For each share 505 of the 590 pence would be in cash, as well as "an in specie distribution of the (Countrywide's) entire 21.5% holding in Rightmove plc, worth approximately 85 pence per Countrywide share," according to an Apollo release on the offer.

This offer follows on the heels of a previous bid to acquire Countrywide submitted by 3i through Charlie Holdco 4 Ltd. Shareholders rejected the offer over concerns that Countrywide was significantly undervalued. "Apollo's proposal is conditional on receiving indications of support from a number of Countrywide's significant shareholders, particularly from certain of those shareholders who voted against the offer from Charlie Holdco 4 Limited," Apollo executives say. "These indications of support would need to be sufficient to assure Apollo of the likely success of any possible offer."

Charlie Holdco's offer totaled 550.6 pence per share, with 490 pence in cash and the remaining in Rightmove shares, according to official papers on the transaction. Countrywide executives supported this original offer but shareholders voted against it earlier this year.

Credit Suisse is the lead financial adviser and corporate broker and Deutsche Bank AG and Goldman Sachs International are joint financial advisers for Apollo.

In December, Apollo made public plans to acquire Realogy Corp., a real estate franchisor in the US, for $9 billion. The deal is still subject to shareholder approval, but was approved by Realogy's board of directors at the time the merger was made public. Shareholders will vote on Friday, March 30.

Instant Insights /

Apollo Could Take Countrywide for $2B

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