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The Real Brokerage Inc. announced a definitive agreement to acquire RE/MAX Holdings, combining Real’s technology-driven brokerage with RE/MAX’s global franchisor brand. The companies will operate separately until closing, which is expected to occur in the second half of 2026. Management says the combined firm would total over 180,000 agents and retain existing brands and operating models.
The communication warns that the transaction is subject to customary closing conditions, regulatory and shareholder approvals, and contains forward-looking statements that may not be realized.
The Real Brokerage announced a definitive agreement to acquire RE/MAX Holdings in a stock-and-cash transaction that values RE/MAX at an $880 million enterprise value. On a pro forma 2025 basis, the combined Real REMAX Group would have approximately $2.3 billion in revenue and $157 million in adjusted EBITDA. RE/MAX shareholders may elect 5.15 shares of the combined company per RE/MAX share or $13.80 in cash subject to proration with aggregate cash capped between $60 million and $80 million. The deal is expected to close in the second half of 2026, subject to regulatory, shareholder and court approvals, and is supported by a $550 million financing commitment. Management expects ~$30 million of annual run-rate cost synergies and pro forma adjusted EBITDA margin expansion from ~3% to ~7%.
The Real Brokerage Inc. agreed to acquire RE/MAX Holdings to form Real REMAX Group, combining Real’s AI-powered brokerage platform with RE/MAX’s global franchise network. The transaction values RE/MAX Holdings at $880 million (about 7x 2025 EBITDA) and presents a pro forma combined company with approximately $2.3 billion in annual revenue and $157 million of Adjusted EBITDA for 2025. RE/MAX shareholders may elect 5.152 shares of Real REMAX Group or $13.80 cash per RE/MAX share (subject to proration and a $60M–$80M aggregate cash collar). Following closing, Real holders are expected to own ~59% and RE/MAX holders ~41% on a fully diluted basis (midpoint cash assumption). The deal is expected to close in H2 2026, is intended to be tax-free for U.S. federal income tax purposes, and is backed by a $550 million financing commitment.
RE/MAX Holdings, Inc. has agreed to be acquired by The Real Brokerage Inc. to form Real REMAX Group. The deal implies an enterprise value for RE/MAX Holdings of approximately $880 million and values each RE/MAX share at $13.80 based on Real’s April 24, 2026 closing price.
RE/MAX shareholders may elect either $13.80 in cash or 5.152 shares of Real REMAX Group, subject to a total cash pool of $60–$80 million, while Real shareholders receive one Real REMAX Group share per Real share. On a 2025 pro forma basis, the combined company would have generated about $2.3 billion in revenue and $157 million in Adjusted EBITDA before synergies, with an additional $30 million of expected annual cost savings.
The combined business will operate under the Real REMAX Group holding company, with Real CEO Tamir Poleg as Chairman and CEO and a 10‑member board including three RE/MAX directors. Real has secured a $550 million financing commitment to refinance RE/MAX debt and fund cash consideration and costs. The transaction is expected to close in the second half of 2026, subject to regulatory and shareholder approvals, and RE/MAX has canceled its first‑quarter 2026 earnings call due to the pending deal.
RE/MAX Holdings, Inc. insider filing shows an in-kind share distribution by a major shareholder entity. Magnolia Capital Fund, LP distributed 280,825 shares of RE/MAX common stock to withdrawing limited partners on April 20, 2026, as satisfaction of withdrawal requests.
After this distribution, Magnolia Capital Fund, LP reported 2,323,818 shares of RE/MAX common stock. The Magnolia Group, LLC, as general partner, and Adam K. Peterson, as managing member of The Magnolia Group, are described as potentially sharing indirect beneficial ownership but both disclaim beneficial ownership beyond their pecuniary interests.
Magnolia Capital Fund, The Magnolia Group and Adam K. Peterson jointly report beneficial ownership of 13.2% of RE/MAX Holdings, Inc. Class A common stock, equal to 2,665,643 shares. The filing states that The Magnolia Group and Mr. Peterson may be deemed indirect beneficial owners because TMG is the general partner of MCF and Mr. Peterson is the managing member; both disclaim beneficial ownership. The joint filing is reflected in a Schedule 13G/A Amendment No. 4 signed on 04/08/2026.
Magnolia Capital Fund, LP, a 10% owner of RE/MAX Holdings, Inc., reported two open-market sales of common stock. On March 31, 2026, it sold 81,693 shares at a weighted-average price of $5.80 per share. On April 1, 2026, it sold an additional 61,000 shares at a weighted-average price of $5.71 per share, for total reported sales of 142,693 shares. After these transactions, Magnolia Capital Fund directly holds 2,604,643 shares of RE/MAX common stock. The shares are held by Magnolia Capital Fund, LP, with The Magnolia Group, LLC as general partner and investment manager; The Magnolia Group and Adam K. Peterson may be deemed to share indirect beneficial ownership but each disclaims beneficial ownership except to the extent of pecuniary interest.
RE/MAX Holdings Inc filing: The Vanguard Group amended its Schedule 13G to report 0 shares and 0% beneficial ownership of RE/MAX Holdings Inc common stock. The filing explains an internal realignment on January 12, 2026 that caused certain Vanguard subsidiaries and business divisions to report separately.
The amendment is signed by Ashley Grim as Head of Global Fund Administration on March 27, 2026. It states Vanguard entities that formerly were reported together will now report disaggregated holdings in reliance on SEC Release No. 34-39538.
RE/MAX Holdings, Inc. reported that subsidiary RE/MAX, LLC has entered into a Stipulation and Agreement of Settlement to resolve remaining claims in a pending federal putative class action. The settlement, which covers RE/MAX, the parent company and their U.S. franchise network, remains subject to preliminary and final court approval, including any appeals.
Under the agreement, RE/MAX will pay a total of $8.5 million into a qualified settlement fund using available cash, with $1.5 million due after preliminary approval and $7.0 million after final court approval. The company states the settlement does not constitute an admission of liability and that RE/MAX continues to deny the material allegations, but chose settlement after weighing the risks and costs of continuing the litigation.