{"filing":{"accession_number":"0001193125-26-303283","cik":"0001579214","ticker":"EEX","company_name":"Emerald Holding, Inc.","form":"8-K","filing_date":"2026-07-14","report_date":null,"primary_document":"d101061d8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1579214/000119312526303283/d101061d8k.htm"},"events":[{"id":17897,"run_id":16056,"accession_number":"0001193125-26-303283","anchor_item_number":"2.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"summary":"Apollo-managed funds completed the acquisition of Emerald Holding, Inc. on July 14, 2026, for $5.03 per share in cash, resulting in a change of control and the cessation of Emerald's NYSE trading. The transaction also included the acquisition of Questex, LLC, creating a combined B2B experiential events and media platform, with Emerald becoming a wholly-owned subsidiary and its board members ceasing service.","company_name":"Emerald Holding, Inc.","ticker":"EEX","filing_date":"2026-07-14","form":"8-K","submitted_at":null,"items":[{"id":16535,"accession_number":"0001193125-26-303283","item_number":"1.02","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The filing discloses the completion of Apollo Funds' acquisition of Emerald Holding, Inc., which constitutes a material change of control. The Item 1.02 section documents termination of material agreements (Registration Rights Agreements and Credit Agreement) in connection with the transaction's consummation. The press release confirms the acquisition closed on July 14, 2026, with Emerald's stock ceasing NYSE trading and stockholders receiving $5.03 per share in cash, representing a fundamental change in the company's ownership and control structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-14T20:41:09.164140+00:00","company_name":"","ticker":null,"filing_date":""},{"id":16536,"accession_number":"0001193125-26-303283","item_number":"2.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.99,"reasoning":"This Item 2.01 discloses the completion of a material acquisition of Emerald Holding by Apollo-managed funds. The prose explicitly states that \"each share of Emerald Common Stock...were cancelled and converted into the right to receive $5.03 per share in cash,\" and the press release confirms \"Apollo-managed funds have completed the acquisitions of Emerald Holding, Inc.\" with Emerald's stock ceasing to trade on the NYSE. This is a change of control transaction materially affecting the registrant's existence and ownership.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-14T20:41:09.164140+00:00","company_name":"","ticker":null,"filing_date":""},{"id":16537,"accession_number":"0001193125-26-303283","item_number":"3.01","item_title":null,"event_type":"delisting_risk","event_domain":"terminal","is_material":true,"confidence":0.95,"reasoning":"Item 3.01 discloses that Emerald notified the NYSE on July 14, 2026 of the consummation of a transaction and requested suspension and delisting of Emerald Common Stock from the NYSE, with trading suspended prior to market open on that date. The company also intends to file Form 15 to terminate registration under Section 12(g) of the Exchange Act. The press release confirms completion of Apollo Funds' acquisition of Emerald at $5.03 per share in cash, resulting in the cessation of trading and delisting from NYSE.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-14T20:41:09.164140+00:00","company_name":"","ticker":null,"filing_date":""},{"id":16538,"accession_number":"0001193125-26-303283","item_number":"3.03","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"Item 3.03 discloses the completion of Apollo Funds' acquisition of Emerald Holding, Inc., with Emerald common stock ceasing to trade on NYSE and stockholders receiving $5.03 per share in cash. The filing explicitly references Items 2.01 and 5.01 (material acquisition and changes in control), and the press release confirms the transaction's consummation, making this a completed material acquisition and change of control event.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-14T20:41:09.164140+00:00","company_name":"","ticker":null,"filing_date":""},{"id":16539,"accession_number":"0001193125-26-303283","item_number":"5.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"Item 5.01 discloses completion of a change of control transaction in which Apollo-managed funds acquired Emerald Holding, Inc., making Emerald a wholly-owned subsidiary. The press release confirms the transaction has been consummated, Emerald's stock has ceased trading on NYSE, and stockholders are receiving $5.03 per share in cash. This is a material acquisition and change of control event.