Duyuru • Feb 28

CoStar Group, Inc. (NasdaqGS:CSGP) completed the acquisition of Matterport, Inc. (NasdaqGM:MTTR) from a group of shareholders.

CoStar Group, Inc. (NasdaqGS:CSGP) signed non-binding letter of intent to acquire Matterport, Inc. (NasdaqGM:MTTR) from a group of shareholders for $1.9 billion on February 16, 2024. CoStar Group, Inc. (NasdaqGS:CSGP) executed the Merger Agreement to acquire Matterport, Inc. (NasdaqGM:MTTR) from a group of shareholders for $1.9 billion on April 21, 2024. As reported, CoStar Group will acquire all outstanding shares of Matterport in a cash and stock transaction valued at $5.50 per share, representing an equity value of approximately $2.1 billion. Under the terms and subject to the conditions of the agreement, Matterport stockholders will receive $2.75 in cash and $2.75 in shares of CoStar Group common stock for each share of Matterport common stock. The transaction is subject to a 10% symmetrical collar based on a CoStar Group share price of $86.02 as the midpoint. The exchange ratio shall be subject to a symmetrical collar, applied as follows: (i) if the Average Parent Share Price is greater than or equal to $94.62 (the “Ceiling Price”), then the Exchange Ratio shall be set at 0.02906; ; (ii) if the Average Parent Share Price is less than or equal to $77.42 (the “Floor Price”), then the Exchange Ratio shall be set at 0.03552; or (iii) if the Average Parent Share Price is greater than the Floor Price and less than the Ceiling Price, then the Exchange Ratio shall be equal to the quotient of (x) $2.75 divided by the Average Parent Share Price. CoStar Group intends to fund the cash consideration with cash on hand. The cash consideration is estimated to be $940 million, not considering Fractional Share Consideration. Post completion, Matterport will become as an operating unit of CoStar and will continue to be led by RJ Pittman. In connection with a termination of the merger agreement under specified circumstances, Matterport will be required to pay CoStar, a termination fee of $50 million whereas CoStar will be required to pay Matterport, a reverse termination fee of $85 million. There are no current plans for any changes to the executive team of Matterport. All employees will become employees of CoStar and will remain in their current position and retain their reporting structure. The transaction is subject to the approval of Matterport stockholders, expiration or termination of the applicable waiting periods under the HSR Act and the Antitrust Laws of certain other jurisdictions, the absence of any law, injunction, order or award restraining, enjoining or otherwise prohibiting or making illegal the consummation of the Mergers, the CoStar Shares to be issued in the transaction being approved for listing on Nasdaq Global Select Market and the registration statement registering the Merger Consideration becoming effective and the satisfaction of customary closing conditions, including applicable regulatory approvals. Consummation of the mergers is not subject to approval by the stockholders of CoStar or to any financing condition. The transaction has been unanimously approved by the Matterport Board of Directors. Matterport Board resolved to recommend the adoption of the agreement by Matterport’s stockholders. The Board of Directors of CoStar Group has also unanimously approved the agreement. Directors, Officers and certain other stockholders of Matterport, representing approximately 15% of Matterport’s fully diluted shares, have entered into voting agreements to support the transaction. The transaction is expected to be completed during the year 2024. As of July 26, 2024, Matterport shareholders approved the transaction. As of February 26, 2025, the waiting period imposed by the HSR Act has expired. As of October 23, 2024, the transaction is expected to complete in the fourth quarter of 2024 or the first quarter of 2025. As of February 26, 2025, the transaction is expected to complete in the first quarter of 2025. Michael Diz and Aly Love Simons of Debevoise & Plimpton LLP assisted Qatalyst Partners LP in its role as financial advisor to Matterport and provided fairness opinion to the Matterport Board. Louis Lehot, Brandee Diamond, Jessie Lochmann, Ben Dryden, Rishi Sodhi, Leigh Riley, Casey Knapp, Christopher Swift, Beth Boland, Alan Pate, Philip Babler, Kelsey O’Gorman, Sonia Kothari, and Sophie Lignier of Foley & Lardner LLP acted as legal advisors to Matterport. Charles K. Ruck, Daniel E. Rees, David Della Rocca, Nikhil Kumar, Morgan Brubaker, Gregory Sobolski, Richard Frenkel, Andrea Ramezan-Jackson, Amanda Reeves, Farrell Malone, Wesley Lepla, Robert Blamires, Sandra Benjamin, Nick Boyle, Andrew Gray, and Ruchi Gill of Latham & Watkins LLP acted as legal advisors to CoStar Group. J.P. Morgan Securities LLC acted as financial advisor to CoStar. D.F. King & Co., Inc. acted as information agent to Matterport. Matterport will pay D.F. King & Co., Inc. a fee of $13,500 and reimbursement for reasonable and customary documented expenses. Equiniti Trust Company, LLC acted as transfer agent to CoStar Group. Latham & Watkins LLP, CoStar Group's counsel conducted due diligence on Matterport. Foley & Lardner LLP and Qatalyst Partners acted as due diligence advisors to Matterport. CoStar Group, Inc. (NasdaqGS:CSGP) completed the acquisition of Matterport, Inc. (NasdaqGM:MTTR) from entities affiliated with Lux Capital Management, LLC, BlackRock, Inc. (NYSE:BLK), The Vanguard Group, Inc., State Auto Labs Corp., DCM Ventures Inc. and others on February 28, 2025. The aggregate purchase price paid by CoStar Group for the Shares consisted of $900,971,487 in cash and approximately 11,637,141 CoStar Shares, with the value of any fractional shares paid in cash.

