# RE/MAX Holdings, Inc. (RMAX) — merger/definitive [pending] Source: SEC API (secapi.ai) · situation sit_9fa6ea60e684c39c7432 · retrieved 2026-08-12T21:27:05.013Z ## Overview RE/MAX Holdings, Inc. is one of the world's leading franchisors in the real estate industry, franchising real estate brokerages globally under the REMAX brand and mortgage brokerages within the U.S. under the Motto Mortgage brand. On April 26, 2026, RE/MAX Holdings, Inc. entered into a definitive Arrangement Agreement and Plan of Merger with The Real Brokerage Inc., under which Real will acquire RE/MAX Holdings to create Real REMAX Group Inc. RE/MAX Holdings shareholders may elect to receive either 5.15 shares of Real REMAX Group Inc. or $13.80 in cash per share, subject to proration such that aggregate cash proceeds will be between $60 million and $80 million. Real shareholders will receive 1 share of Real REMAX Group Inc. for each Real share held. The transaction is expected to close in the second half of 2026, subject to customary closing conditions and shareholder approval at special meetings scheduled for August 14, 2026. ## Terms - Counterparty: The Real Brokerage Inc. · Deal value: $880.0M · Consideration: mixed · Price/share: $13.8 ## Key dates - Announced 2026-06-01 · Vote 2026-08-14 · Expiry 2026-08-18 · Expected close 2026-12-31 ## Timeline - 2026-06-01 · 425 (0001104659-26-068990): 425 - RE/MAX Holdings, Inc. — *RE/MAX Holdings, Inc. is a real estate franchisor and brokerage operating an iconic brand in the real estate industry with franchisees and agents across North America.* The Real Brokerage Inc. is acquiring RE/MAX Holdings, Inc. in an all-stock transaction. Real CEO Tamir Poleg stated the companies are complementary, with RE/MAX bringing an iconic brand and scale while Real contributes technology and growth momentum. The combined entity will operate both the Real and RE/MAX brands as separate agent communities while sharing technology, education, and lead referrals. Real will become the second-largest brokerage following the transaction close. https://www.sec.gov/Archives/edgar/data/1581091/0001104659-26-068990.txt - 2026-06-04 · 425 (0001104659-26-070595): 425 - RE/MAX Holdings, Inc. — *The Real Brokerage Inc. is a real estate technology-enabled brokerage platform operating in all 50 U.S. states and 6 Canadian provinces with over 34,000 agents, offering a proprietary transaction management platform (reZEN), AI-powered support (Leo CoPilot), and ancillary services including mortgage, title, and fintech offerings.* The Real Brokerage Inc. announced on April 27, 2026, an agreement to acquire RE/MAX Holdings, Inc. for $880 million in transaction value, valuing RE/MAX at approximately 7x fully synergized 2025 Adjusted EBITDA. The combination will unite Real's AI-powered brokerage platform with RE/MAX's iconic global brand and franchise network spanning 120+ countries and 145,000+ agents. The pro forma combined company is expected to generate approximately $2.3 billion in 2025 revenue and $157 million in Adjusted EBITDA, with approximately $30 million in identified annual run-rate cost synergies expected to be realized by end of 2027. The transaction is expected to close in the second half of 2026, subject to customary regulatory approvals and shareholder votes. https://www.sec.gov/Archives/edgar/data/1581091/0001104659-26-070595.txt - 2026-08-04 · 8-K (0001104659-26-090082): 8-K - RE/MAX Holdings, Inc. — *RE/MAX Holdings, Inc. is one of the world's leading franchisors in the real estate industry, franchising real estate brokerages globally under the RE/MAX brand and mortgage brokerages within the U.S. under the Motto Mortgage brand, with more than 145,000 agents in nearly 8,500 offices across more than 120 countries and territories.* RE/MAX Holdings, Inc. and The Real Brokerage Inc. announced on August 4, 2026, an upcoming deadline for RE/MAX Class A common stockholders to elect the form of consideration they wish to receive in the pending acquisition of RE/MAX by Real. The election deadline for stockholders of record is 5:00 p.m. New York City time on August 18, 2026. Shareholders who do not make an election will be deemed to have elected to receive 5.15 shares of Real REMAX Group Inc. stock (to be adjusted to 0.515 prior to closing to reflect Real's stock consolidation). The transaction will create a combined entity named Real REMAX Group Inc. https://www.sec.gov/Archives/edgar/data/1581091/0001104659-26-090082.txt - 2026-08-04 · 425 (0001104659-26-090083): 425 - RE/MAX Holdings, Inc. — *RE/MAX Holdings, Inc. is one of the world's leading franchisors in the real estate industry, franchising real estate brokerages globally under the RE/MAX brand and mortgage brokerages within the U.S. under the Motto Mortgage brand, with more than 145,000 agents in nearly 8,500 offices across more than 120 countries and territories.* RE/MAX Holdings, Inc. and The Real Brokerage Inc. announced on August 4, 2026, an election deadline of 5:00 p.m. New York City time on August 18, 2026, for RE/MAX Class A common stockholders to elect the form of consideration they wish to receive in the pending acquisition of RE/MAX by Real. Stockholders who do not make an election will be deemed to have elected to receive 5.15 shares of Real REMAX Group Inc. stock (to be adjusted to 0.515 prior to closing to reflect Real's stock consolidation). The transaction will create a combined entity named Real REMAX Group Inc. and is subject to customary closing conditions, including shareholder approval by both companies. https://www.sec.gov/Archives/edgar/data/1581091/0001104659-26-090083.txt - 2026-08-06 · 8-K (0001104659-26-092004): 8-K - RE/MAX Holdings, Inc. — *RE/MAX Holdings, Inc. is one of the world's leading franchisors in the real estate industry, franchising real estate brokerages globally under the REMAX brand and mortgage brokerages within the U.S. under the Motto Mortgage brand.* On April 26, 2026, RE/MAX Holdings, Inc. entered into a definitive Arrangement Agreement and Plan of Merger with The Real Brokerage Inc., under which Real will acquire RE/MAX Holdings to create Real REMAX Group Inc. RE/MAX Holdings shareholders may elect to receive either 5.15 shares of Real REMAX Group Inc. or $13.80 in cash per share, subject to proration such that aggregate cash proceeds will be between $60 million and $80 million. Real shareholders will receive 1 share of Real REMAX Group Inc. for each Real share held. The transaction is expected to close in the second half of 2026, subject to customary closing conditions and shareholder approval at special meetings scheduled for August 14, 2026. https://www.sec.gov/Archives/edgar/data/1581091/0001104659-26-092004.txt ## Citations - 0001104659-26-068990 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000110465926068990 - 0001104659-26-070595 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000110465926070595 - 0001104659-26-090082 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000110465926090082 - 0001104659-26-090083 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000110465926090083 - 0001104659-26-092004 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000110465926092004