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-14T20:41:09.164140+00:00","company_name":"","ticker":null,"filing_date":""},{"id":16540,"accession_number":"0001193125-26-303283","item_number":"5.02","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The Item 5.02 disclosure incorporates Item 2.01 by reference and describes the completion of a merger in which Apollo-managed funds acquired Emerald and Questex. The filing announces the effective time of the transaction, the cessation of all board members' service, and the transition of the CEO (Hervé Sedky) to senior advisor with Paul Miller (Questex CEO) assuming leadership of the combined company. While Item 5.02 typically covers executive changes, the central event here is the completion of a material acquisition and change of control, with the executive transitions being consequences of that M\u0026A activity. The press release confirms \"Apollo-managed funds have completed the acquisitions of Emerald Holding, Inc. and Questex\" and notes that \"Emerald's common stock has ceased trading and will no longer be listed on the New York Stock Exchange,\" with stockholders receiving $5.03 per share in cash.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-14T20:41:09.164140+00:00","company_name":"","ticker":null,"filing_date":""},{"id":16541,"accession_number":"0001193125-26-303283","item_number":"5.03","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"Item 5.03 discloses amendments to Emerald's certificate of incorporation and bylaws \"at the Effective Time\" of a merger agreement, and the supplemental press release confirms completion of Apollo Funds' acquisition of Emerald and Questex. The filing explicitly states \"Emerald's common stock has ceased trading and will no longer be listed on the New York Stock Exchange\" with stockholders receiving $5.03 per share in cash, constituting a completed change of control transaction material to investors.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-14T20:41:09.164140+00:00","company_name":"","ticker":null,"filing_date":""},{"id":16542,"accession_number":"0001193125-26-303283","item_number":"8.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"The filing announces completion of Apollo Funds' acquisitions of Emerald Holding, Inc. and Questex, LLC, creating a combined B2B experiential events and media platform. The press release explicitly states \"Apollo-managed funds have completed the acquisitions\" and notes that \"Emerald's common stock has ceased trading and will no longer be listed on the New York Stock Exchange\" with stockholders receiving $5.03 per share in cash. This is a material change of control transaction requiring disclosure under Item 1.01 or 2.01 of Form 8-K.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-14T20:41:09.164140+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":16535,"accession_number":"0001193125-26-303283","item_number":"1.02","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The filing discloses the completion of Apollo Funds' acquisition of Emerald Holding, Inc., which constitutes a material change of control. The Item 1.02 section documents termination of material agreements (Registration Rights Agreements and Credit Agreement) in connection with the transaction's consummation. The press release confirms the acquisition closed on July 14, 2026, with Emerald's stock ceasing NYSE trading and stockholders receiving $5.03 per share in cash, representing a fundamental change in the company's ownership and control structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-14T20:41:09.164140+00:00","company_name":"Emerald Holding, Inc.","ticker":"EEX","filing_date":"2026-07-14"},{"id":16536,"accession_number":"0001193125-26-303283","item_number":"2.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.99,"reasoning":"This Item 2.01 discloses the completion of a material acquisition of Emerald Holding by Apollo-managed funds. The prose explicitly states that \"each share of Emerald Common Stock...were cancelled and converted into the right to receive $5.03 per share in cash,\" and the press release confirms \"Apollo-managed funds have completed the acquisitions of Emerald Holding, Inc.\" with Emerald's stock ceasing to trade on the NYSE. This is a change of control transaction materially affecting the registrant's existence and ownership.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-14T20:41:09.164140+00:00","company_name":"Emerald Holding, Inc.","ticker":"EEX","filing_date":"2026-07-14"},{"id":16537,"accession_number":"0001193125-26-303283","item_number":"3.01","item_title":null,"event_type":"delisting_risk","event_domain":"terminal","is_material":true,"confidence":0.95,"reasoning":"Item 3.01 discloses that Emerald notified the NYSE on July 14, 2026 of the consummation of a transaction and requested suspension and delisting of Emerald Common Stock from the NYSE, with trading suspended prior to market open on that date. The company also intends to file Form 15 to terminate registration under Section 12(g) of the Exchange Act. The press release confirms completion of Apollo Funds' acquisition of Emerald at $5.03 per share in cash, resulting in the cessation of trading and delisting from NYSE.