Compass to acquire Anywhere Real Estate in all-stock merger with 1.436x exchange ratio

Anywhere Real Estate Inc.

Each Anywhere share will convert into 1.436 Compass shares; merger structured as tax-free reorganization.
Compass CEO Robert Reffkin and affiliates, holding ~29.6% of Compass voting power, agree to vote in favor.
Funds managed by Angelo Gordon, holding ~8.7% of Anywhere shares, agree to support the deal.
Termination fee of $200M payable by either party under certain conditions; $350M if regulatory clearance fails.
Transaction expected to close by Sept 2026, subject to shareholder and regulatory approvals, including HSR.

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