Seeking Alpha • Jul 25

Matterport: Use Cases, Moat, And Commoditization

Growing, unprofitable, and sitting with a Market Cap of $1.17B and $112MM in TTM revenue, Matterport is trading at some of its lowest valuations since entering the public market. Matterport is expanding their capabilities through acquisitions, including the recent acquisitions of Enview and VHT Studios. 3D models are becoming more common and many use cases exist, which can Matterport support? When I wrote my original article, Matterport (MTTR) was trading at over 50x their lowered guidance and had a market cap over $5.5 billion. Since then, Matterport’s price has collapsed over 85% and currently sits with a market cap of $1.17 billion. With $598 MM in cash and investments on the balance sheet, resulting in an enterprise value ~$572 MM, Matterport is trading at some of its lowest valuations since entering the market through a SPAC deal. For a growth company in a highly competitive market, I am still cautious on buying this name. Since a purchase of Matterport is buying into the future vision of 3D models, below I have delved into how 3D models are created and a handful of use cases. Creating Digital Models from 2D The basic steps to create a 3D model are simple; capture digital data about a space, feed the data into software, and then use the 3D model. First, let us talk about three methods to capture digital data. Photogrammetry, which I think is the hardest method, builds the 3D model from 2D photos, meaning the software needs to stitch a collection of 2D photos together to figure out the space. Unlike other methods we will look at, photogrammetry does not require any special sensors. I believe this is how Matterport has been able to get 3D models from devices like Androids and iPhones. MTTR is not alone in this ability, though, as other software such as Autodesk’s (ADSK) Reality Capture can also create models from 2D photos. Next is Structured Light, which involves projecting a known pattern onto a 3D surface. The distortions in the pattern are measured to collect the 3D data. Matterport’s PRO2 camera uses this method by projecting an infrared light pattern while simultaneously capturing 2D photos. With this method, the PRO2 camera can provide 99% accuracy out to its maximum range of 4.5 meters. Finally, LiDAR or “light detection and ranging,” uses a laser to scan the surrounding environment. These highly detailed and accurate scans provide some of the best data to create 3D models. These sensors are becoming smaller, cheaper, and are included on certain iPhones and iPads. Matterport supports the Leica BLK360, which has a LiDAR sensor with a 45m range and four 13-megapixel cameras. Although, a few LiDAR cameras can have ranges out to 1km. Along with other competitors, Matterport uses all three of these methods. As you can imagine, having software create 3D models from 2D photos is a challenge, but LiDAR sensors are becoming cheaper making their highly detailed point cloud data more available. I must believe this type of rich data is easier to work with and will fuel more competition into the space for Matterport. Digital Twin Use Cases The metaverse has driven investor’s interest in Matterport, but I believe this attention has overshadowed the use cases for 3D models that exist right now. Let us look at some use cases for 3D models, keeping in mind that other competitors can provide these services, too. Real Estate – Potential buyers can explore the space digitally, including taking measurements, without having to set foot in the property. Imagine combining this with future VR headsets to create a very realistic experience. Hospitality – Providers such as Spas, Hotels, and Airbnb hosts can create models for visitors to view before booking. Other business can also benefit here, such as Doctor’s offices, gyms, etc., with extra benefit when linked into sites like Google Maps. Property Management – Models can reduce employee time by minimizing travel to properties and serve as documentation, allow floor plan creation, measurements, and remote viewing. Homeownership – Imagine, you are at Home Depot (HD) finishing your latest project and realize you need a measurement. You pull out your phone and take the measurement right there on your home’s 3D model. Event Planning – Explore venues remotely and allow the event planner to take measurements. Interior Design – Interior designers could manipulate the model, mocking up potential designs for customers to view before a single can of paint is cracked open. Imagine combing these modified models with future VR