US-based real estate data and analytics company CoStar Group has entered into an agreement to acquire Australian property portal Domain Holdings Australia in a deal valued at approximately $3 billion.
The agreement comes through a binding Scheme Implementation Deed involving CoStar, its local entity Andromeda Australia SubCo, which already holds 16.9% of Domain’s shares, and Domain itself.
The proposed acquisition would see CoStar purchase all remaining Domain shares at a cash price of $4.43 per share, minus the amount of any special dividend of up to $0.10 per share that Domain may declare.
The deal will be implemented via a Scheme of Arrangement, pending shareholder approval and other regulatory conditions.
Chief Executive Officer of CoStar Group, Andy Florance
Nine signals support for the transaction
Nine Entertainment Co., Domain’s largest shareholder, has indicated its support for the agreement.
In a statement to the ASX, Nine said it would vote all the Domain shares it controls in favour of the scheme, in the absence of a superior proposal and subject to an Independent Expert concluding the deal is in the best interests of shareholders.
Nine noted that the decision followed a review of the transaction’s strategic and financial merits.
It said the offer from CoStar reflects the value of Nine’s interest in Domain and aligns with the company’s broader objectives.
Expected proceeds and capital management plans
If the deal is completed, Nine expects to receive around $1.4 billion in cash proceeds, net of capital gains tax.
The company stated that it currently intends to return part of this surplus capital to shareholders through a fully-franked special dividend.
Based on current assumptions, this dividend could range between 47 and 49 cents per share, depending on whether Domain pays its permitted special dividend.
Nine said that any decision on the special dividend will be made closer to transaction completion, which is expected in the third quarter of 2025.
The company also confirmed that any such dividend would be in addition to its standard dividend for the 2025 financial year.
Nine CEO Matt Stanton
Post-transaction strategy
Following the sale of its interest in Domain, Nine will retain a portfolio that includes television, radio, publishing, streaming and data businesses.
The company stated that a strengthened balance sheet would enable it to consider additional capital management options and evaluate strategic investment opportunities.
Further information about Nine’s future priorities and investment plans will be provided in upcoming announcements.