Unsolicited, Non-Binding Indicative Proposal from CoStar

Key points

• CoStar proposes to acquire 100% of Domain at $4.20 per share
• Proposal is non-binding and subject to conditions
• Domain Board has commenced assessment of the proposal

Full summary

Domain Holdings Australia Limited has received an unsolicited, non-binding indicative proposal from CoStar Group, Inc. to acquire 100% of Domain's issued capital by way of a scheme of arrangement at $4.20 per Domain share. CoStar has stated that the proposed price of $4.20 per share will be offered to all Domain shareholders entirely in cash, and will be adjusted for any dividends declared or paid by Domain prior to completion of the proposed transaction. CoStar has advised Domain that it acquired 16.9% of Domain's ordinary shares on 20 February 2025 at $4.20 per share. Implementation of CoStar's proposal is conditional on CoStar entering into an agreed scheme implementation agreement with Domain on customary terms, and is subject to several conditions, including no material adverse change to Domain's business, satisfactory completion of due diligence, unanimous approval of Domain's Board, and final internal CoStar approvals. CoStar has confirmed that it does not need a financing condition. Domain's Board has commenced an assessment of CoStar's proposal, and Domain shareholders do not need to take any action at this stage. There is no certainty that the proposal will result in a transaction.