Compass Inc. and Anywhere Real Estate Inc. announced Sept. 22 a merger agreement to combine in an all-stock transaction. The combined company is expected to have an enterprise value of about $10 billion, including the assumption of debt.
Under the terms of the agreement, each share of Anywhere common stock will be exchanged for 1.436 shares of Compass Class A common stock, which represents a value of $13.01 per Anywhere common stock share based on Compass’ 30 trading day volume weighted average price as of Sept. 19.
Upon completion of the transaction, current Compass shareholders will own about 78% of the combined company on a fully diluted basis, while Anywhere shareholders will own roughly 22%.
The transaction has been unanimously approved by the boards of directors of both Compass and Anywhere. It is expected to close in the second half of 2026, subject to approval by both Compass and Anywhere shareholders. Upon closing of the transaction, Compass CEO and Founder Robert Reffkin will lead the combined company.
This transaction pairs Compass’ investment in technology, marketing offerings, and real estate professionals with Anywhere’s leading brands, broader and complementary businesses, and global reach. The combination of these companies will create a premier real estate platform, enabling agents and franchisees to best serve home sellers and home buyers.
“Today marks a monumental step towards our mission to empower real estate professionals with everything they need to grow their business and better serve their clients,” said Compass CEO and Founder Robert Reffkin.
“I have deep respect for Anywhere’s leadership, agents, employees, culture, and brands. By bringing together two of the best companies in our industry, while preserving the unique independence of Anywhere’s leading brands, we now have the resources to build a place where real estate professionals can thrive for decades to come.”
Anywhere CEO and President Ryan Schneider said “We are excited to unite our renowned brands, international footprint, and leading businesses to build a better real estate experience in concert with Compass. We have a unique opportunity to utilize the incredible breadth of talent across our companies, especially our world-class agents and franchisees, to deliver even more value to home buyers and home sellers across every phase of the home buying and home selling experience.”
The tie-up brings together about 340,000 real estate professionals globally onto a shared network operating in every major U.S. city and serving approximately 120 countries and territories. The combined company will broaden its international referral network and significantly expand Compass’ innovative client solutions and technology to more home sellers, home buyers, and real estate professionals.
The transaction is expected to diversify Compass by adding over $1 billion in revenue from Anywhere’s established franchise, title and escrow, and relocation operations. The estimated 1.2 million transactions on a combined basis provide an opportunity to incorporate additional services and create more seamless transactions for home buyers and home sellers.
Compass anticipates achieving $225+ million in non-GAAP OPEX synergies, net of dissynergies and friction costs. These efficiencies, together with the improved cost and debt profile of the combined company, are expected to drive significant free cash flow and a stronger combined balance sheet. Â
Compass has obtained a $750 million financing commitment from Morgan Stanley Senior Funding, Inc. Morgan Stanley & Co. is serving as exclusive financial adviser and Kirkland & Ellis LLP is serving as legal adviser to Compass. Goldman Sachs & Co. LLC is serving as the exclusive financial adviser and Wachtell, Lipton, Rosen & Katz is serving as the legal adviser to Anywhere.
Compass shares have risen 33.2% so far this year on the New York Stock Exchange. It has a market cap of $4.34 billion. Anywhere shares have leaped 210.2% this year to $10.25. It has a market cap of $1.15 billion.
