Douglas Elliman Inc. (DOUG): M&A transaction — Douglas Elliman sells property management unit for $85M, redeems $95M convertible notes, expects >$75M after-tax gain

Douglas Elliman Inc.

Sold DEPM (co-op/condo/rental management in NY & TX) to PMG Holdings for $85M base purchase price, closed Oct 24, 2025.
Repaid and redeemed all $50M face-value senior secured convertible notes for $95M (incl. ~$1.4M accrued interest).
Company expects to record more than a $75M after-tax gain in Q4 2025 from the sale and note redemption.
Post-transaction unrestricted cash and cash equivalents of approximately $130M; pro forma net loss improves vs. historical.
David K. Chene (KLIM-designated director) resigned immediately after closing, not due to any disagreement.

item 1.01 item 8.01 item 2.01 item 5.02 item 9.01

Key facts

Extracted from this filing and checked against the source text.

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

Douglas Elliman Inc. completed a disposition involving PMG Holdings, Inc. for $85 million (closed 2025-10-24).

Action: disposition
Counterparty: PMG Holdings, Inc.
Consideration: $85 million
Closing: 2025-10-24

Exact text from the filing

to the Equity Purchase Agreement, DER agreed to sell, transfer, assign and convey to the Purchaser all of the equity interests in DEPM in exchange for a base purchase price of $85 million, subject to customary adjustments for cash, indebtedness, transaction expenses and working capital amounts at Closing. In connection with the DEPM Sale and the redemption of the

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Douglas Elliman Inc. filing history →

Source: SEC EDGAR

accession 0001878897-25-000060

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