Starboard takes a stake in Tripadvisor. How the activist may bolster value

Company Overview - Tripadvisor is an online travel company operating through three segments: Brand Tripadvisor, Viator, and TheFork, connecting travelers with partners through content and marketplaces for various travel categories [1] - Tripadvisor.com is the largest travel guidance platform globally, with 300 million monthly unique visitors, over a billion reviews, and $900 million in revenue [4] - Viator is a rapidly growing booking platform for tours, expected to generate over $900 million in revenue this year [4] - TheFork is the largest online restaurant reservation marketplace in Europe, projected to generate over $200 million in revenue this year [4] Valuation and Market Position - Tripadvisor trades at a significant discount, around seven times EBITDA, compared to low to mid-teens for peers and higher historical multiples for itself [4] - The decline in Tripadvisor's core business revenue by 7.95% from 2023 to 2024 is a contributing factor to its current valuation [5] - Despite the decline, Viator and TheFork are growing, with Viator matching Tripadvisor's revenue and TheFork achieving high single-digit growth [5] Activist Involvement - Starboard Value has acquired a 9.01% stake in Tripadvisor and plans to engage with management regarding value creation opportunities [2][3][6] - Starboard's investment strategy may include maintaining the status quo if revenue growth resumes, focusing on operational efficiency, or exploring strategic sales of segments like TheFork [7] - TheFork could be valued at approximately $1 billion based on a five-times revenue multiple, representing about 40% of Tripadvisor's total enterprise value [7] Governance and Shareholder Sentiment - Tripadvisor's governance issues, including controlled ownership and weak shareholder protections, have historically impacted its valuation [5] - Recent shareholder discontent was evident at the annual meeting, with three directors receiving significant withhold votes, although a proxy fight is not anticipated [9] - Starboard's engagement may lead to improved board representation and a partnership approach rather than a confrontational stance [9]