AI filing briefs · archive

8-K filings in May 2026, explained

1,796 material Form 8-K filings that 1,448 companies we cover made with the SEC in May 2026, each read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). All of them were written later, when past filings were added: a selection, not every 8-K of the month (see the note below).

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Axiom Intelligence SPAC agrees to merge with Terra Quantum AG

Neutral m&a Written later 1.01

Axiom Intelligence Acquisition Corp 1 signed a Business Combination Agreement on May 25, 2026 with Swiss company Terra Quantum AG, which would combine the two companies through a series of mergers. The deal is subject to SPAC shareholder approval and other closing conditions, and it includes up to 75,000,000 additional earnout shares tied to share price targets.

  • Agreement signed May 25, 2026 with Terra Quantum AG, a Swiss company, and Markus Pflitsch as Shareholder Representative
  • Up to 50,000,000 Swiss HoldCo earnout shares and 25,000,000 management earnout shares, issuable on 30-day VWAP thresholds of $12.50, $15.00 and $17.50
  • Post-closing PubCo board to have seven directors, five designated by the Company and two by SPAC
  • Ward, the SPAC CEO, must pay the Company a $15,000,000 termination fee if SPAC terminates during the diligence period
Read the filing on SEC.gov ↗
CSGPCOSTAR GROUP, INC. May 29, 8:05 AM ET

CoStar Group to acquire Zonda for $800 million in cash

Neutral m&a Written later 1.017.01

CoStar Group agreed on May 28, 2026, through a subsidiary, to buy Zonda, a provider of new home construction data, homebuilder software and new home marketplaces, for $800 million in cash. The deal is expected to close in the second half of 2026, subject to regulatory approvals, and CoStar expects it to be accretive to adjusted EPS in the first full year of ownership.

  • Purchase price is $800 million in cash at closing, paid by a CoStar subsidiary under a Stock Purchase Agreement dated May 28, 2026
  • Closing is not subject to CoStar stockholder approval or a financing condition; it requires HSR and certain foreign regulatory clearances
  • Either party may terminate if the deal is not completed by May 28, 2027, subject to extension in certain circumstances
  • Zonda serves more than 3,000 customers and reports 104% net customer retention; the company expects the deal to be accretive to adjusted EPS in the first full year
Read the filing on SEC.gov ↗
ADSKAutodesk, Inc. May 28, 4:12 PM ET

Autodesk agrees to acquire MaintainX for about $3.575 billion in cash and debt financing

Neutral m&a Written later 1.017.01

Autodesk entered a merger agreement to buy MaintainX, a maintenance and operations software company, for approximately $3.575 billion, subject to customary adjustments. The deal is to be funded through cash on hand and debt, and closing requires U.S. antitrust clearance, with August 3, 2026 as the earliest closing date.

  • Aggregate consideration of approximately $3.575 billion, described in the press release as about $3.6 billion, all cash
  • Funding through cash on hand and debt, including a new 364-day term loan facility and possible revolving credit borrowings
  • Earliest closing date August 3, 2026; agreement can be terminated if not closed by November 28, 2026, subject to extensions
  • MaintainX expects more than $135 million of annualized recurring revenue for calendar year 2026, growth above 50 percent
Read the filing on SEC.gov ↗
APOGAPOGEE ENTERPRISES, INC. May 28, 2:03 PM ET

Apogee to acquire Kalwall for up to $115 million in cash

Neutral m&a Written later 1.017.01

Apogee Enterprises agreed on May 27, 2026 to acquire Keller Companies, which controls Kalwall and Structures Unlimited, for about $105 million in cash at closing plus up to $10 million in earn-out payments. The company expects the deal to close in its fiscal 2027 second quarter and plans to fund it with cash on hand and its existing credit facility, which matters to shareholders because it commits a large share of Apogee's available cash and borrowing capacity.

