M&A - E2open Parent Holdings, Inc.

Form Type: 8-K

Filing Date: 2025-05-27

Corporate Action: Merger

Type: New

Accession Number: 000119312525126316

Filing Summary: On May 25, 2025, E2open Parent Holdings, Inc. entered into a Merger Agreement with E2open Holdings, LLC, WiseTech Global Limited, Emerald Parent Merger Sub Corp., and Emerald Holdings Merger Sub LLC. The merger involves E2open Parent becoming a wholly owned subsidiary of WiseTech Global, along with the merger of its subsidiary Holdings into the parent company. The agreement was unanimously approved by the board of directors and stockholder consent was obtained, allowing the merger to move forward. Shareholders of Class A Common Stock and Class B-1 Common Stock will receive $3.30 per share in cash, while Class V and certain common units will be cancelled without conversion. Warrant holders may see adjustment in their terms based on the merger outcome. Notably, the merger will also affect stock options and RSUs, with various compensation adjustments based on the transaction. All actions are being undertaken in accordance with Delaware law and the planned closing is subject to standard regulatory conditions and approvals.

Form Type: SCHEDULE 13D/A

Filing Date: 2025-05-27

Corporate Action: Merger

Type: Update

Accession Number: 000110465925052785

Filing Summary: On May 25, 2025, E2open Parent Holdings, Inc. entered into an Agreement and Plan of Merger with WiseTech Global Limited and its subsidiaries. The merger agreement entails a two-part merger where Holdings Merger Sub will merge into E2Open Holdings, LLC, followed by a merger where Company Merger Sub will merge into E2open Parent Holdings, thus making it a wholly-owned subsidiary of WiseTech. A written consent was obtained from Aranda Investments and other stockholders to approve the merger agreement, representing a majority of the Company's outstanding shares. The document also updates ownership information, stating that Aranda Investments holds approximately 9.4% of E2open's Class A Common Stock. The ownership percentages are based on 310,168,075 Class A shares outstanding as of April 25, 2025, according to the Issuer's recent filings with the SEC. The agreement contains standard representations and covenants for transactions of this nature, and the complete merger agreement is referenced as Exhibit 99.2 in the document.