Hong Kong-based Asian investment firm EQT Private Capital Asia will acquire Southeast Asia leading proptech company PropertyGuru for $1.1 billion.
PropertyGuru said in a statement on last Friday that it has entered into an agreement and plan of merger with affiliates of BPEA Private Equity Fund VIII Limited, part of EQT AB, a purpose-driven global investment organization, pursuant to which the company will be acquired by EQT Private Capital Asia in an all-cash transaction at an equity value of approximately $1.1 billion.
PropertyGuru’s Board of Directors, acting upon the recommendation of a special committee of its Board of Directors, has unanimously approved and resolved to recommend approval of the merger by its shareholders.
Under the terms of the merger agreement, at the effective time of the merger, each ordinary share of the company issued and outstanding immediately prior to the effective time will be cancelled and converted automatically into the right to receive an amount in cash equal to USD 6.70 per share, without interest.
The merger consideration represents a 52 percent premium to PropertyGuru’s closing share price on May 21, 2024, the last unaffected trading day prior to media speculation regarding a potential transaction, and a 75 percent and 86 percent premium to the company’s 30-day and 90-day volume-weighted average share price, respectively, for the period ending May 21, 2024.
Major shareholders, TPG Asia VI SF Pte. Ltd. and TPG Asia VI SPV GP LLC, in its capacity as general partner of TPG Asia VI Digs 1 L.P. (collectively, TPG) and Epsilon Asia Holdings II Pte. Ltd., an entity managed by global investment fund KKR (KKR), which hold a combined 56 percent ownership of ordinary shares outstanding, have entered into voting and support agreements with the company and EQT Private Capital Asia in support of the merger.
“We are pleased to embark on this new chapter with EQT. This partnership follows years of transformative growth, supported by TPG and KKR, which has established us as Southeast Asia’s leading PropTech platform,
“As we continue to innovate and deliver value to our consumers, customers, and stakeholders across the region, EQT’s global expertise in building marketplaces and commitment to sustainable growth will further strengthen our vision to power communities to live, work, and thrive in tomorrow’s cities,” said Hari V. Krishnan, Chief Executive Officer and Managing Director, PropertyGuru Group.
Janice Leow, Partner in the EQT Private Capital Asia advisory team and Head of EQT Private Capital Southeast Asia, said PropertyGuru has firmly established itself as the leading property marketplace platform in Southeast Asia, and they are deeply impressed by the strong foundation it has built over the past 17 years as well as with its talented team.
“We believe our offer provides shareholders with compelling value and certainty, while strategically positioning PropertyGuru to fully harness its long-term growth potential,
“With EQT’s significant experience in the technology, online classifieds and marketplace sectors, we aim to further strengthen PropertyGuru’s platform, driving enhanced innovation and deeper engagement with its consumers, customers and stakeholders,” she added.
The transaction is expected to close in the fourth quarter of 2024 or the first quarter of 2025, subject to customary closing conditions, including approval by PropertyGuru’s shareholders and receipt of regulatory approvals.
Upon completion of the transaction, PropertyGuru’s shares will no longer trade on the New York Stock Exchange, and PropertyGuru will become a private company.
PropertyGuru’s headquarters will remain in Singapore.
PropertyGuru is a proptech firm connects 28 million property seekers with over 46,000 agents monthly to find their dream home.
With more than 2.1 million real estate listings, the firm offers its services across Singapore, Malaysia, Thailand and Vietnam.
EQT is a purpose-driven global investment organization with EUR 246 billion ($271 billion) in total assets under management, within two business segments – Private Capital and Real Assets.
The firm owns portfolio companies and assets in Europe, Asia-Pacific and the Americas.
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