  • Cash at closing of about $105 million, with about $9.5 million placed in escrow; up to $10 million additional earn-out tied to KCI financial objectives
  • Press release expects Kalwall to contribute $85 million of revenue and an adjusted EBITDA margin of about 15% in the first 12 months, with a long-term margin target of 20%
  • Expected operational cost synergies of $4 million by the end of fiscal 2029; deal expected to be accretive to adjusted diluted EPS in the first year
  • Closing expected in fiscal 2027 second quarter; either party may terminate if closing has not occurred by August 1, 2026; no financing condition
Read the filing on SEC.gov ↗
BESSBimergen Energy Corp May 28, 9:28 AM ET

Bimergen unit contributes three battery storage projects to Cerberus-linked JV

Neutral m&a Written later 1.012.01

Bimergen Energy subsidiary Emergen Energy contributed 100% of its equity in three battery energy storage system project companies to FPU-BEC Development Topco, LLC, a joint venture affiliated with Cerberus Capital Management and its Frontier Power & Utilities platform, in exchange for a 7.5% equity stake in the JV and a $1,176,159.00 reimbursement payment. The agreements also provide for potential development fees and milestone payments of up to approximately $5.69 million, and the filing says the third project company must be acquired by Emergen within 15 business days or Emergen must make a capital contribution to the JV.

  • Emergen received 75 Class B Units, representing 7.5% of JV total outstanding equity, plus a $1,176,159.00 reimbursement payment due within 10 business days of signing
  • Two of the three project companies closed on May 21, 2026; the third is to close after Emergen acquires it, which must occur within 15 business days
  • Joint Development Agreement provides for potential payments of up to approximately $5.69 million, with certain payments due no later than July 15, 2026
  • Emergen separately acquired 100% of the membership interests in one project company under a Membership Interest Purchase Agreement for approximately $643,500, payable in milestone-based installments
Read the filing on SEC.gov ↗
MBCMasterBrand, Inc. May 28, 9:11 AM ET

MasterBrand completes American Woodmark merger and draws $375 million term loan

Neutral m&a Written later 2.012.035.027.01

MasterBrand completed its all-stock merger with American Woodmark on May 28, 2026, and American Woodmark is now a wholly owned subsidiary. MasterBrand drew the full $375 million Term Loan A, using about $367.5 million to repay American Woodmark's existing debt, and three former American Woodmark directors joined its board.

  • American Woodmark shareholders received 5.150 MasterBrand shares for each American Woodmark share.
  • Pre-closing MasterBrand shares represent about 63% of the combined company's shares outstanding.
  • The company expects about $90 million of annual run-rate cost synergies by the end of year three.
  • Andrew Cogan, Philip Fracassa and Daniel Hendrix joined the board; the annual meeting is June 4, 2026.
Read the filing on SEC.gov ↗
AXTAAxalta Coating Systems Ltd. May 28, 6:16 AM ET

Axalta amends AkzoNobel merger deal to add second merger step and tax structure changes

Neutral m&a Written later 1.01

On May 27, 2026, Axalta entered into Amendment No. 1 to its merger agreement with AkzoNobel, which changes how the combination would be structured. The amendment adds a second wholly owned AkzoNobel subsidiary and a second merger in which Axalta would merge into that subsidiary after the first merger, and it sets out how independent directors would join the combined company's board. The company says these changes are meant to optimize tax integration but do not change the tax consequences for Axalta shareholders.

  • Amendment No. 1 to the Merger Agreement was signed May 27, 2026, amending the original agreement dated November 18, 2025.
  • The amendment adds AkzoNobel Sub 2 and a Second Merger in which Axalta's surviving company merges into it, becoming a direct wholly owned AkzoNobel subsidiary.
  • Axalta says the changes do not alter the tax consequences of the transaction for Axalta shareholders.
  • A preliminary proxy statement/prospectus was filed with the SEC on May 27, 2026; a definitive version is to be mailed to shareholders when available.
Read the filing on SEC.gov ↗
UTLUNITIL CORP May 27, 4:30 PM ET

Unitil extends Aquarion acquisition deadline to June 30, 2026

Neutral m&a Written later 1.01

Unitil Corporation signed Amendment No. 3 on May 25, 2026, to its purchase agreement for Aquarion Water Authority's water utility subsidiaries. The amendment moves the agreement's termination date from May 25, 2026 to June 30, 2026, which is the third extension of that date. The filing does not describe other changes, so the deal's status and terms are otherwise unchanged.