headset and retailers providing 3D objects of products they sell. Insurance Claims – Properties are documented before and after a loss has occurred. They can also document the remediation work. Architecture – Ability to create a building information model (BIM), as well as work within a model to design and view changes. Construction – Along with ability to check measurements, 3D models can be used to improve requests for information (RFIs) and document progress. Also, imagine having a scan of your house before drywalling, forever allowing you to peak into the walls to check out framing, wiring, and plumbing. Manufacturing and Chemical Plants – Ability to gather measurements, document the state of your facility over time, and generate a model for placement of new equipment. For every use case, there is value to the user, but that value needs to balance against the cost of the model, including equipment, time to scan, software, and subscription fees. Software features a homeowner would want are different than what the engineering firm working on a 100,000 sq. ft. office complex would need. For the investor looking at this space, the question becomes; can one platform meet the needs of all use cases? I believe it is a big ask for one platform, and we will need to monitor how Matterport grows their offering to support all use cases. Moat and Competition I believe Matterport has an extremely narrow moat that can be conquered as technology becomes cheaper and competitors fully develop their products. Multiple competitors exist in nearly every vertical, ranging from 3D tours for real estate all the way to scans for construction projects. I also believe with the number of competitors in the space, there is a non-trivial risk that 3D models become commoditized. Hardware Moat I believe manufacturing a camera is not going to provide a long-lasting moat. While the Matterport PRO2 camera captures great photos and works extremely well with their service, Matterport has continued to add support for third party devices. Additionally, with LiDAR becoming smaller and cheaper, it will be available on more devices giving users easy access to highly detailed point cloud data for creating 3D models. Matterport has also been suffering from supply chain issues for several quarters and has taken a loss on their product categories for the last two quarters. I believe their own camera products will help service providers have a better workflow for creating Matterport models, but any moat in this category will not last. Network Effect Moat There are potentially two network effects: users and spaces under management. For users, I am talking about the service providers; the photographers who can capture spaces. With the popularity of the PRO2 and people knowing how to use Matterport, it creates a support network for the product. I think this has been helping Matterport, but as more cameras become available and providers purchase alternatives, it will weaken. Imagine, you have a Matterport model of your house and now your neighbor has made one for their house. Is your model now better? Is it more valuable to you? I cannot think of an added benefit and see no network effect here. I believe Matterport is trying to find a moat in this area right now, especially with property management and commercial spaces. Their terms of service supports Matterport using model data for analysis and they have recently acquired Enview, a technology provider who built AI for analyzing building space. This type of analysis can help with another potential moat, the Matterport Ecosystem. Ecosystem Moat Matterport lacks a highly integrated ecosystem. Think about word processors. You have options including free choices, but the popularity of Microsoft’s (MSFT) Word is not because it is the best or the cheapest, but because it is in Microsoft’s Ecosystem. For Matterport, they do not yet have that ecosystem built for 3D models such as software to manipulate 3D models or BIM software. With the Enview acquisition, they might be working toward building a better ecosystem, one where they create the model and allow people to perform analytics. Right now, Matterport can create and display the models, but they want to do more. In fact, with Amazon Twinmaker, they are helping someone else build their ecosystem. Matterport Add-Ons (Matterport's Support) Source: Support Community While the latest acquisition of VHT Studios grow the service offering, I would include it as part of their ecosystem. Recalling the three steps to create a 3D model, service helps provide the first step, collection of