Walker & Dunlop (WD) Acquires GeoPhy

FREE Breaking News Alerts from StreetInsider.com!

E-mail Address

StreetInsider.com Top Tickers, 9/2/2026

1. SPY
2. MDT
3. DELL
4. SPGI
5. USO
6. AAPL
7. ENOV
8. PANW
9. AON
10. NIO

February 7, 2022 6:01 AM EST

Walker & Dunlop, Inc. (NYSE: WD) announced today that it has entered into a definitive agreement to acquire GeoPhy, a leading commercial real estate technology company. GeoPhy's data analytics and development capabilities will dramatically accelerate the growth of Walker & Dunlop's lending, brokerage, and emerging businesses including Apprise, its tech-enabled appraisal business and its small balance lending (SBL) platform. GeoPhy CEO and co-founder, Teun van den Dries will continue to lead the GeoPhy team and assume leadership of the Apprise and SBL businesses while supporting continued innovation throughout Walker & Dunlop.

Walker & Dunlop Chairman and CEO Willy Walker stated, "This acquisition is a game-changing investment for Walker & Dunlop, as it dramatically accelerates the growth of our technology capabilities in two areas of the market where we have the ability to disrupt the commercial real estate services industry. As our current JV partner in Apprise, we are well acquainted with the GeoPhy team and their capabilities. Actionable technology — that makes our bankers and brokers more insightful and capable — is what has differentiated Walker & Dunlop, and the acquisition of GeoPhy immediately enhances our capabilities."

"GeoPhy is the largest technology investment we have made and accelerates the achievement of our Drive to '25 strategy to use technology to grow our existing scaled lending and brokerage businesses, as well as transform the real estate services landscape by developing tech-enabled businesses that will be faster, better, and cheaper than the competition. We are thrilled to bring Teun, his visionary leadership, and fantastic team to W&D."

Mr. van den Dries commented, "GeoPhy has gained a reputation for its unrivaled capabilities in data science and predictive models, which provide our customers in the commercial real estate space with unmatched efficiencies and insights. We're thrilled to bring our industry experience and insights to Walker & Dunlop to propel the growth of their lending, brokerage, and emerging businesses. As a combined company, we have the scale, resources, and expertise to truly differentiate Walker & Dunlop's services in the marketplace. We know W&D, we know the value of their brand and platform, and we expect this acquisition to be a fantastic success."

Transaction Details

Under the terms of the purchase agreement, Walker & Dunlop will acquire GeoPhy for $85 million in cash to be paid at closing with an additional $205 million of cash earn-out potential structured to directly align with Walker & Dunlop's Drive to '25 goals surrounding growth in appraisal revenues, SBL volumes and mortgage banking gains, as detailed below.

Small Balance Lending(1)

2021 mortgage banking gains (MBGs)

$29 million

MBGs target to achieve low-end of earn-out

$61 million

MBGs target to achieve maximum earn-out

$175 million

2021 origination volume

$515 million

Origination volume target to achieve low-end of earn-out

$1.75 billion

Origination volume target to achieve maximum earn-out

$5 billion

Maximum earn-out potential(2)

$155 million

(1)

Earn-out opportunity is structured in four phases. A portion of the earn-out payment can be earned if the specified target within a phase is achieved.

(2)

Full earn-out potential requires achievement of all phases of volume and MBGs milestones by 2025. Earn-out is measured and paid annually.

Apprise(1)(2)

2021 revenues

$9 million

Revenues target to achieve low-end of earn-out

$30 million

Revenues target to achieve maximum earn-out

$75 million

Maximum earn-out potential(3)

$50 million

(1)

Earn-out includes revenue and productivity targets, with the latter target based upon the annual average number of appraisals issued per month per appraiser.

(2)

Earn-out opportunity is structured in three phases. A portion of the earn-out payment can be earned if the specified target within a phase is achieved.

(3)

Full earn-out potential requires achievement of all phases of revenue and productivity milestones by 2025. Earn-out is measured and paid annually

The transaction is expected to close during the first quarter of 2022. Closing is subject to certain approvals and consents.

J.P. Morgan Securities LLC is acting as advisor to Walker & Dunlop, and Arnold & Porter Kaye Scholer LLP and Stibbe are representing the Company as legal counsel. Houlihan Lokey is acting as advisor to GeoPhy, and Wilson Sonsini Goodrich & Rosati and Biesheuvel Jansen Advocaten are representing GeoPhy as legal counsel.


Serious News for Serious Traders! Try StreetInsider.com Premium Free!

You May Also Be Interested In





Related Categories

Corporate News, Mergers and Acquisitions

Related Entities

JPMorgan, Definitive Agreement