  • Amendment No. 3 dated May 25, 2026 changes the Termination Date in Section 8.1(d) from May 25, 2026 to June 30, 2026.
  • The deal covers all outstanding shares of Aquarion Water Company of Massachusetts, Aquarion Water Company of New Hampshire, and Abenaki Water Co., Inc.
  • Prior amendments moved the date from January 23, 2026 to February 23, 2026, then to May 25, 2026.
  • Except for the termination date, the purchase agreement remains unchanged.
Read the filing on SEC.gov ↗

Cogent to sell 10 data center facilities to I Squared Capital affiliate for $225 million

Neutral m&a Written later 1.018.01

Cogent Communications Holdings, through its subsidiary Cogent Fiber, LLC, agreed on May 22, 2026 to sell 10 data center facilities, with certain personal property and customer contracts, to an affiliate of I Squared Capital for $225 million in cash. The company will guarantee certain obligations of the seller, and the sale is expected to close on the later of June 12, 2026 or after HSR antitrust approval, which shareholders can track against the November 18, 2026 termination date.

  • Purchase price is $225 million in cash for 10 facilities located in Phoenix, Anaheim, Burbank, Stockton, Atlanta, Chicago, Elkridge, Kansas City, Nashville and Houston.
  • Expected closing is the later of June 12, 2026 or expiration or termination of the Hart-Scott-Rodino waiting period.
  • Either party may terminate the agreement if the sale is not completed by November 18, 2026, subject to certain limitations.
  • Cogent agreed to guarantee certain obligations of the seller under the Purchase Agreement.
Read the filing on SEC.gov ↗

Mountain Lake Acquisition Corp. II says Terra Quantum deal exclusivity has expired

Neutral m&a Written later 8.01

Mountain Lake Acquisition Corp. II, a special purpose acquisition company, said the exclusivity provisions of its non-binding letter of intent with Terra Quantum AG have expired. The company may keep talking with Terra Quantum but can now also hold discussions with other potential merger partners.

  • Non-binding letter of intent with Terra Quantum AG was entered into in April 2026
  • Exclusivity provisions of the letter of intent have expired
  • MLAC II may now pursue discussions with other companies about a business combination
Read the filing on SEC.gov ↗
OCTVOctave Intelligence plc May 26, 6:02 AM ET

Octave Intelligence completes Hexagon spin-off and pays Hexagon $625 million

Neutral m&a Written later 1.012.034.015.028.01

Hexagon AB completed the distribution of all Octave Intelligence plc shares to Hexagon shareholders on May 22, 2026, and Octave began the process of listing its shares as an independent company. To fund a $625 million cash payment to Hexagon, Octave drew on new credit facilities, and the filing also discloses a change of auditor and two material weaknesses in internal controls.

  • Hexagon shareholders of record on May 22, 2026 received one Octave Class A share per ten Hexagon Class A shares and one Octave Class B share per ten Hexagon Class B shares; first regular-way trading of OCTV on Nasdaq New York is expected Ma
  • Octave fully drew its $350 million U.S. dollar term loan and €150 million euro term loan, and borrowed about $120 million and €25 million under its $500 million revolving facility
  • PricewaterhouseCoopers AB was dismissed and PricewaterhouseCoopers LLP was appointed for fiscal 2026; the filing cites two material weaknesses related to risk assessment, segregation of duties and IT general controls
  • Executive transaction bonuses include $950,000 for CEO Mattias Stenberg and $800,000 for CFO Benjamin Maslen
Read the filing on SEC.gov ↗
KTBKontoor Brands, Inc. May 21, 4:49 PM ET

Kontoor Brands to sell Lee business to Authentic Brands Group for up to $1 billion

Neutral m&a Written later 1.01

Kontoor Brands agreed to sell its Lee brand business to Authentic Brands Group for up to $1 billion, including $750 million at closing and a $250 million earnout tied to Lee's future performance. The company says it plans to use proceeds for increased share repurchases under its $750 million authorization and voluntary term loan payments, with closing expected in the second half of 2026 subject to regulatory approvals.

