AOL Money & Finance

The real deal at Realogy

More

Yesterday, the private equity firm Apollo Management closed its $8.5 billion buyout of Realogy.

The firm was the result of a spinoff from Cendant in January 2006 and operates Century 21, Coldwell Banker, ERA, Sotheby's International Realty and Coldwell Banker Commercial.

The financing for the buyout looks like this:

Equity from Apollo Management $1.99 billion
Term loan, revolving credit loan and a secured facility $4.27 billion
Senior unsecured loan $2.75 billion
Senior subordinated loan $900 million
Replacement relocation receivables securitization facilities $1.06 billion

Deal background:

Of course, a big reason for the deal was the deterioration in the residential real estate market. In fact, a significant amount of Realogy's business came from the tough markets in California and Florida. Moreover, all but one of Realogy's stock analysts had a price target on the stock below its current value.

Realogy's management was unsure when there would be a "bottom" to the residential real estate market. But they thought the downturn could be prolonged.

So, when JP Morgan (NYSE: JPM) contacted Realogy, the company's CEO, Henry Silverman, took the call. From there, the deal quickly took shape and he met with the founding partner of Apollo, Leon Black.

On November 21st, Apollo sent its offer for $29 per share. After negotiation, the firm increased the offer by $1 (Silverman did not invest in the deal).

The deal included a "go shop" provision and Realogy's financial advisor, Evercore Partners (NYSE: EVR), contacted 18 potential buyers. However, there were no offers.

Valuation

Evercore conducted a valuation on the deal, which included analysis of 18 acquisition transactions in residential real estate, commercial real estate and business consulting industries (between 2000 to 2006). Here are some of the results:

Enterprise Value /
LTM (last 12 months) EBITDA
Realogy @ Merger Consideration of $30.00 per Share 11.6x
Residential Real Estate Industry-Mean 8.4x
Residential Real Estate Industry-Median 8.1x
Commercial Real Estate Industry-Mean 12.1x
Commercial Real Estate Industry-Median 12.3x
Business Consulting-Mean 10.8x
Business Consulting-Median 12.7x

Tom Taulli is the author of various books, including the Complete M&A Handbook and the EDGAR-Online Guide to Decoding Financial Statements.

Symbol Lookup
IndexesChangePrice
DJIA-13.9910,436.96
NASDAQ-7.512,168.50
S&P 500-0.611,105.63

Last updated: November 24, 2009: 03:18 PM

BloggingStocks Exclusives

Hot Stocks

DailyFinance Headlines

Latest from BloggingBuyouts

TheFlyOnTheWall.com Headlines

BioHealth Investor Headlines

WalletPop Headlines

My Portfolios

Track your stocks here!

Find out why more people track their portfolios on AOL Money & Finance then anywhere else.

BloggingStocks Partners

More from AOL Money & Finance

WalletPop Headlines