CoStar’s $4.43 Per Share Bid for Domain Includes 8.8c Fully Franked Dividend

A Premium Offer Backed by Domain’s Board

Domain Holdings Australia Limited (ASX – DHG) has taken a decisive step forward in its proposed acquisition by US-based CoStar Group, Inc. The Domain Board has unanimously recommended shareholders vote in favour of the scheme of arrangement, which values Domain shares at $4.43 each, representing a substantial 42% premium over the undisturbed trading price prior to the acquisition announcement in February 2025.

This premium underscores CoStar’s strategic intent to expand its footprint in the Australian real estate information and analytics market, leveraging Domain’s established platform and technology. The Board’s endorsement, coupled with the support of Domain’s controlling shareholder Nine Entertainment Co., signals strong internal confidence in the deal’s value proposition.

Special Dividend Sweetens the Deal

Adding to the appeal for shareholders, Domain has declared a fully franked special dividend of 8.8 cents per share, conditional on the scheme becoming effective. This dividend, payable in mid-August 2025, offers shareholders immediate cash returns and the potential benefit of franking credits, which may translate into a tax offset of up to 3.77 cents per share for eligible investors.

The timing of the dividend is carefully coordinated with the scheme’s implementation timetable, ensuring shareholders receive this payment prior to the acquisition completion. This move reflects a shareholder-friendly approach, enhancing the overall financial return beyond the acquisition price.

Independent Expert and Regulatory Approvals

Grant Samuel, the Independent Expert appointed to assess the scheme, has concluded that the offer is fair and reasonable, placing the $4.43 consideration near the top of its valuation range of $4.06 to $4.46 per share. This endorsement provides an additional layer of assurance to shareholders weighing the merits of the transaction.

Regulatory hurdles appear cleared, with the Foreign Investment Review Board having granted approval. The scheme remains subject to customary conditions, including shareholder approval at the Scheme Meeting held on 4 August 2025 and subsequent court approval expected on 6 August 2025. Provided these milestones are met, the acquisition is anticipated to be implemented by late August.

Shareholder Meeting and Voting Process

The Scheme Meeting was conducted as a hybrid event, allowing shareholders to participate both in person and virtually. Proxy voting results prior to the meeting indicated overwhelming support, with nearly 99.9% of votes cast in favour. Domain Directors holding shares have also committed their votes to support the scheme, reinforcing the consensus.

Shareholders were reminded to consider the full Scheme Booklet and Independent Expert’s Report before voting, with the Board acknowledging the risks of remaining a standalone listed entity should the scheme not proceed. The absence of any superior proposal to date further consolidates the likelihood of the scheme’s success.

Looking Ahead

If approved, Domain shares will be suspended from trading on the ASX, and shareholders will receive the scheme consideration net of the special dividend. This transaction marks a significant milestone for Domain, integrating it into CoStar’s global real estate technology ecosystem and potentially reshaping the competitive landscape in Australia.