  • Up to $1 billion total: $750 million initial transaction value plus a $250 million earnout opportunity in future years
  • Proceeds anticipated for share repurchases under the $750 million authorization and voluntary term loan payments
  • Closing expected in the second half of 2026, subject to required regulatory approvals and customary closing conditions
  • Board of Directors unanimously approved the transaction; Morgan Stanley is financial advisor
Read the filing on SEC.gov ↗
VMRKVIVMARK RESIDENTIAL May 21, 7:11 AM ET

VivMark Residential 8-K describes Equity Residential-AvalonBay all-stock merger

Neutral m&a Written later 1.015.025.037.018.01

The filing reports a May 20, 2026 merger agreement under which AvalonBay Communities would combine with Equity Residential in an all-stock merger of equals. The filing names Equity Residential and AvalonBay throughout and does not mention VIVMARK RESIDENTIAL or ticker VMRK, so the filer identity should be verified before relying on this summary. For shareholders, the deal would convert each AvalonBay share into 2.793 Equity Residential shares, with closing expected in the second half of 2026.

  • Each AvalonBay common share would convert into 2.793 Equity Residential common shares at the effective time of the merger.
  • AvalonBay shareholders would own about 51.2% and Equity Residential shareholders about 48.8% of the combined company on a fully diluted basis.
  • Closing is expected in the second half of 2026, subject to shareholder approval by both companies and other customary conditions.
  • Stephen E. Sterrett would become chairman and Benjamin W. Schall would become chief executive officer of the combined company; Mark J. Parrell would retire at closing.
Read the filing on SEC.gov ↗
XPELXPEL, Inc. May 20, 8:45 AM ET

XPEL closes $60.4 million San Antonio property purchase, funded by $44.8 million loan

Neutral m&a Written later 1.012.012.037.01

XPEL completed the purchase of its San Antonio, Texas facility and adjoining properties on May 15, 2026, for approximately $60.4 million. The deal was funded by a $44.8 million PNC Bank loan that XPEL guaranteed and a $15.6 million equity contribution from the company, and it is part of a planned investment of about $110 million, which the company said it expects to fund mainly from cash flow and existing cash, with the company reaffirming its 2028 margin targets and anticipating minimal 2026 EPS impact excluding one-time costs.

  • Harvest Ventures Holding Company, a wholly-owned subsidiary, completed the acquisition of four San Antonio properties on May 15, 2026, for approximately $60.4 million.
  • Building Loan from PNC Bank: $44.8 million principal, 4.7% interest rate at closing, matures May 15, 2036, 25-year amortization.
  • XPEL guaranteed the Building Loan, and a Wells Fargo credit facility amendment permits equity investments of up to $18 million in Harvest and Harvest Industrial Corporation.
  • Company expects about $110 million total investment, within its previously communicated $75 million to $150 million range, and also acquired a manufacturing facility in China.
Read the filing on SEC.gov ↗
HWCHANCOCK WHITNEY CORP May 19, 5:27 PM ET

Hancock Whitney to acquire OFB Bancshares for $29.273 per share in cash

Neutral m&a Written later 1.01

On May 15, 2026, Hancock Whitney Corporation entered into a merger agreement to acquire OFB Bancshares, Inc., a Florida corporation whose banking subsidiary is One Florida Bank. OFB Bancshares shareholders would receive $29.273 per share in cash, and the transaction requires regulatory approvals and OFB Bancshares shareholder approval before closing. Because the deal is subject to conditions and approvals, its completion and terms remain uncertain for Hancock Whitney shareholders.