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-14T20:41:09.164140+00:00","company_name":"Emerald Holding, Inc.","ticker":"EEX","filing_date":"2026-07-14"},{"id":16538,"accession_number":"0001193125-26-303283","item_number":"3.03","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"Item 3.03 discloses the completion of Apollo Funds' acquisition of Emerald Holding, Inc., with Emerald common stock ceasing to trade on NYSE and stockholders receiving $5.03 per share in cash. The filing explicitly references Items 2.01 and 5.01 (material acquisition and changes in control), and the press release confirms the transaction's consummation, making this a completed material acquisition and change of control event.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-14T20:41:09.164140+00:00","company_name":"Emerald Holding, Inc.","ticker":"EEX","filing_date":"2026-07-14"},{"id":16539,"accession_number":"0001193125-26-303283","item_number":"5.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"Item 5.01 discloses completion of a change of control transaction in which Apollo-managed funds acquired Emerald Holding, Inc., making Emerald a wholly-owned subsidiary. The press release confirms the transaction has been consummated, Emerald's stock has ceased trading on NYSE, and stockholders are receiving $5.03 per share in cash. This is a material acquisition and change of control event.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-14T20:41:09.164140+00:00","company_name":"Emerald Holding, Inc.","ticker":"EEX","filing_date":"2026-07-14"},{"id":16540,"accession_number":"0001193125-26-303283","item_number":"5.02","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The Item 5.02 disclosure incorporates Item 2.01 by reference and describes the completion of a merger in which Apollo-managed funds acquired Emerald and Questex. The filing announces the effective time of the transaction, the cessation of all board members' service, and the transition of the CEO (Hervé Sedky) to senior advisor with Paul Miller (Questex CEO) assuming leadership of the combined company. While Item 5.02 typically covers executive changes, the central event here is the completion of a material acquisition and change of control, with the executive transitions being consequences of that M\u0026A activity. The press release confirms \"Apollo-managed funds have completed the acquisitions of Emerald Holding, Inc. and Questex\" and notes that \"Emerald's common stock has ceased trading and will no longer be listed on the New York Stock Exchange,\" with stockholders receiving $5.03 per share in cash.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-14T20:41:09.164140+00:00","company_name":"Emerald Holding, Inc.","ticker":"EEX","filing_date":"2026-07-14"},{"id":16541,"accession_number":"0001193125-26-303283","item_number":"5.03","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"Item 5.03 discloses amendments to Emerald's certificate of incorporation and bylaws \"at the Effective Time\" of a merger agreement, and the supplemental press release confirms completion of Apollo Funds' acquisition of Emerald and Questex. The filing explicitly states \"Emerald's common stock has ceased trading and will no longer be listed on the New York Stock Exchange\" with stockholders receiving $5.03 per share in cash, constituting a completed change of control transaction material to investors.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-14T20:41:09.164140+00:00","company_name":"Emerald Holding, Inc.","ticker":"EEX","filing_date":"2026-07-14"},{"id":16542,"accession_number":"0001193125-26-303283","item_number":"8.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"The filing announces completion of Apollo Funds' acquisitions of Emerald Holding, Inc. and Questex, LLC, creating a combined B2B experiential events and media platform. The press release explicitly states \"Apollo-managed funds have completed the acquisitions\" and notes that \"Emerald's common stock has ceased trading and will no longer be listed on the New York Stock Exchange\" with stockholders receiving $5.03 per share in cash. This is a material change of control transaction requiring disclosure under Item 1.01 or 2.01 of Form 8-K.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-14T20:41:09.164140+00:00","company_name":"Emerald Holding, Inc.","ticker":"EEX","filing_date":"2026-07-14"}]}
