Summary of Domain Australia (DHG) 2025 Annual General Meeting Company and Industry - **Company**: Domain Holdings Limited (DHG) - **Acquirer**: CoStar Group Inc. - **Industry**: Real Estate Information and Analytics Core Points and Arguments - **Scheme Meeting Purpose**: The meeting was convened for shareholders to vote on a proposed scheme of arrangement for CoStar to acquire Domain through its subsidiary, BidderSub [2][3] - **Shareholder Voting**: Only Domain shareholders, appointed proxies, corporate representatives, and attorneys had the right to speak and vote at the meeting [4][5] - **Scheme Details**: If approved, shareholders will receive $4.43 cash per share, representing a 42% premium to the trading price on February 20, 2025 [14][16] - **Special Dividend**: A fully franked special dividend of 8.8¢ per share will be paid prior to the scheme's implementation, subject to the scheme becoming effective [14][15] - **Independent Expert Report**: Grant Samuel assessed the scheme as fair and reasonable, with a share value range of $4.6 to $4.46, making the scheme consideration close to the top of this range [15][16] - **Major Shareholder Support**: Nine Entertainment Co Holdings Limited, holding approximately 60% of Domain shares, confirmed its intention to vote in favor of the scheme [18] - **Regulatory Approval**: The scheme has received necessary regulatory approvals, including from the Foreign Investment Review Board [19] Important but Overlooked Content - **Shareholder Engagement**: Only 739 out of nearly 12,000 shareholders (about 6.1%) engaged with the proxy voting system, which was considered in line with expectations [30][31] - **Market Context**: The meeting occurred amidst a trend of takeovers in the ASX, with a noted mispricing between public and private markets [32] - **Management Transition**: Questions were raised about the future roles of existing directors and executives post-acquisition, with management contracts rolling into CoStar [36][37] - **Future Prospects**: The chairman expressed confidence in CoStar's plans to invest in Domain, indicating a positive outlook for the company's future [35]