13D Filings
E2open Parent Holdings, Inc.
Amendment
Ownership

9.40%

Total Shares

29,248,151

Issuer CIK

1800347

CUSIP

29788T103

Event Date

May 24, 2025

Accepted

May 27, 2025, 10:10 AM

Reporting Persons (4)
Joint Filing

This is a joint filing. The reported shares may overlap between reporting persons and should not be summed.

NameType% of ClassAggregateSole VotingShared Voting
Temasek Holdings (Private) Limited
Holding Company
9.40%29,248,151029,248,151
Temasek Capital (Private) Limited
Holding Company
9.40%29,248,151029,248,151
Seletar Investments Pte. Ltd.
Holding Company
9.40%29,248,151029,248,151
Aranda Investments Pte. Ltd.
Holding Company
9.40%29,248,151029,248,151
Disclosure Items (5)

Security Title

Common Stock, $0.0001 par value per share

Issuer Name

E2open Parent Holdings, Inc.

Issuer Address

14135 Midway Road, Suite G300, Addison, TX, 75001

Item 4 of the Schedule 13D is hereby amended and supplemented as follows: Agreement and Plan of Merger On May 25, 2025, the Issuer entered into an Agreement and Plan of Merger (the "Merger Agreement") with WiseTech Global Limited, an Australian public company limited by shares ("Parent"), Emerald Parent Merger Sub Corp., a Delaware corporation and a wholly owned Subsidiary of Parent ("Company Merger Sub"), Emerald Holdings Merger Sub LLC, a Delaware limited liability company and a wholly owned Subsidiary of Parent ("Holdings Merger Sub"), the Issuer and E2Open Holdings, LLC, a Delaware limited liability company ("Holdings"). The Merger Agreement provides that, upon the terms and subject to the conditions set forth therein, (i) Holdings Merger Sub will be merged with and into Holdings, with Holdings being the surviving company, collectively owned, directly or indirectly, by Parent (the "Holdings Merger"), (ii) immediately following consummation of the Holdings Merger, Company Merger Sub will be merged with and into the Issuer, with the Issuer being the surviving company and a wholly-owned subsidiary of Parent (the "Company Merger", and together with the Holdings Merger, the "Mergers"). The Merger Agreement contains customary representations, warranties and covenants for a transaction of this type. Following the execution of the Merger Agreement, Aranda Investments and certain other stockholders of the Issuer executed and delivered to the Issuer a written consent (the "Written Consent") approving and adopting the Merger Agreement and the transactions contemplated thereby, including the Mergers. As a result of the execution and delivery of the Written Consent, the holders of at least a majority of the outstanding shares of Class A Common Stock and Class V Common Stock (voting as a single class) thereon have adopted and approved the Merger Agreement. The foregoing description of the Merger Agreement does not purport to be complete and is qualified in its entirety by reference to the Merger Agreement, which is incorporated by reference as Exhibit 99.2 to this Amendment No. 1 and is hereby incorporated into this Item 4 by reference.

Percentage of Class

Item 5(a) of the Schedule 13D is hereby amended and restated in its entirety to read as follows: The ownership percentages set forth below are based on 310,168,075 shares of Class A Common Stock, outstanding as of April 25, 2025, as reported by the Issuer in its Annual Report on Form 10-K for the fiscal year ended February 28, 2025 filed with the Securities and Exchange Commission on April 29, 2025. Of this amount, 29,248,151 shares were held by Aranda Investments, or approximately 9.4 percent of the Issuer's total outstanding Class A Common Stock.

Number of Shares

Item 5(b) of the Schedule 13D is hereby amended and restated in its entirety to read as follows: Aranda Investments is a direct wholly-owned subsidiary of Seletar Investments. Seletar Investments is a direct wholly-owned subsidiary of Temasek Capital, which in turn is a direct wholly-owned subsidiary of Temasek. Seletar Investments, Temasek Capital and Temasek may therefore be deemed to have or share beneficial ownership of the 29,248,151 shares of Class A Common Stock held by Aranda Investments.

Transactions

Item 5(c) of the Schedule 13D is hereby amended and restated in its entirety to read as follows: None of the Reporting Persons has engaged in any transaction in any shares of Class A Common Stock during the past sixty days. To the knowledge of the Reporting Persons, there have been no transactions by any director or executive officer of any of the Reporting Persons in any shares of Class A Common Stock during the past sixty days.

Shareholders

Item 5(d) of the Schedule 13D is hereby amended and restated in its entirety to read as follows: Not applicable.

Date of 5% Ownership

Item 5(e) of the Schedule 13D is hereby amended and restated in its entirety to read as follows: Not applicable.

The information set forth in Item 4 above is hereby incorporated herein by reference.

99.1 Joint Filing Agreement by and among the Reporting Persons (incorporated by reference to Exhibit 99.1 of the Schedule 13D filed by the Reporting Persons with the SEC on September 10, 2021). 99.2 Agreement and Plan of Merger, dated as of May 25, 2025, by and among WiseTech Global Limited, Emerald Parent Merger Sub Corp., Emerald Holdings Merger Sub LLC, E2Open Parent Holdings, Inc. and E2Open Holdings, LLC (incorporated by reference to Exhibit 2.1 to the Current Report on Form 8-K of the Issuer reporting events that occurred on May 25, 2025). 99.3 Schedule A

E2open Parent Holdings, Inc. — Schedule 13D | 13D Filings