CoStar Group, Inc. ("CoStar", NASDAQ: CSGP), the leading
provider of commercial real estate information, analytics and
online marketplaces, announces the completion of its acquisition of
OnTheMarket plc ("OTM"), one of the UK’s three most visited
residential property portals.
On 19 October 2023, CoStar Group announced a recommended cash
offer of 110 pence per share for OnTheMarket Plc, valuing
OnTheMarket at approximately £99 million, to be implemented by a
scheme of arrangement. The shareholders’ meetings to vote on the
scheme were held on 4 December 2023 and the scheme was approved by
over 94% in number and over 97% in value of OnTheMarket
shareholders voting, representing a record-breaking turnout for
OnTheMarket shareholders. The failed efforts of a fringe objector
without any standing were soundly rejected by shareholders,
employees, and the court. A court hearing to sanction the scheme
was held on 7 December 2023 and the Scheme Court Order became
effective today.
CoStar Group’s acquisition of OnTheMarket will combine the
financial strength, online marketplace experience, and technology
of CoStar Group with OnTheMarket’s large network of agents to
create a genuine disruptor to the established U.K. market leaders.
The recommended acquisition was overwhelmingly supported by
OnTheMarket shareholders, the majority of whom were agents.
Andy Florance, Founder and Chief Executive Officer of CoStar
Group said: “Today’s announcement gives us the opportunity to
combine a leading UK agent friendly site with our technology,
expertise, and capital to raise the game for online home shopping
in the UK. The current market leader has grown complacent focusing
on margin over innovation, and pricing ahead of value. The level of
shareholder support we received is a major endorsement of our plans
to invest in OnTheMarket.
“CoStar Group has been transforming the world’s real estate
through digitization for over three decades. We are relentlessly
focused on empowering our customers, delivering this through strong
growth in our portals, as well as our data & information
businesses. As we digitize the sector and continue to enhance the
experience of all those we work with, we are also focused on our
investments into Europe, a market that is moving very quickly. Our
OnTheMarket acquisition sits firmly within this strategy, and we
will bring all our experience to bear as we take OnTheMarket to new
levels of success while keeping costs to advertisers at a
sustainable level.”
CoStar Group plans to integrate OnTheMarket into its network of
real estate marketplaces and anticipates investing £46.5 million
into sales and marketing in the first full year following the
commencement of the integration, six times the current annual media
spend and more than three times the current annual media spend of
Rightmove plc. CoStar Group’s initial planned investment will mark
the first stage of a multi-year investment programme totalling
hundreds of millions of pounds to drive more consumers to the
OnTheMarket portal with the goal of significantly increasing the
quantity of valuable leads to OnTheMarket’s agent clients.
Jason Tebb, CEO of OnTheMarket, said: “We are very excited to be
joining CoStar Group, in a move which will see our business gain
the backing of a proven product and technology market leader. We
look forward to working together to accelerate our strategy, with
the clear goal of becoming the market leader. To do so with a
partner who shares our commitment to a fair and sustainable pricing
model constitutes a huge step forward for our company”.
The acquisition announcement and transaction information are
outlined in the UK Takeover Code Rule 2.7 Announcement filing,
which can be found at
https://plc.onthemarket.com/recommended-cash-acquisition/.
ABOUT COSTAR GROUP, INC.
CoStar Group (NASDAQ: CSGP) is a leading provider of online real
estate marketplaces, information, and analytics in the property
markets. Founded in 1986, CoStar Group conducts expansive, ongoing
research to produce and maintain the largest and most comprehensive
database of real estate information. CoStar is the global leader in
commercial real estate information, analytics, and news, enabling
clients to analyse, interpret, and gain unmatched insight on
property values, market conditions and availabilities.