  • Cash consideration of $29.273 per OFB Bancshares common share, without interest.
  • Termination fee of $15 million payable by OFB Bancshares in certain circumstances tied to alternative business combination proposals.
  • Holders of about 23% of OFB Bancshares common stock agreed to vote in favor of the merger agreement.
  • Closing requires approval from the Federal Reserve, FDIC, Florida Office of Financial Regulation and Mississippi Department of Banking and Consumer Finance, plus OFB Bancshares shareholder approval.
Read the filing on SEC.gov ↗
ADIANALOG DEVICES INC May 19, 4:05 PM ET

Analog Devices to acquire Empower Semiconductor for $1.5 billion in cash

Neutral m&a Written later 7.01

Analog Devices agreed to buy Empower Semiconductor, a provider of integrated voltage regulators and power management solutions, in an all-cash deal valued at $1.5 billion. The transaction is expected to close in the second half of calendar 2026, subject to customary conditions and the expiration of the applicable Hart-Scott-Rodino antitrust waiting period.

  • Purchase price is $1.5 billion, paid in cash to Empower's stockholders
  • Expected closing in the second half of calendar year 2026, subject to customary conditions and HSR waiting period
  • Empower's silicon capacitors are already in production; its IVR programs are advancing with hyperscalers and AI silicon providers
  • Empower CEO Tim Phillips will continue leading IVR technology efforts at ADI after closing
Read the filing on SEC.gov ↗
NBIXNEUROCRINE BIOSCIENCES INC May 18, 9:04 AM ET

Neurocrine completes $2.9 billion Soleno Therapeutics acquisition

Neutral m&a Written later 1.012.012.037.01

Neurocrine Biosciences completed its acquisition of Soleno Therapeutics on May 18, 2026, through a $53.00 per share cash tender offer and merger. The deal adds VYKAT XR, a treatment for hyperphagia in Prader-Willi syndrome, to Neurocrine's commercial portfolio. The company funded the roughly $2.9 billion cash payment from cash on hand and also drew $600.0 million under a new $1.0 billion revolving credit facility.

  • Tender offer price of $53.00 per share in cash; 46,356,114 Soleno shares, about 88.9% of outstanding shares, were validly tendered by the May 15, 2026 expiration
  • Aggregate cash paid was approximately $2.9 billion plus fees and expenses, funded from Neurocrine's available cash on hand
  • New five-year, $1.0 billion senior secured revolving credit facility with JPMorgan Chase Bank, N.A. dated May 14, 2026; $600.0 million initial borrowing made on that date
  • Soleno common stock will no longer be listed or traded on the Nasdaq Capital Market as of May 18, 2026
Read the filing on SEC.gov ↗
LGNDLIGAND PHARMACEUTICALS INC May 18, 9:01 AM ET

Ligand amends XOMA Royalty merger agreement to add holding company HoldCo as a party

Neutral m&a Written later 1.01

Ligand Pharmaceuticals disclosed that on May 16, 2026 it, XOMA Royalty and its merger subsidiary signed Amendment No. 1 to the merger agreement first announced April 27, 2026. The amendment adds XOMA Royalty Holdings Corporation (HoldCo) as a party, which is tied to a holding company reorganization in which HoldCo would become a wholly owned Ligand subsidiary. The filing does not state a deal value or new terms beyond this change.

  • Merger Agreement with XOMA Royalty Corporation first entered into on April 27, 2026
  • Amendment No. 1 dated May 16, 2026 adds HoldCo as a party to the agreement
  • HoldCo will survive the merger as a wholly owned subsidiary of Ligand, following a holding company reorganization under Nevada law
  • XOMA Royalty stockholder approval and regulatory approvals are among the conditions to closing
Read the filing on SEC.gov ↗

NorthStar Earth & Space amends merger agreement with Viking Acquisition Corp. I

Neutral m&a Written later 1.01

On May 15, 2026, Viking Acquisition Corp. I, NorthStar Earth and Space Inc. and NewCo signed Amendment No. 1 to their April 16, 2026 Business Combination Agreement. The amendment changes the sequencing and mechanics of the transaction, including that Viking's public shares will be redeemed before Viking continues from the Cayman Islands to Canada and before Closing, and it clarifies the intended U.S. and Canadian tax treatment.

