional shares of Common Stock will be issued in connection with the reverse stock split. Holders of Common Stock who would otherwise receive a fractional share of Common Stock pursuant to the reverse stock split will receive cash in lieu of the fractional share, with reference to the closing trading price of the Company’s Class A Common Stock on the trading day immediately preceding the Effective Time (as adjusted to give effect to the reverse stock split), without interest.

The reverse stock split has no effect on the par value of the Company's Common Stock. The total number of shares of Class A common stock that the Company will be authorized to issue will be reduced from 1,000,000,000 to 50,000,000, the total number of shares of Class B Non-Voting common stock that the Company will be authorized to issue will be reduced from 100,000,000 to 5,000,000, the total number of shares of Class V common stock that the Company will be authorized to issue will be reduced from 500,000,000 to 25,000,000 and the total number of shares of preferred stock that the Company will be authorized to issue will be reduced from 100,000,000 to 5,000,000. Immediately after the reverse stock split, each stockholder's percentage ownership interest in the Company and proportional voting power will remain unchanged, except for minor changes that will result from the treatment of fractional shares.