Anywhere Real Estate is facing legal challenges as its $1.6 billion merger with Compass moves toward a critical stockholder vote, with three lawsuits alleging insufficient financial disclosures in merger documents.
According to an SEC filing on Dec. 29, three complaints have been filed by “purported stockholders of Anywhere” in New York and New Jersey courts between December 10 and December 18.
The complaints—filed by individuals referred to as McDaniels, Marino and Drulias—claim that the joint proxy statement/prospectus contains misleading or incomplete information regarding the merger.
The complaints seek multiple forms of relief, including orders requiring Anywhere to make corrective disclosures, injunctions to halt the merger unless additional information is provided and potential damages if the transaction proceeds. Plaintiffs are also seeking reimbursement for legal fees.
Beyond the formal lawsuits, both Compass and Anywhere have received demand letters from other stockholders raising similar concerns about disclosure deficiencies in the merger documentation.
According to the SEC filing, there is a special stockholder meeting scheduled for Jan. 7 to vote upon matters necessary to adopt and complete the merger.
These legal challenges add to growing concerns over the merger, which would create the world’s largest residential real estate brokerage.
In a letter sent Dec. 16, 2025, U.S. Senators Elizabeth Warren and Ron Wyden raised concerns over the potential impacts to the industry and consumers.
“The Compass-Anywhere merger threatens to stifle consumer choice and fair industry competition while entrenching existing antitrust and price manipulation concerns that have been at the center of mounting litigation,” Warren and Wyden wrote in a joint statement. “These risks demand close scrutiny under federal antitrust laws.”
First announced in September, the $1.6 billion deal would value the companies together at around $10 billion.
During Anywhere’s Q3 earnings call, the company took no investor or media questions following the report.
“Our proposed merger with Compass will create the premier platform where agents, franchisees and employees can thrive as we drive meaningful innovation across the real estate experience,” said Ryan Schneider, Anywhere’s president and CEO.
