OLAPLEX HOLDINGS, INC. 8-K

What Happened Olaplex Holdings, Inc. announced the closing of a merger effective July 7, 2026. At the Effective Time each outstanding share of Olaplex common stock was converted into the right to receive $2.06 in cash, and the company became a wholly owned subsidiary of the buyer (total equity value about $1.4 billion). In connection with the closing Olaplex repaid and terminated its Credit Agreement, paying approximately $357.6 million and incurring no early termination penalties; related security interests and liens were released. The company notified Nasdaq and requested delisting; trading in the common stock ceased prior to market open on July 7, 2026.

Key Details

• Per‑share consideration: $2.06 cash per outstanding share, payable net of required tax withholdings.
• Equity awards: outstanding stock options and RSUs were cancelled or converted to cash — vested and unvested RSUs paid at $2.06/share; options paid only for the extent (if any) Merger Consideration exceeded the option exercise price (options with exercise price ≥ $2.06 were canceled for no consideration).
• Debt: ~ $357.6 million repaid in full under the Feb. 23, 2022 Credit Agreement; borrower and holding companies released from liens; no early‑termination fees.
• Corporate actions: requested Nasdaq delisting and intended termination of SEC registration/reporting; several directors stepped down and four directors (Amanda Baldwin, John Duffy, Melisa Gill, Martijn de Regt) were appointed; the company’s equity incentive plans were terminated and the 2026 annual meeting (scheduled July 9) was canceled.

Why It Matters For ordinary shareholders, this filing means Olaplex common stock was cashed out at $2.06 per share and is no longer traded on Nasdaq; holders’ remaining rights are limited to the cash consideration described. Employees or holders of options/RSUs received cash treatment (or cancellation if underwater), so future equity upside in public Olaplex shares is eliminated. The company is now privately owned by the buyer (change in control) and will seek to end its public reporting obligations, which reduces transparency for former public investors. The repayment and termination of the credit facility removes that debt from the company’s balance sheet.