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Compass is heading into the final weeks of 2024 with a bang. On Monday, the firm announced its plan to acquire Christie’s International Real Estate and @properties.
According to a press release, the merger is expected to close in 2025 and is subject to regulatory approval.
In an 8-K filing with the Securities and Exchange Commission (SEC), Compass informed its shareholders that it will purchase the companies for $150 million in cash at closing, along with roughly 44.13 million shares of Compass’ Class A stock, which will be issued “as soon as reasonably practicable after the one year anniversary of the Closing,” according to the filing.
Additionally, the 8-K notes that the share consideration is subject to further adjustments if, on the day after the one-year anniversary of the closing, the volume-weighted average price of Compass’ Class A common stock for the 10-trading day period ending on the 366th day following the closing is valued at more than $344 million.
According to the filing, if this is the case, the share under consideration “will be reduced by a number of shares in an aggregate amount of up to $50 million.” The filing notes that the reverse is true if the share consideration is otherwise found to be more than $344 million.
For Compass, this marks a massive international expansion as Christie’s International Real Estate has a network of more than 100 affiliates across 50 countries and territories. Not to be left out, @properties is one of the top U.S. brokerages. It was the No. 8 firm in the country by sales volume after recording $22.61 billion in 2023, according to the 2024 RealTrends Verified rankings.
“This partnership will allow us to empower strong independent brokerages and broker-owner entrepreneurs around the world who are Affiliates under Christie’s International Real Estate,” Compass founder and CEO Robert Reffkin said in a statement.
