Vacasa Starts Trading on Nasdaq and Falls 10.4 Percent on Its First Day (December 2021)

From the record. This is a look back at December 2021. The desk wrote it on 11 October 2026 from sources published at the time; Stay Gazette opened in July 2026 and did not report this as it happened.

On 7 December 2021, shares of Vacasa, the vacation rental manager based in Portland, Oregon, began trading on the Nasdaq under the symbol VCSA. Skift reported that the stock opened at $10.99 and had fallen 10.4 percent, to $9.84, by the closing bell, on a day when the Nasdaq closed up 3 percent.

Vacasa did not hold an initial public offering. It reached the market by merging with TPG Pace Solutions, a special purpose acquisition company, and announced on 6 December 2021 that the merger was complete. Its release put the gross proceeds at over $340 million. OPB reported that when Vacasa announced in the summer of 2021 that it was going public, the company said it would get up to $485 million in cash.

How Vacasa reached the Nasdaq

TPG Pace Solutions' stockholders approved the merger on 30 November 2021, Vacasa's release said. OPB reported that the meeting took five minutes and that 96% of the votes cast were in support. A Form 8-K that Vacasa, Inc. filed with the Securities and Exchange Commission on 9 December 2021 said TPG Pace merged into the company on 3 December. The release said the Class A common stock was scheduled to begin trading on the Nasdaq Global Select Market on 7 December.

OPB described TPG Pace Solutions as little more than a shell holding cash, whose merger with Vacasa made the private company a public one. It reported that the deal assigned Vacasa an enterprise value of nearly $4 billion, and that Vacasa said on the morning of 7 December that its market value was roughly $4.4 billion.

Where the money went

OPB explained the gap between the summer figure and the closing figure. Investors in a blank-check company had a late chance to back out and redeem their shares, it reported, and paying out those shares reduced the cash that reached the company being taken public. OPB said Vacasa was getting about $340 million, which was $40 million more than the minimum required to close the deal. On 1 December 2021, OPB had put that minimum at $300 million.

The Form 8-K gave its own figures, under its own labels:

Investors the filing called the PIPE Investors bought 8,157,896 shares of Class A common stock on 6 December for aggregate consideration of approximately $77.5 million.
Under forward purchase agreements, 10,273,688 Class A shares were sold to third-party investors for approximately $97.6 million, and 2,490,000 to TPG Holdings III, L.P., certain affiliates and other investors for approximately $24.9 million.
The listed company contributed approximately $294.1 million, net of transaction costs, to the operating company, Vacasa Holdings, in exchange for 39,225,056 of its common units.

The $294.1 million was a net figure for what went into the operating company. It was not the same measure as the release's gross proceeds of over $340 million.

The filing also set out who held the votes after the closing. The holders of Vacasa Holdings equity before the deal had approximately 90.6% of the combined voting power. TPG Pace's former public stockholders owned 14,341,627 Class A shares, approximately 3.4% of that voting power. OPB reported that Jamie Cohen, Vacasa's chief financial officer, said only about 10% of the company's shares were publicly floated.

The business behind the stock

Vacasa's release counted more than 35,000 homes across more than 400 destinations in North America, Belize and Costa Rica. It said the company supplied professionally managed homes to channel partners including Airbnb, Booking.com and Vrbo.

OPB reported that the company had lost money every year since its inception, according to regulatory filings, and that its revenue in the third quarter of 2021 was a record $330 million, up 77% from the year before. On 1 December 2021, OPB reported that Vacasa had trimmed its losses from $47 million in the first nine months of 2020 to $36.4 million in the first nine months of 2021. Karl Peterson, the chairman of TPG Pace Solutions, said in the release that Vacasa's full-year 2021 revenue guidance was more than $100 million higher than the initial target given in July.

OPB reported that Vacasa added properties in two ways: by signing homeowners one at a time and by buying the portfolios of smaller property management companies. Skift reported that it made 22 acquisitions of vacation rental management companies for $117.9 million in the first nine months of 2021, and that Cohen said the company had around $100 million built into its forecast for portfolio acquisitions. OPB also reported that in the spring of 2021 Vacasa bought the operations of TurnKey Vacation Rentals, of Austin, for $619 million, mostly in stock, according to regulatory filings.