  • Original Business Combination Agreement signed April 16, 2026
  • Amendment No. 1 signed May 15, 2026 revises transaction steps, share and warrant conversions, and equity exchanges
  • Public shares of Viking to be redeemed before Viking's continuation to Canada and before Closing
  • Amendment filed as Exhibit 2.1; the filing does not state deal value or redemption amounts
Read the filing on SEC.gov ↗
NHCNATIONAL HEALTHCARE CORP May 15, 4:04 PM ET

National HealthCare to buy five nursing facilities for $50.5 million from affiliate

Neutral m&a Written later 1.01

NHC's subsidiary NHC/OP, L.P. agreed on May 14, 2026 to buy the land, buildings and other specified assets of five skilled nursing facilities (four in Tennessee, one in South Carolina) from National Health Corporation, an ESOP-owned affiliate that serves as NHC's administrative services contractor and holds about 6.6% of NHC's common stock. The closing is subject to financing Buyer determines it needs, government approval of operating license transfers, and other conditions, and there is no assurance the deal will close as described. The management agreements that NHC subsidiaries have with the seller will terminate at closing.

  • Purchase price is $50.5 million, subject to adjustments, payable at closing
  • Buyer's $750,000 deposit is due within three business days of May 14, 2026, and is refundable only if Buyer terminates during the inspection period
  • Inspection period ends on the earlier of June 16, 2026 or the closing date; closing is expected in the second quarter of 2026
  • $2.0 million of the price goes into a 12-month indemnification escrow after closing
Read the filing on SEC.gov ↗
SSPE.W. SCRIPPS Co May 15, 3:48 PM ET

Scripps completes station swap with Gray Media across five markets

Neutral m&a Written later 2.01

The E.W. Scripps Company closed its previously announced station swap with Gray Media on May 15, 2026. Scripps acquired four stations in Colorado and Idaho, and Gray acquired two stations in Michigan and Louisiana. The filing says the exchange was even, with no cash paid by either company, and it does not disclose a dollar value.

  • Closed May 15, 2026; the swap was first announced in July 2025.
  • Scripps acquired KKTV (CBS) in Colorado Springs, KKCO (NBC) and KJCT-LP (ABC) in Grand Junction, and KMVT (CBS) and KSVT-LD (Fox) in Twin Falls.
  • Gray acquired WSYM (Fox) in Lansing, Michigan, and KATC (ABC) in Lafayette, Louisiana.
  • Neither company paid cash consideration, and the filing gives no dollar value for the assets exchanged.
Read the filing on SEC.gov ↗
EMBCEmbecta Corp. May 15, 9:15 AM ET

Embecta completes Owen Mumford acquisition for £100 million upfront

Neutral m&a Written later 2.017.01

Embecta Corp. completed its acquisition of Owen Mumford Holdings Limited, a privately held UK maker of medical devices and drug-delivery technologies, on May 15, 2026. The company says the deal accelerates its shift into a broad-based medical supplies business and adds the Aidaptus next-generation auto-injector platform. The filing does not disclose Owen Mumford's financial results, and the required financial statements and pro forma information will be filed later by amendment.

