PropertyGuru plans US SPAC with Bridgetown2, Peter Thiel, Richard Li

• Transaction will see enterprise value of US$1.35bil & equity value of US$1.78bil
• PropertyGuru’s shareholders, will retain over 70% ownership of listed entity

PropertyGuru Pte Ltd (PropertyGuru), a leading Southeast Asian leading property technology company, and Bridgetown 2 Holdings Ltd (NASDAQ: BTNB), a special purpose acquisition company formed by Pacific Century Group (Pacific Century) and Thiel Capital LLC (Thiel Capital), announced Saturday early morning that they have entered into a business combination agreement. Upon closing, the combined company is expected to begin trading on the New York Stock Exchange.

Founded in 2007, PropertyGuru has grown to become a leading Southeast Asian digital property marketplace with leading positions. The company currently hosts more than 2.8 million monthly real estate listings and serves 37 million monthly property seekers and 49,000 active property agents across the five largest economies in Southeast Asia – Indonesia, Malaysia, Singapore, Thailand and Vietnam.

Hari V. Krishnan (pic), Chief Executive Officer and Managing Director, PropertyGuru Group, said, “We have established a market leadership position in the Southeast Asian property ecosystem and a track record of revenue growth. Much of our success is the result of our investment in technology over the years and capturing strategic growth opportunities in recent times.”

Hari adds, “We have a story to be told and found the right partner to help us tell it to public market investors. We are delighted to partner with Bridgetown 2 as we accelerate the strategic, proactive steps that we have taken over the past 18 months will enable us to stay ahead of the market’s evolving needs, which are increasingly being shaped by the growth of affluent and digitally-enabled populations living in cities across Southeast Asia.”

Matt Danzeisen, Chairman, Bridgetown 2, said, “PropertyGuru is a category leader and category creator – they helped define the PropTech industry in Southeast Asia and have taken it to new heights by leveraging technology and data to create a trusted and transparent digital property marketplace. We believe PropertyGuru is just scratching the surface and we are excited to work with Hari and his talented team to capture the incredible opportunities that lie ahead.”

Peter Thiel (pic), President, Thiel Capital, said, “The market for property is probably the oldest market in the world, and only now is it beginning to change rapidly. As PropertyGuru spearheads that change in Southeast Asia, Bridgetown 2 will provide capital and expertise to accelerate it even further.”

Richard Li, Founder and Chairman, Pacific Century Group, said, “Southeast Asia is a unique market in that it has very high economic growth but lacks quality services in many sectors. Fast growing middleclass, increased urbanization and technological disruption create a unique combination. We recognize the transformational impact of these long-term trends and are focused on operating our own core business and investing in local champions that are successfully leveraging technology to reshape the region’s economy and how people carry out their everyday lives.”

Transaction overview

The combined company will have an enterprise value of approximately US$1.35 billion and an equity value of approximately US$1.78 billion at closing. The transaction is expected to deliver up to US$431 million of gross proceeds through the contribution of up to US$299 million of cash held in Bridgetown 2’s trust account, a concurrent US$100 million private placement (PIPE) of common stock anchored by Baillie Gifford, Naya, REA Group, Akaris Global Partners, and one of Malaysia’s largest asset managers, priced at US$10.00 per share, and an additional US$32 million equity investment from REA Group. KKR, TPG Group and REA Group will roll 100% of their equity into the combined company, demonstrating their continued commitment to the Company’s growth strategy.

The transaction is expected to close in the fourth quarter of 2021 or first quarter of 2022, subject to regulatory and stockholder approvals, and other customary closing conditions.

PropertyGuru’s management team, led by Chief Executive Officer and Managing Director Hari V. Krishnan and Chief Financial Officer Joe Dische will continue to lead the public company after the completion of the transaction.