Domain Holdings Australian (DHG) has completed the acquisition of Realbase, the largest real estate campaign management technology platform in Australia and New Zealand. The acquisition was finalized for a maximum amount of $230 million.
According to the agreement, Domain provided an upfront cash consideration of $180 million, which was funded through an institutional entitlement offer. Additionally, there is a contingent consideration of up to $50 million, which may be paid based on the achievement of stretch financial performance targets over a three-year period from FY24 to FY26, including revenue and earnings before interest, taxes, debt, and amortization (EBITDA) metrics.
To raise the necessary capital for the acquisition, Domain conducted a fully underwritten 1 for 12.33 pro rata accelerated non-renounceable entitlement offer. This offer involved the issuance of approximately 47.4 million new shares at an offer price of $3.80, representing a 5.2% discount compared to the last closing price on March 31.
The institutional entitlement offer closed on April 4, and the results were announced on the same day. Settlement is expected to take place on April 11, with allotment scheduled for April 22. Eligible retail shareholders will have the opportunity to participate in the retail component of the entitlement offer at the same issue price and offer ratio as the institutional entitlement offer. The retail entitlement offer will open on April 8 and close on April 28.
Domain views the acquisition of Realbase as a highly strategic move that represents a significant step forward in the evolution of its Marketplace strategy. Jason Pellegrino, the CEO of Domain, highlighted that Realbase’s solutions complement and enhance the value proposition Domain offers to agents. The advanced technological capabilities and innovative products of Realbase, such as campaign management, digital proposals, and social media marketing, impressed Domain. The acquisition is expected to create ample opportunities for upselling and cross-selling by providing a broader platform and a more comprehensive service offering integrated into the agent workflow.
The trading halt, which began prior to the institutional entitlement offer, is expected to be lifted on April 4 following the announcement of the offer’s results.
