Liberty Tripadvisor Hldgs Stock Price, News & Analysis

Liberty TripAdvisor Holdings, Inc. (OTCMKTS: LTRPA, LTRPB) is a holding company whose business consists of its subsidiary Tripadvisor. According to company disclosures, Liberty TripAdvisor states that its subsidiary Tripadvisor operates as a family of brands that connects people to experiences worth sharing and aims to be a trusted source for travel and experiences. Tripadvisor uses its brands, technology and capabilities to connect a global audience with partners through rich content, travel guidance and two-sided marketplaces for experiences, accommodations, restaurants and other travel categories.

Liberty TripAdvisor’s common stock has traded on the OTCQB Venture Market under the symbols LTRPA and LTRPB. The company is associated with the information sector and data processing, hosting and related services, reflecting its focus on digital travel media and online marketplaces through Tripadvisor.

Corporate structure and relationship with Tripadvisor

Liberty TripAdvisor Holdings, Inc. consists of its subsidiary Tripadvisor, as described in joint communications from Tripadvisor and Liberty TripAdvisor. Through this structure, Liberty TripAdvisor’s value is tied to its ownership interests in Tripadvisor common stock and Tripadvisor Class B common stock. Public communications note that Liberty TripAdvisor owns shares of Tripadvisor common stock and Tripadvisor Class B common stock, and that Tripadvisor views transactions involving Liberty TripAdvisor as affecting the capital structure of Tripadvisor.

Tripadvisor and its related brands operate travel media businesses and online marketplaces for travel and experiences. Liberty TripAdvisor’s role is to hold and manage these interests rather than to operate separate, unrelated operating businesses.

Merger with Tripadvisor and change in status

Tripadvisor, Inc. and Liberty TripAdvisor Holdings, Inc. entered into an Agreement and Plan of Merger dated December 18, 2024. Under this Merger Agreement, Tripadvisor will acquire Liberty TripAdvisor through a merger in which an indirect wholly owned subsidiary of Tripadvisor will merge with and into Liberty TripAdvisor, with Liberty TripAdvisor surviving the merger and becoming an indirect wholly owned subsidiary of Tripadvisor.

Liberty TripAdvisor announced that at a virtual special meeting of its holders of Series A common stock (LTRPA) and Series B common stock (LTRPB) held on April 24, 2025, those stockholders approved proposals to adopt the Merger Agreement and to adopt an amendment to Liberty TripAdvisor’s Restated Certificate of Incorporation affecting the terms of its 8% Series A Cumulative Redeemable Preferred Stock. In connection with the merger, Liberty TripAdvisor stated that it expects to become an indirect wholly owned subsidiary of Tripadvisor on April 29, 2025.

Liberty TripAdvisor has disclosed that, upon the effective time of the merger, shares of LTRPA and LTRPB issued and outstanding immediately prior to that time will be converted into the right to receive a specified cash amount per share, and that all outstanding shares of its 8% Series A Cumulative Redeemable Preferred Stock will be converted into the right to receive cash and shares of Tripadvisor common stock. The company also stated that its 0.50% Exchangeable Senior Debentures will be repaid in accordance with their terms as part of the transaction.

Liberty TripAdvisor expects that shares of LTRPA and LTRPB will cease to be quoted on the OTCQB Venture Market upon the effective time of the merger prior to market open on April 29, 2025. The surviving company in the merger intends to file a certification on Form 15 with the U.S. Securities and Exchange Commission to request termination of registration of LTRPA and LTRPB under Section 12(g) of the Securities Exchange Act of 1934 and to suspend Liberty TripAdvisor’s reporting obligations under Sections 13 and 15(d) of the Exchange Act with respect to LTRPA and LTRPB. Following the merger, Liberty TripAdvisor has stated that shares of Tripadvisor common stock are expected to continue to be listed on the Nasdaq Stock Market under the ticker symbol TRIP.

Investor communications and events

Liberty TripAdvisor regularly communicates with investors through conference presentations, investor meetings and question-and-answer sessions. Public announcements describe Liberty TripAdvisor’s participation in industry and investor conferences, where its leadership may make observations regarding the company’s financial performance and outlook, as well as other forward-looking matters.

The company also hosts or participates in quarterly Q&A conference calls in conjunction with Liberty Broadband Corporation’s earnings calls. During these sessions, management accepts questions regarding Liberty TripAdvisor and Liberty Broadband Corporation and may discuss financial performance, outlook and other matters described as forward looking.

Liberty TripAdvisor has announced annual investor meetings and virtual annual meetings of stockholders. These events provide forums for presentations, stockholder voting on corporate matters and opportunities for questions from shareholders, analysts and other interested parties. Access to these events is typically provided via webcasts, with archives made available after appropriate filings have been made with the SEC.

Status as a former standalone public company

Based on the approved merger with Tripadvisor and Liberty TripAdvisor’s own disclosures, LTRPA represents the historical public equity of Liberty TripAdvisor Holdings, Inc. As a result of the merger, Liberty TripAdvisor is expected to transition from an independent publicly traded holding company to an indirect wholly owned subsidiary of Tripadvisor. Liberty TripAdvisor has indicated that its common stock will cease quotation on the OTCQB Venture Market and that it intends to terminate its SEC registration and periodic reporting obligations for LTRPA and LTRPB.

For investors and researchers, LTRPA therefore serves as a historical symbol associated with Liberty TripAdvisor’s period as a separately traded holding company for Tripadvisor. Ongoing trading and corporate information related to the underlying travel media and experiences business is expected to be associated with Tripadvisor, Inc. under the Nasdaq ticker TRIP following completion of the merger and related steps described in company communications.