Skift Take

This simplifies the complex shareholding structure that any Diller-Malone company always has, and maybe a precursor to a larger transaction that will decide where Tripadvisor ends up.

Updated: the company release on this transaction here.

Liberty Media has bought 4.8 million shares of common stock of TripAdvisor from Barry Diller and The Diller-von Furstenberg Family Foundation at a price of $62.50 per share, a huge premium from yesterday’s close of $38.39.

This means Liberty owns and controls about 18.2 million shares of common stock and 12.8 million shares of Class B common stock of TripAdvisor, which translates into 22 percent of TripAdvisor’s common stock and 57 percent of its voting stock, thus giving it control.

Along with this sale deal, Diller resigned as TripAdvisor’s chairman, but will continue as a director. He nets about $300 million from this sale.

Diller’s rationale: He has “more obligations than time..Transferring control of TripAdvisor to Liberty is something I’m very comfortable with – Liberty has proven itself a fine steward and leader of its controlled businesses.”

Trading in TRIP’s shares has been halted this morning pending this transaction news.

More details from the Associated Press:

Barry Diller sells TripAdvisor shares, Liberty Interactive new top shareholder

ENGLEWOOD, Colo. (AP) — Barry Diller is stepping down as chairman of TripAdvisor after selling his stake in the travel website to Liberty Interactive.

Liberty Interactive bought 4.8 million shares of TripAdvisor Inc.’s common stock from Diller and The Diller-von Furstenberg Family Foundation for a total of about $300 million, making it the travel website’s new majority shareholder.

Shares of TripAdvisor spiked 8 percent to $41.36 in nearly trading Tuesday.

Diller, a former Fox and Paramount executive, said that he’s stepping down as chairman and selling his shares because he has other obligations to attend to.

Diller will remain a director at TripAdvisor, based in Newton, Mass. He also serves as chairman of IAC/InterActiveCorp.

Liberty spent $62.50 per share. It now owns and controls 18.2 million shares of TripAdvisor’s common stock and 12.8 million shares of its Class B common stock. That’s about 22 percent of the equity and 57 percent of the total votes of all classes of TripAdvisor common stock.

Greg Maffei, Liberty’s president and CEO, called TripAdvisor a leader in the travel industry and said the increased investment in the company will be a strong addition to Liberty’s portfolio.

Liberty Interactive Corp. owns shopping websites like the QVC shopping channel and also invests in other companies.

Copyright (2012) Associated Press.


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