data from the 3D space. Customers can outsource work straight to Matterport. As an extra benefit, VHT Studios claims they have helped over 200,000 Realtors, allowing this acquisitions to serve as a sales funnel to Matterport subscriptions. Easily Made, Beautiful 3D Models In the end, I see Matterport’s current moat being that they allow users an easy-to-use product that creates great looking, easy to share 3D tours and models. These models can be exported to other services or shared through Matterport’s own viewer software. Other “3D Tours” lack in one or more areas, including some that are barely more than a collection of 360-degree photos. But this narrow moat leads to challenges for Matterport. Competitors are catching up and at least one creates a similar dollhouse model. Large competitors with many resource are also in the space, including Autodesk with their Reality Capture product. Additionally, big spaces spanning tens of thousands of square feet or even city blocks push the limits of Matterport’s technology. Verticals such as real estate and hospitality already contain many competitors, including Zillow (Z), Metareal, Asteroom, Eyespy360, and 3DVista. Even on the insurance side is HOVER and construction is Cupix. Additionally, LiDAR sensors are becoming cheap and the data more common. This highly detailed point cloud data will be more available for competitors to leverage. In fact, these scans are becoming common for engineering, architecture, and construction projects. Even today, LiDAR data combined with free or open-sourced software drastically lowers the barriers to entry. In fact, Apple (AAPL) has released their RoomPlan Swift API. While this API is not something for a casual user, you can see a path for Apple or other competitors to leverage this tech to create a consumer product. Guidance and Revenue Matterport's Guidance for FY 2022 (MTTR Q1 2022 Investor Presentation) Momentum was generated early from the 87% revenue growth experienced in Q2 of 2020. This growth had three main drivers: the release of the Matterport iPhone app, the addition of the free subscription tier, and the start of the COVID home buying craze. Since that spike in revenue, growth has been more tepid, but Matterport’s latest guidance is predicting robust growth for the rest of the fiscal year. Trend of MTTR's Revenue (Author's Chart from MTTR SEC Filings) The chart above shows revenue and revenue estimates in red, which I based on guidance. Matterport is guiding to a FY 2022 revenue of $125 - $135 MM and EPS of ($0.47) – ($0.52). The midpoint of the revenue guidance represents a 16.9% growth over FY 2021 revenue. The EPS, while still negative, is a significant improvement over the ($2.58) from FY 21. For the chart, the Q2 2022E revenue is the mid-point of the guidance. For the Q3 and Q4, I calculated Matterport would need a 14.03% revenue growth in each quarter to reach the mid-point of the 2022 guidance. Matteport Revenue of Product Mix (Author's Chart from MTTR SEC Filings) The chart above shows revenue from product mix. A consistent message from management is they are growing subscription revenue and they are fulfilling that promise quarter after quarter. This recurring revenue will be extremely valuable to the company and can drive long-term profitability. In the chart below, I have plotted their subscription revenue and estimates based on guidance. The estimates were calculated similarly to the revenue estimates earlier. Matterport Subscription Revenue Growth (Author's Chart from MTTR SEC Filings) Checking on Dilution In my first article on MTTR, I provided the following warning to investors: The lock-up period will end on Jan. 18, 2022, and will allow insiders to sell their shares. On the same day, six earn-out tranches become active at the following share prices: $13.00, $15.50, $18.00, $20.50, $23.00, and $25.50. To trigger an earn-out, the share price must maintain the price for 10 out of 30 consecutive days. At the current price all the tranches could potentially trigger, representing 23.4 million new shares. Lock-up, while it does not dilute share count, allows insiders to sell and increases the float, which provides downward pressure as supply increases. There are valid reasons for insiders to sell though, including needing money for taxes. It does not always mean they are headed for the door. The earn-out trances, on the other hand, dilute share count. As you can see in the Stockholders’ Equity chart below, 21.4MM share appear to have been issues from earn-out tranches, representing a little over 7% of total share count.

