Negotiations with Domain Holdings' (ASX: DHG) majority owner Nine Entertainment (ASX: NEC) have led suitor CoStar Group Inc (NASDAQ: CSGP) to revise its takeover offer upward by $145 million.
Now with almost $2.8 billion on the table, representing a 5.5 per cent increase on the original offer last month, Domain's board has unanimously determined to engage with the bidder, which owns the USA's second-largest residential real estate marketplace Homes.com.
If the parties are able to reach "appropriate" confidentiality and exclusivity and process agreements, the Domain board unanimously wants to facilitate due diligence for CoStar.
CoStar has described its $4.43 per share offer for Domain as its best and final price, following confirmations last week from Nine that it was in discussions with the US company.
Domain is able to declare and pay a pre-completion special dividend under the improved proposal, whereby the total cash consideration would be reduced by the corresponding amount.
"Domain currently considers that it may be able to pay a pre-completion special dividend that would have the effect of delivering eligible Domain shareholders, subject to their individual tax position, up to $0.04 per share of additional value by way of franking credits," the company states.
If the agreement were to proceed, Australia's two largest real estate marketplaces - Domain and Realestate.com.au - would be US-owned, with the latter owned by Rupert Murdoch's US-incorporated media empire News Corporation.

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