News that Anywhere Real Estate floated an offer to acquire Douglas Elliman sent a signal to other potential buyers to consider the high-end brokerage.
“There’s rumors that the bidding will go higher,” said Steve Murray, an industry advisor on many deals.
Sources told Bloomberg that Elliman was not likely to accept Anywhere’s offer at $4 per share. (Given Anywhere’s cash position, the offer was more likely a combination of cash and equity, activist investor Bradley Tirpak said.)
“If that offer was cash, I think that the board would be forming a special committee,” he said.
“I would expect that the franchise, if they run a process, will garner very, very big interest.”
He added that he’s fielded calls from private equity firms sniffing around. “I think the board will do the right thing,” Tirpak said.
In many ways, the heightened interest makes sense. Elliman — with its relatively cheap valuation compared to a few years ago, limited debt and brand recognition — has long been rumored as an appealing acquisition target for firms frantically trying to keep in the consolidation arms race raging through the industry. It’s hard to gather information about who else might be shopping: One attorney reached by The Real Deal declined to comment because they thought another bidder might retain the firm.
But the firm, which went public in 2021, doesn’t necessarily fit as tidily as other acquisition targets in recent deals, which have expanded buyers’ geographic markets, vertical integration or tech capabilities.
So what exactly would an Elliman buyer be buying? An appealing balance sheet at a relative discount, an organizational culture that has teetered between hard-charging and toxic and a legacy brand that now may represent the last of its kind.
“If you look at the landscape of independent large luxury brokers, who’s left?” asked Finley Hair, director of M&A at Wav Group, a real estate advisory firm.
Rising price tag
Buyers may have missed their opportunity for a true buy-low opportunity with Elliman.
To be sure, the brokerage has had a rough year-plus. Alongside growing financial losses, Elliman also faced a stream of scandals and departures in the last year. Scrutiny mounted after dozens of rape allegations emerged last summer against brothers Tal and Oren Alexander, who spent a decade at the firm before leaving in 2022. The brothers, who rose as top producers under longtime chairman and CEO Howard Lorber, were arrested on federal sex trafficking charges in December.
The firm also saw executive exits in late 2024, beginning with Lorber’s abrupt retirement in October. The company said his stepping down was on his own accord, but the Wall Street Journal later reported he was pressured by the board over concerns with a “sexually charged” work culture.
Michael Liebowitz replaced Lorber as CEO last year and has overseen efforts to return to profitability, despite a continued lag in the housing market. In the first quarter of 2025, the firm reported net losses of $6 million, down from $42 million during the same period last year. Its revenues rose over 25 percent to $253 million in that same period.
That led to some market momentum. Even before the stock jumped 40 percent following rumors of an Anywhere bid, Elliman had been on a steady climb since its nadir last summer, when its stock was trading at nearly a dollar. From July 3, when the stock closed at $1.04, the company’s price rose over 60 percent to close the end of the year at $1.67.
During that same period, Anywhere’s stock went to $3.30 from $3.28, while Compass’ stock was up 60 percent to $5.85 from $3.51.
Elliman is still a small fish compared to most of the other publicly-traded firms, with a market capitalization of $260 million. Anywhere is valued at roughly $390 million and Real Brokerage at $850 million. Meanwhile, eXP Realty’s $1.3 billion market cap and Compass’ value of over $3 billion dwarf the others.
Elliman also has an appealing balance sheet for prospective bidders, with over $130 million in cash and just one $50 million convertible note it took out from asset manager Kennedy Lewis last year, due by 2029. The firm has also continued its cost-cutting campaign, reducing its expenses by $20 million in 2024 (ending its private jet-lease deal with former parent company Vector Group following Lorber’s departure may have helped as well).
Kennedy Lewis has the right to convert its loan into over 30 million shares at a price of $1.50, giving the firm a large voting stake in the company with an incentive to push for any deal that returns more than its initial investment.
The addition could pad Anywhere’s coffers, which reported just $110 million in cash against $2.6 billion in debt, with over $400 million coming due in 2026.
An ‘awkward fit’
The organizational fit between Anywhere and Elliman might be less seamless.
Anywhere, a conglomerate of brokerages including Corcoran Group, Sotheby’s International Realty, Century 21 and Coldwell Banker, has both an owned brokerage business and a franchise business. Its franchisees closed over 137,000 transactions last quarter, compared to its owned brokerage segment, which closed over 49,000 sides. The high-margin franchise business brought in $97 million in operating EBITDA last quarter, compared to a $47 million loss for its owned brokerage business.
While the company has not been shy about franchising name brands like Corcoran and Sotheby’s, that kind of brand dilution is antithetical to the Elliman ethos of dominating the luxury market in a handful of high-income regions, Hair said. The pair, he went on, could be an “awkward fit.”
“Elliman is going to have to agree that they would have to not be the Douglas Elliman they’ve been in the past,” he said. “If you stay true to who Elliman is, I don’t see upside growth for Anywhere.”
For any would-be buyer, Elliman also lacks the top-of-the-line ancillary services business that brokerages are rushing to grow. In Compass’ $444 million deal for @properties and Christie’s International Real Estate, it also added a title and mortgage business in an effort to bolster its integrated services efforts and boost its margins. Similarly, Rocket’s proposed $1.75 billion acquisition of Redfin would boost its sales-to-mortgage pipeline.
Elliman’s ancillary services business, which includes escrow and title fees, accounted for just under 1 percent of its first quarter revenue, while Anywhere’s accounted for over 10 percent of its $1.2 billion in revenue in the same period.
That likely won’t stop bidders beyond Anywhere from entering the fray. Compass, which has been on an M&A tear, is an obvious candidate. It has already been picking off Elliman agents one by one, including big names like Holly Parker and Tracy Tutor.
Murray also posited a firm like Howard Hanna, the family-owned brokerage out of Pittsburgh, could be a player, although he called it “a stretch,” but said it’s an open field at this point.
“Everybody’s waiting to see — is somebody else going to enter the fray?” he said.