Kar Tanesi Skoru
Değerleme	0/6
Gelecekteki Büyüme	1/6
Geçmiş Performans	0/6
Finansal Sağlık	5/6
Temettüler	0/6

Tarihsel hisse senedi fiyatları
Güncel Hisse Fiyatı	US$5.38
52 Haftanın En Yüksek Seviyesi	US$5.46
52 Haftanın En Düşük Seviyesi	US$1.73
Beta	1.07
1 Aylık Değişim	3.07%
3 Aylık Değişim	13.03%
1 Yıllık Değişim	153.77%
3 Yıllık Değişim	-25.38%
5 Yıllık Değişim	n/a
Halka arzdan bu yana değişim	-50.01%

	MTTR	US Software	US Pazar
7D	-0.9%	-0.3%	-0.1%
1Y	153.8%	-11.6%	11.9%

MTTR volatility
MTTR Average Weekly Movement	2.8%
Software Industry Average Movement	9.4%
Market Average Movement	6.8%
10% most volatile stocks in US Market	15.1%
10% least volatile stocks in US Market	2.9%

MTTR temel i̇stati̇sti̇kler
Piyasa değeri	US$1.78b
Kazançlar(TTM)	-US$256.62m
Gelir(TTM)	US$169.70m

En son kazanç raporundan temel karlılık istatistikleri (TTM)
MTTR gelir tablosu (TTM)
Gelir	US$169.70m
Gelir Maliyeti	US$86.79m
Brüt Kâr	US$82.91m
Diğer Giderler	US$339.53m
Kazançlar	-US$256.62m

Hisse başına kazanç (EPS)	-0.78
Brüt Marj	48.86%
Net Kâr Marjı	-151.22%
Borç/Özkaynak Oranı	0%

Veri	Son Güncelleme (UTC saati)
Şirket Analizi	2025/02/27 15:54
Gün Sonu Hisse Fiyatı	2025/02/27 00:00
Kazançlar	2024/12/31
Yıllık Kazançlar	2024/12/31

Paket	Veri	Zaman Çerçevesi	Örnek ABD Kaynağı ^*
Şirket Finansalları	10 yıl	Gelir tablosu Nakit akış tablosu Bilanço	SEC Form 10-K SEC Form 10-Q
Analist Konsensüs Tahminleri	+3 yıl	Finansal tahminler Analist fiyat hedefleri	Analist Araştırma Raporları Blue Matrix
Piyasa Fiyatları	30 yıl	Hisse senedi fiyatları Temettüler, Bölünmeler ve Eylemler	ICE Piyasa Verileri SEC Form S-1
Sahiplik	10 yıl	En büyük hissedarlar İçeriden öğrenenlerin ticareti	SEC Form 4 SEC Form 13D
Yönetim	10 yıl	Liderlik ekibi Yönetim Kurulu	SEC Form 10-K SEC Form DEF 14A
Önemli Gelişmeler	10 yıl	Şirket duyuruları	SEC Form 8-K

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Fiyat Geçmişi ve Performans

Son Haberler & Güncellemeler

Matterport, Inc. Announces Cessation of Board of Directors

CoStar Group, Inc. (NasdaqGS:CSGP) completed the acquisition of Matterport, Inc. (NasdaqGM:MTTR) from a group of shareholders.

Matterport, Inc Launches Matterport Marketing Cloud

Why New Investors Need To Avoid The Matterport-CoStar Deal

Matterport's Arbitrage Opportunity, Navigating The CoStar Acquisition Deal (Rating Upgrade)

Matterport Launches AI-Driven Tools to Transform Property Design and Management

Recent updates

Matterport, Inc. Announces Cessation of Board of Directors

CoStar Group, Inc. (NasdaqGS:CSGP) completed the acquisition of Matterport, Inc. (NasdaqGM:MTTR) from a group of shareholders.

