Compass also plans to issue up to $862.5 million in convertible notes in a private placement after 99% of Compass stock and 72% of Anywhere stock voted in favor of the merger.
Real estate brokerage giants Compass and Anywhere Real Estate are expected to complete a $1.6 billion merger on Friday, January 9, after shareholders of both companies voted to approve the merger at a special meeting on Wednesday.
The companies said approximately 99% of votes cast by Compass shareholders were in favor of the merger, and investors who own 72% of Anywhere stock also voted in favor of the merger.
“We are pleased with the strong support from our company and Anywhere shareholders in approving this transaction,” Compass CEO Robert Refkin said in a statement.
The vote “reflects confidence in our shared vision of empowering real estate professionals with everything they need to grow their businesses and better serve their clients,” Levkin added.
Compass separately said it plans to offer $750 million in convertible notes in a private placement, with buyers having the option to purchase up to $112.5 million in additional notes.
Compass shares rose 9% to close at $11.84 on Wednesday, continuing to rise in after-hours trading.
Democratic Sens. Elizabeth Warren and Ron Wyden on Dec. 16 called on antitrust regulators to investigate the deal, arguing that the top 10% of brokerages already control 42% of U.S. sales and that “big brokerages like Compass and Anywhere have grown by acquiring or absorbing smaller regional companies.”
However, antitrust regulators did not intervene until the deadline for intervention under the Hart-Scott-Rodino Antitrust Improvements Act expired on January 2, the company said in an update to its fourth quarter financial guidance. Compass said in an update that it expects fourth-quarter revenue to be at the high end of its previously quoted range of $1.59 billion to $1.69 billion and added more than 800 agents during the quarter.
Compass, which offers sellers the option of a three-tier marketing plan in which listings start as private, exclusive listings, filed an antitrust lawsuit against Zillow over Zillow’s decision not to display listings that are publicly available but not added to a local multiple listing service or made available on the portal within 24 hours.
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