Domain enters into Scheme Implementation Deed with CoStar

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Stock Domain Holdings Australia Ltd (DHG.ASX)
Release Time 9 May 2025, 9:48 a.m.
Price Sensitive Yes
 Domain enters into Scheme Implementation Deed with CoStar
Key Points
  • Domain has entered into a binding Scheme Implementation Deed with CoStar to acquire 100% of issued capital
  • Agreed cash consideration of $4.43 per Domain share less any special dividend
  • Domain Board unanimously recommends shareholders vote in favour of the Scheme
Full Summary

Domain Holdings Australia Limited (ASX:DHG) ('Domain' or 'Company') today announces it has entered into a Scheme Implementation Deed ('SID') with CoStar Group, Inc. (NASDAQ: CSGP) ('CoStar') and Andromeda Australia SubCo Pty Limited ('Bidder Sub'). Bidder Sub currently holds 16.9% of Domain's ordinary shares. Under the terms of the Scheme, Domain shareholders will be entitled to receive a total cash consideration of $4.43 per Domain share ('Scheme Consideration'). The Domain Board is permitted to declare and pay a fully franked special dividend of up to $0.10 per Domain share on or before implementation of the Scheme ('Special Dividend'). The Scheme Consideration will be reduced by the amount per share of any such Special Dividend. The Domain Board unanimously recommends that Domain shareholders vote in favour of the proposed Scheme in the absence of a superior proposal and subject to the Independent Expert concluding (and continuing to conclude) that the Scheme is in the best interests of Domain shareholders. Nine (as the controlling shareholder of Domain, with 60.1% of the ordinary Domain shares outstanding) has advised Domain that it intends to vote all of the Domain shares it holds or controls in favour of the Scheme in the absence of a superior proposal and subject to the Independent Expert concluding (and continuing to conclude) that the Scheme is in the best interests of Domain shareholders.