Emerald Holding (NYSE: EEX) sold to Apollo-backed buyer for $5.03 a share
Filing Impact
Filing Sentiment
Form Type
SCHEDULE 13D/A
Rhea-AI Filing Summary
Emerald Holding, Inc. completed a merger in which Emma Merger Sub, Inc. merged with and into Emerald, with Emerald surviving as a wholly owned subsidiary of Emma Buyer, LLC, an entity owned by funds managed by affiliates of Apollo Global Management, Inc.
At the Effective Time, each outstanding share of Emerald Common Stock (other than treasury, parent-held and certain appraisal shares) was cancelled and converted into the right to receive $5.03 per share in cash, without interest. As a result of this transaction, Onex Corporation, Gerald W. Schwartz and related Onex entities report beneficial ownership of 0 shares, or 0.0% of the class, and this amendment is described as a final, “exit” Schedule 13D filing for each reporting person.
Positive
- None.
Negative
- None.
Key Figures
Merger Consideration: $5.03 per share
Beneficial ownership: 0.00 shares
Percent of class owned: 0.0 %
+2 more
5 metrics
Merger Consideration
$5.03 per share
Cash received for each share of Emerald Common Stock at the Effective Time
Beneficial ownership
0.00 shares
Shares of Emerald Common Stock beneficially owned by each reporting person after the Transaction
Percent of class owned
0.0 %
Percent of Emerald Common Stock class represented by the reporting persons after the Transaction
Effective date
July 14, 2026
Date Merger Sub merged with and into Emerald and reporting persons ceased to own more than 5%
Par value
$0.01 per share
Par value of Emerald Holding, Inc. Common Stock
Key Terms
Schedule 13D, beneficially own, Agreement and Plan of Merger, Effective Time, +2 more
6 terms
Schedule 13D regulatory
"represents the final amendment to the Schedule 13D and constitutes an exit filing"
A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.
beneficially own regulatory
"As of July 14, 2026, the Reporting Persons ceased to beneficially own more than 5% of the shares"
Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.
Agreement and Plan of Merger regulatory
"transactions contemplated by that certain Agreement and Plan of Merger, dated May 9, 2026"
An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.
Effective Time regulatory
"immediately prior to the effective time of the Transaction (the Effective Time)"
The exact clock time when a regulatory filing, approval, or corporate action formally becomes legally active; from that moment the change is binding and can be acted on. Investors care because the effective time marks when ownership, rights, trading rules, or new securities take effect — like a light switch turning on a contract or transaction — which determines when risks, benefits and market reactions begin.
Merger Consideration financial
"converted into the right to receive $5.03 per share of Emerald Common Stock in cash (the Merger Consideration)"
Merger consideration is the total payment a company or buyer offers to shareholders of a target company in exchange for combining the two businesses, and can include cash, shares in the surviving company, debt assumption, or a mix of these. Investors care because the form and amount affect the deal’s value, tax consequences, immediate cash received versus future ownership, and the risk and upside of holding new shares — similar to choosing between cash now or stock that could grow later.
appraisal rights regulatory
"as to which appraisal rights were properly exercised in accordance with Delaware law"
A legal right that lets shareholders who dislike the price or terms of a buyout, merger or other major corporate change ask for an independent determination of the fair value of their shares instead of accepting the deal price. Think of it like asking a neutral referee to set the payout if you believe the offered price is too low. For investors, appraisal rights can provide a way to recover a higher cash value but can be slow, costly and create uncertainty around deal outcomes.
FAQ
What transaction involving Emerald Holding (EEX) is described in this Schedule 13D/A amendment?
The amendment describes a merger where Emma Merger Sub, Inc. merged with and into Emerald Holding, Inc., with Emerald surviving as a wholly owned subsidiary of Emma Buyer, LLC, an entity owned by funds managed by affiliates of Apollo Global Management, Inc.
What is the class of securities of Emerald Holding (EEX) covered and its par value?
The securities covered are shares of Common Stock of Emerald Holding, Inc. with a par value of $0.01 per share. All such outstanding shares, subject to stated exceptions, are converted into the right to receive the $5.03 per share cash Merger Consideration.