  • Upfront cash payment of £100 million at closing, subject to customary adjustments including closing net cash.
  • Up to an additional £50 million payable on certain commercial milestones for Aidaptus sales through June 30, 2029.
  • Transaction completed May 15, 2026 under a Purchase Agreement dated March 19, 2026, with sellers including Mark Owen and Adam Mumford.
  • Financial statements and pro forma information to be filed by amendment within 71 calendar days of the Item 2.01 filing deadline.
Read the filing on SEC.gov ↗
BIIBBIOGEN INC. May 14, 8:31 AM ET

Biogen completes $41-per-share Apellis acquisition, funded by $2 billion term loan

Neutral m&a Written later 1.012.012.037.01

Biogen completed its acquisition of Apellis Pharmaceuticals on May 14, 2026, after about 82.4% of Apellis shares were tendered into its $41.00-per-share cash offer, plus one contingent value right per share worth up to $4.00 tied to SYFOVRE sales milestones. Biogen borrowed the full $2 billion under a new unsecured term loan on May 13, 2026, and used part of it to pay for the deal. Apellis's EMPAVELI and SYFOVRE products recorded $689 million in net product revenue in 2025, but the CVR payments depend on sales thresholds that may never be met.

  • Offer price: $41.00 per share in cash plus one CVR per share worth up to $4.00 in total
  • 105,687,831 Apellis shares validly tendered, about 82.4% of shares outstanding at expiration
  • $2 billion unsecured term loan: $1 billion due May 12, 2027 (Tranche A) and $1 billion due May 12, 2028 (Tranche B)
  • EMPAVELI and SYFOVRE recorded $689 million in combined net product revenue in 2025
Read the filing on SEC.gov ↗

Lincoln Educational to buy Melrose Park, IL campus property for $18.8 million

Neutral m&a Written later 1.01

Lincoln Technical Institute, a subsidiary of Lincoln Educational Services, agreed on May 12, 2026 to buy the real property it leases for its Melrose Park campus from Melrose Omni, LLC. The purchase price is $18.8 million, subject to adjustment under the agreement, and the parties anticipate closing on June 25, 2026. The deal converts a leased campus into owned real estate, but the filing does not describe its effect on financial results.

  • Purchase price of $18,800,000.00, subject to adjustment under the agreement
  • Property is 8315-8317 W. North Avenue, Melrose Park, IL, currently leased by the subsidiary for its campus
  • Anticipated closing date of June 25, 2026, subject to customary due diligence and closing conditions
Read the filing on SEC.gov ↗
ALGTAllegiant Travel CO May 13, 4:24 PM ET

Allegiant completes acquisition of Sun Country Airlines; board expands to eleven

Neutral m&a Written later 2.015.025.037.01

Allegiant Travel completed its acquisition of Sun Country Airlines on May 13, 2026, making Sun Country a wholly owned subsidiary. Each Sun Country share was converted into $4.10 in cash plus 0.1557 Allegiant shares. Allegiant expects about $140 million in annual synergies within three years of closing and says the deal should be accretive to earnings per share in the first full year after closing.

  • Acquisition closed May 13, 2026; Sun Country common stock has ceased trading on NASDAQ.
  • Each Sun Country share converted into $4.10 in cash and 0.1557 Allegiant common shares.
  • Allegiant's board expanded from eight to eleven directors; Jude Bricker, Jennifer Vogel and Thomas Kennedy joined.
  • Allegiant expects about $140 million in annual synergies within three years following closing and integration.
Read the filing on SEC.gov ↗
IRABIris Acquisition Corp II May 13, 4:01 PM ET

Iris Acquisition Corp II ends letter of intent with Freedom Metals Corporation

Neutral m&a Written later 8.01

Iris Acquisition Corp II told Freedom Metals Corporation on May 13, 2026 that it was terminating the non-binding letter of intent for a potential business combination, which had been announced March 9, 2026. The filing does not state a reason for the termination or describe any next steps for the company.

  • Non-binding letter of intent with Freedom Metals Corporation was announced March 9, 2026.
  • Registrant informed Freedom Metals on May 13, 2026 that it was terminating the letter of intent.
  • The filing does not give a reason for the termination and includes no financial figures.
Read the filing on SEC.gov ↗
HQIHireQuest, Inc. May 12, 4:17 PM ET

HireQuest proposes $105 million cash deal for TrueBlue's People-Ready on-demand unit

Neutral m&a Written later 7.01

HireQuest, Inc. said it submitted a proposal to TrueBlue's board to buy certain assets of the People-Ready segment, specifically the on-demand business, for $105 million in cash. The filing does not say whether TrueBlue will engage, and no agreement has been reached, but the proposal follows HireQuest's earlier 2025 offers for all of TrueBlue that the TrueBlue board rejected.

