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Anywhere Real Estate and Compass to Merge in $10B Deal

Anywhere Real Estate and Compass Inc. have announced an all-stock merger to create a combined company with an estimated enterprise value of $10 billion.

Noah Feldman
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Noah Feldman

Noah Feldman is a Senior Business Correspondent for Crezzio, specializing in corporate finance, mergers and acquisitions, and market-shifting business news. He has over a decade of experience covering major transactions in the real estate and technology sectors.

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Anywhere Real Estate and Compass to Merge in $10B Deal

Real estate giants Anywhere Real Estate and Compass Inc. have announced a definitive agreement to merge, creating a combined company with an enterprise value of approximately $10 billion. The all-stock transaction aims to form one of the world's largest real estate platforms, bringing together established brands with modern technology.

The deal, announced on September 22, unites Anywhere's extensive franchise network, which includes brands like Century 21 and Sotheby’s International Realty, with Compass's technology-focused brokerage model. The combined entity will be led by Compass CEO and founder Robert Reffkin and is expected to close in the second half of 2026.

Key Takeaways

  • Anywhere Real Estate and Compass Inc. have agreed to an all-stock merger.
  • The new company will have an estimated enterprise value of $10 billion, including debt.
  • The combined platform will feature approximately 340,000 real estate professionals across 120 countries.
  • Compass CEO Robert Reffkin will lead the new entity.
  • The transaction is expected to be finalized in the second half of 2026.

Details of the Landmark Transaction

The merger between Madison-based Anywhere Real Estate and Compass Inc. represents a significant consolidation within the real estate industry. While the companies state the combined enterprise value is around $10 billion, reporting from Reuters places the value of the deal itself at $4.2 billion.

This strategic combination is designed to leverage the strengths of both organizations. Anywhere, formerly known as Realogy, brings a massive global footprint and a portfolio of some of the most recognized names in real estate. Compass contributes its significant investments in technology, marketing tools, and a large network of agents.

By the Numbers: A New Real Estate Powerhouse

The merger is set to create a company of immense scale, with projections indicating approximately 1.2 million annual transactions. This volume presents a significant opportunity to integrate additional services like title, mortgage, and insurance, creating a more streamlined process for consumers.

The boards of directors for both companies have unanimously approved the agreement. However, the deal remains subject to customary closing conditions and regulatory approvals before its anticipated completion in 2026.

Financial Structure and Future Goals

To support the transaction, Compass has secured a $750 million financing commitment from Morgan Stanley Senior Funding Inc. Following the merger's completion, the new company's leadership has stated that a primary financial goal will be deleveraging.

The company aims to reduce its net leverage to approximately one-and-a-half times its adjusted EBITDA (Earnings Before Interest, Taxes, Depreciation, and Amortization) by the end of 2028. This focus on strengthening the balance sheet indicates a long-term strategy for financial stability and growth.

Key stakeholders have already signaled their support. According to the announcement, both Robert Reffkin and major investor TPG Angelo Gordon have entered into voting agreements to vote their respective shares in favor of the transaction.

Leadership and Vision for the Future

Upon the deal's closing, Compass founder and CEO Robert Reffkin will take the helm of the combined company. The future role of Anywhere President and CEO Ryan Schneider has not yet been specified.

"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," Reffkin stated.

Reffkin described the merger as a "monumental step" toward empowering agents to better serve clients and grow their businesses. The vision is to create a single, powerful platform that offers best-in-class tools and support for its vast network of professionals.

Ryan Schneider echoed this sentiment, highlighting the potential for synergy between the two firms.

"We are excited to unite our renowned brands, international footprint, and leading businesses to build a better real estate experience in concert with Compass," Schneider commented. "We have a unique opportunity to utilize the incredible breadth of talent across our companies … to deliver even more value to home buyers and home sellers."

Market Impact and Industry Context

This merger arrives at a challenging time for the U.S. housing market, which has experienced a significant slowdown. Factors like economic uncertainty, rising mortgage rates, and structural changes within the industry have created a difficult operating environment.

By combining forces, Anywhere and Compass may be better positioned to navigate these headwinds. The integration of Compass's technology with Anywhere's established brands could create efficiencies and provide agents with superior tools to compete in a tougher market.

A Look at the Merging Companies

Anywhere Real Estate, which rebranded from Realogy in 2022, is a conglomerate of well-known real estate brands. Its portfolio includes Better Homes and Gardens Real Estate, Century 21, Coldwell Banker, Corcoran, ERA, and Sotheby’s International Realty. In 2019, the company held an estimated 15.3% of the U.S. market share by transaction value.

Compass Inc., founded in 2012, grew rapidly by focusing on technology and attracting top-performing agents. The company has invested heavily in developing a proprietary platform to assist agents with marketing, client management, and transaction processing.

The combined entity will control a significant portion of the residential real estate market. The network will include roughly 340,000 agents operating out of approximately 18,000 franchised offices and nearly 600 company-owned locations worldwide, spanning about 120 countries and territories.

Advisors on the Deal

Both companies enlisted top-tier financial and legal advisors to navigate the complex transaction.

  • For Compass: Morgan Stanley & Co. LLC served as the exclusive financial advisor, with Kirkland & Ellis LLP providing legal counsel.
  • For Anywhere Real Estate: Goldman Sachs & Co. LLC acted as the exclusive financial advisor, while Wachtell, Lipton, Rosen & Katz served as legal counsel.

The involvement of these prominent firms underscores the significance of the merger and the intricate financial and legal planning required to bring the two real estate powerhouses together.