Apartments.com is the leading online marketplace for renters
seeking great apartment homes, providing property managers and
owners a proven platform for marketing their properties. LoopNet is
the most heavily trafficked online commercial real estate
marketplace with over twelve million monthly global unique
visitors. STR provides premium data benchmarking, analytics, and
marketplace insights for the global hospitality industry. Ten-X
offers a leading platform for conducting commercial real estate
online auctions and negotiated bids. Homes.com is the fastest
growing online residential marketplace that connects agents,
buyers, and sellers. BureauxLocaux is one of the largest
specialized property portals for buying and leasing commercial real
estate in France. Business Immo is France’s leading commercial real
estate news service. Thomas Daily is Germany’s largest online data
pool in the real estate industry. Belbex is the premier source of
commercial space available to let and for sale in Spain. CoStar
Group’s websites attract nearly 100 million unique monthly
visitors. Headquartered in Washington, DC, CoStar Group maintains
offices throughout the U.S., Europe, Canada, and Asia. From time to
time, we plan to utilize our corporate website, CoStarGroup.com, as
a channel of distribution for material company information. For
more information, visit CoStarGroup.com.
ABOUT ONTHEMARKET
OnTheMarket, which operates the OnTheMarket.com property portal,
is a leading UK residential property portal provider.
OnTheMarket’s objective is to create value for shareholders and
property advertiser customers by delivering an agent-backed,
tech-enabled portal, offering a first-class service to agents and
new homes developers at fair and sustainable prices, with the
mission to become the go-to portal for serious property
seekers.
OnTheMarket also aims to support its agents in providing a
superior service to their clients by providing a number of
value-adding services to increase the profitability of their own
businesses. Many agent customers choose to launch thousands of
their newly instructed UK residential properties exclusively with
OnTheMarket first, 24 hours or more ahead of advertising them on
other property portals, and these are prominently featured as ‘Only
with Us’.
This news release contains “forward-looking statements” within
the meaning of the Private Securities Litigation Reform Act of
1995. Such statements include, but are not limited to, statements
about CoStar Group's plans, objectives, expectations, beliefs and
intentions and other statements including words such as “hope,”
“anticipate,” “may,” “believe,” “expect,” “intend,” “will,”
“should,” “plan,” “estimate,” “predict,” “continue” and “potential”
or the negative of these terms or other comparable terminology.
Such statements are based upon the current beliefs and expectations
of management of CoStar Group and are subject to many risks and
uncertainties. Actual results may differ materially from the
results anticipated in the forward-looking statements and the
assumptions and estimates used as a basis for the forward-looking
statements. The following factors, among others, could cause or
contribute to such differences: the possibility that the
acquisition of OnTheMarket does not close when expected or at all;
the risk that the businesses of OnTheMarket and CoStar may not be
combined successfully or in a timely and cost-efficient manner; the
risk that business disruption relating to the OnTheMarket’s
acquisition may be greater than expected; the risk that the
acquisition does not produce the expected benefits or results for
CoStar, OnTheMarket or their customers, agents and brokers; the
risk that CoStar’s business plans may change; and the risk that the
combination and integration of OnTheMarket will disrupt CoStar
Group's or OnTheMarket’s operations or result in the loss of
customers or key employees. More information about potential
factors that could cause results to differ materially from those
anticipated in the forward-looking statements include, but are not
limited to, those stated in CoStar Group’s filings from time to
time with the Securities and Exchange Commission (the "SEC"),
including in CoStar Group’s Annual Report on Form 10-K for the year
ended December 31, 2022 and Quarterly Reports on Form 10-Q for the
quarters ended March 31, 2023, June 30, 2023, and September 30,
2023, each of which is filed with the SEC, including in the “Risk
Factors” section of those filings, as well as CoStar Group’s other
filings with the SEC (including Current Reports on Form 8-K)
available at the SEC’s website (www.sec.gov). All forward-looking
statements are based on information available to CoStar Group on
the date hereof, and CoStar Group assumes no obligation to update
or revise any forward-looking statements, whether as a result of
new information, future events or otherwise.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20231212104954/en/
INVESTOR RELATIONS:
Cyndi Eakin Senior Vice President CoStar Group Investor
Relations (202) 346-6784 ceakin@costar.com
NEWS MEDIA CONTACT:
Matthew Blocher Vice President CoStar Group Corporate
Marketing & Communications (202) 346-6775
mblocher@costar.com
FGS Global: James Murgatroyd / Ed Simpkins / Gordon
Simpson (+44) 20 7251 3801 CoStar@fgsglobal.com
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