Latham & Watkins Advises KKR and TPG on PropertyGuru Group’s US$1.1 Billion Proposed Take-Private Acquisition by EQT Private Capital Asia

PropertyGuru Group Limited (NYSE: PGRU) (PropertyGuru or the Company), Southeast Asia’s leading property technology (PropTech) company, has announced that it has entered into an agreement and plan of merger (the Merger Agreement) with affiliates of BPEA Private Equity Fund VIII Limited (EQT Private Capital Asia), part of EQT AB, a purpose-driven global investment organization, pursuant to which the Company will be acquired by EQT Private Capital Asia in an all-cash transaction (the Merger) that values PropertyGuru at an equity value of approximately US$1.1 billion. Under the terms of the Merger Agreement, at the effective time of the Merger, each ordinary share of the Company issued and outstanding immediately prior to the effective time (other than certain excluded shares) will be canceled and converted automatically into the right to receive an amount in cash equal to US$6.70 per share, without interest. The merger consideration represents a 52% premium to PropertyGuru’s closing share price on May 21, 2024, the last unaffected trading day prior to media speculation regarding a potential transaction, and a 75% and 86% premium to the Company’s 30-day and 90-day volume-weighted average share price, respectively, for the period ending May 21, 2024. Major shareholders, TPG Asia VI SF Pte. Ltd. and TPG Asia VI SPV GP LLC, in its capacity as general partner of TPG Asia VI Digs 1 L.P. (collectively, TPG) and Epsilon Asia Holdings II Pte. Ltd., an entity managed by global investment fund KKR (KKR), which hold a combined 56% ownership of ordinary shares outstanding, have entered into voting and support agreements with the Company and EQT Private Capital Asia in support of the Merger.

Latham & Watkins LLP represents KKR and TPG in the transaction with a cross-border corporate deal team led by Singapore partner Sharon Lau and New York partner Ian Nussbaum, with Singapore associates Elisabeth Ong, Tommy Tan, and Jen Whee Lee, and Los Angeles associate Stanley Onyeador.