Matt Roberts, Vacasa's chief executive, said in the release that the proceeds would help the company improve its technology and products, add more homes and improve the vacation rental experience. Cohen put the opportunity in numbers. OPB quoted her as saying there were more than five million vacation homes in the United States, and adding:“Vacasa has about 35,000 on our platform today. So, we’re less than 1% penetrated.”

What the market and the critics said

Investors' first answer was a lower price. OPB reported that the shares dropped more than 10% on opening day. Skift's own comment on the debut was that the fall did not carry great significance, that many private valuations were inflated, and that the listing was a milestone for other startups seeking the same route.

Cohen said the money raised in the merger was enough, OPB reported.“We’re really well-capitalized now and have plenty of money on the balance sheet to go and invest for continued growth,” she said.

OPB also reported the case against the company. It said critics accused Vacasa of pursuing properties too aggressively. Meredith Lodging, based in Bend, sued Vacasa earlier in 2021, alleging that the larger company ran a campaign to damage its reputation and lure away its clients, and a federal judge dismissed the suit in November 2021. OPB noted on 1 December that the risk factors in Vacasa's regulatory filings included the net losses it had incurred every year since inception and the possibility of never achieving profitability.

Vacasa was one of several companies in the trade taking this route. ShortTermRentalz reported on 7 December 2021 that it followed HomeToGo and SmartRent in going public through such mergers in 2021, and that Sonder and Inspirato were set to follow.

The Gazette Verdict, looking back

Vacasa got to the Nasdaq with less cash than it had described in the summer, and public investors marked the stock down on the first day. The release counted over $340 million in gross proceeds. OPB reported that the company had spoken of up to $485 million, and that the gap was cash paid back to blank-check investors who chose to redeem. Those who left took their money back. Those who stayed saw the stock open at $10.99 and close at $9.84. The company buying other managers, 22 of them for $117.9 million in nine months by Skift's count, was one that had lost money every year since its inception, by OPB's reading of its filings. A homeowner or a small manager dealing with Vacasa should take one thing from December 2021: its finances became a public record, so read them before signing a contract or selling a business.

The other side

One day of trading proves little. Skift said the first-day fall did not carry great significance, and OPB reported Vacasa's chief financial officer as saying that only about 10% of the shares were publicly floated. The company still took in $40 million more than the minimum the deal required. The business was growing: record third-quarter revenue of $330 million, up 77%, nine-month losses trimmed from $47 million to $36.4 million, and full-year revenue guidance more than $100 million above the July target. Cohen's view was that the company was well capitalized and had less than 1% of the vacation homes in the United States.

What it meant for hosts

For a homeowner whose property Vacasa managed in December 2021, the listing changed what could be known about the manager. The Form 8-K of 9 December set out who held the votes and what cash had gone into the operating company, and the filings OPB cited named the yearly losses as a risk.

For an independent property manager, the reports described a buyer with a budget. Vacasa had made 22 acquisitions for $117.9 million in the first nine months of 2021, Skift reported, and Cohen said around $100 million for portfolio acquisitions was built into its forecast. Roberts said the proceeds would go in part to adding more homes.

For hosts who ran their own listings in the more than 400 destinations Vacasa counted, the company was a competitor on the same sites. Its release listed Airbnb, Booking.com and Vrbo as channel partners for its professionally managed homes. Neither Vacasa's release nor its Form 8-K said what the listing would do to the fees or terms the company offered homeowners.

Sources

Vacasa (press release), Vacasa and TPG Pace Solutions Announce Closing of Business Combination (6 December 2021).
U.S. Securities and Exchange Commission (Vacasa, Inc. filing), Vacasa, Inc. Form 8-K, date of earliest event reported December 3, 2021 (9 December 2021).
OPB (Oregon Public Broadcasting), Vacasa just went public. Here are five things to know (7 December 2021).
Skift, Vacasa's Value Falls 10 Percent on Stock Market Debut (7 December 2021).
OPB (Oregon Public Broadcasting), Shareholders approve deal to take Portland-based Vacasa public (1 December 2021).
ShortTermRentalz, Vacasa raises $340m in SPAC merger to reach $4.4bn valuation (7 December 2021).

Vacasa Starts Trading on Nasdaq and Falls 10.4 Percent on Its First Day