Matterport, Inc Launches Matterport Marketing Cloud

Why New Investors Need To Avoid The Matterport-CoStar Deal

Matterport's Arbitrage Opportunity, Navigating The CoStar Acquisition Deal (Rating Upgrade)

Matterport Launches AI-Driven Tools to Transform Property Design and Management

Matterport Stock: A Cautious Hold With Limited Upside Before Acquisition

Matterport, Inc. to Report Q2, 2024 Results on Aug 06, 2024

Matterport, Inc.(NasdaqGM:MTTR) dropped from Russell 3000E Value Index

Matterport: Deal Premium Creeping Up, Still Not Enticed

Matterport, Inc. Unveils Reporting Tool to Showcase Carbon Reduction Achieved Using Digital Twins

First quarter 2024 earnings: EPS exceeds analyst expectations

Matterport, Inc., Annual General Meeting, Jun 10, 2024

Matterport, Inc. to Report Q1, 2024 Results on May 06, 2024

Here's Why We're Not Too Worried About Matterport's (NASDAQ:MTTR) Cash Burn Situation

New minor risk - Share price stability

Matterport, Inc. (NASDAQ:MTTR) Shares May Have Slumped 26% But Getting In Cheap Is Still Unlikely

Matterport: Waiting Out The Housing Market

Matterport, Inc. Introduces an All-In-One Carry Case for the Pro3 Camera, Enhancing Supply Chain Sustainability and Offering More Convenience and Portability for Customers

Insider recently sold US$117k worth of stock

Matterport: Rating Upgrade As The Growth Outlook Becomes More Promising

Earnings Release: Here's Why Analysts Cut Their Matterport, Inc. (NASDAQ:MTTR) Price Target To US$3.75

Full year 2023 earnings: Revenues and EPS in line with analyst expectations

Matterport, Inc. Provides Earnings Guidance for the First Quarter and Full Year 2024

Matterport, Inc. to Report Q4, 2023 Results on Feb 20, 2024

Matterport's Future Is AI And Enterprise Customers

Matterport Introduces High Density Scanning Precision for Its Flagship Pro3 Camera

Companies Like Matterport (NASDAQ:MTTR) Are In A Position To Invest In Growth

Chairman & CEO recently sold US$582k worth of stock

Matterport, Inc.'s (NASDAQ:MTTR) 29% Price Boost Is Out Of Tune With Revenues

Matterport, Inc. Raises Revenue Guidance for the Full Year 2023

Third quarter 2023 earnings: EPS and revenues exceed analyst expectations

Matterport, Inc. Introduces CAD File Add-On, A One-Click CAD Creation Tool to Simplify Design Workflows

New major risk - Revenue and earnings growth

Matterport, Inc. to Report Q3, 2023 Results on Nov 06, 2023

Chairman & CEO notifies of intention to sell stock

New minor risk - Share price stability

Independent Director recently bought US$125k worth of stock

Matterport, Inc. Provides Earnings Guidance for the Third Quarter and Full Year of 2023

Second quarter 2023 earnings: EPS misses analyst expectations

Chief Revenue Officer notifies of intention to sell stock

Matterport, Inc. to Report Q2, 2023 Results on Aug 08, 2023

Matterport Announces Genesis: A Generative AI Initiative to Transform How Buildings are Designed, Built, and Managed

Chairman & CEO recently sold US$645k worth of stock

Chairman & CEO notifies of intention to sell stock

Chief Technology Officer recently sold US$490k worth of stock

First quarter 2023 earnings: EPS and revenues exceed analyst expectations

Matterport, Inc. Raises Earnings Guidance for the Full Year 2023

Chief Technology Officer recently sold US$461k worth of stock

Chairman & CEO recently sold US$553k worth of stock

Full year 2022 earnings released: US$0.39 loss per share (vs US$2.58 loss in FY 2021)

Matterport, Inc. Launches Digital Pro to Reinvent Real Estate Marketing with New All-in-One Solution

Matterport, Inc. to Report Q4, 2022 Results on Feb 22, 2023

Price target decreased by 12% to US$5.40

Price target decreased by 10% to US$5.83

Matterport, Inc. Announces Appointment of Natalie Lamb as Managing Director of EMEA

Price target decreased to US$6.17

Chairman & CEO recently sold US$750k worth of stock

Consensus estimates of losses per share improve by 19%

Price target decreased to US$6.75

High number of new and inexperienced directors