  • Proposal submitted May 12, 2026 to acquire certain People-Ready assets for $105 million in cash.
  • The proposal covers the on-demand portion of People-Ready and excludes the skilled and solar/renewable energy staffing segments.
  • HireQuest's 2025 offers for TrueBlue ranged from $7.50 to $12.30 per share and were rebuffed by TrueBlue's board.
  • HireQuest says the proposal represents $3.45 per share of TrueBlue stock, based on TrueBlue's most recent proxy statement.
Read the filing on SEC.gov ↗

Alpha & Omega Semiconductor completes $150 million sale of Chongqing venture stake

Neutral m&a Written later 2.01

On July 14, 2025, Alpha & Omega Semiconductor agreed to sell about 20.3% of the equity in its Chongqing, China power semiconductor joint venture to SIMIC Holdings Co., Ltd. The company received the final of four cash installments, totaling $150 million, on May 11, 2026, and the transaction was completed that day. The filing says the disposed interest was not significant under Regulation S-X, so no pro forma financial statements were provided.

  • Sold about 20.3% of the equity interest in the joint venture, which covers power semiconductor packaging, testing and 12-inch wafer fabrication in Chongqing, China.
  • Aggregate cash consideration of $150 million, paid in four installments; the last installment was received May 11, 2026.
  • Filing states the equity interest disposed of was not significant under Rule 11-01(b)(2) of Regulation S-X, and no pro forma financial statements are included.
Read the filing on SEC.gov ↗
DVNDEVON ENERGY CORP/DE May 7, 4:16 PM ET

Devon Energy completes all-stock Coterra merger; Coterra shares convert at 0.70 Devon shares

Neutral m&a Written later 2.015.025.037.01

Devon Energy completed its all-stock merger with Coterra Energy on May 7, 2026, converting each Coterra common share into the right to receive 0.70 Devon common shares. Devon shareholders will own about 54 percent of the combined company and former Coterra shareholders about 46 percent on a fully diluted basis, and Coterra stock will no longer trade on the NYSE. The filing also raises Devon's authorized common shares from 1,000,000,000 to 2,000,000,000 and changes the board and senior officers, which affects who oversees the combined company.

  • Each Coterra share converted into 0.70 Devon shares; Coterra stock will no longer be listed on the NYSE.
  • Devon holders own about 54 percent and former Coterra holders about 46 percent on a fully diluted basis.
  • Authorized Devon common shares increased from 1,000,000,000 to 2,000,000,000, effective May 7, 2026.
  • Shannon E. Young III became CFO and Thomas E. Jorden became non-executive Chair; the company targets $1 billion in annual pre-tax synergies by year-end 2027.
Read the filing on SEC.gov ↗
VSECVSE CORP May 7, 6:51 AM ET

VSE completes $2.025 billion acquisition of Precision Aviation Group

Neutral m&a Written later 1.012.012.037.01

On May 5, 2026, VSE completed its acquisition of Precision Aviation Group (PAG) for up-front consideration of $2.025 billion, with up to an additional $125 million contingent on PAG's 2026 profitability. VSE funded part of the deal with a new $900 million term loan and increased its revolving credit facility, so shareholders will see the acquisition add both scale and debt. The filing does not report combined results, so the effect on per-share earnings is not yet quantified.

  • Closed May 5, 2026: $1.75 billion in cash plus about $275 million in Class B shares exchangeable one-for-one into VSE common stock
  • Up to $125 million earnout tied to PAG's 2026 profitability, payable in cash, VSE common stock or both at VSE's discretion
  • New $900 million senior secured term loan B maturing May 5, 2033; revolver increased from $400 million to $500 million, maturing May 2, 2030
  • Press release says the acquisition increases VSE revenue by about 50% on a pro forma 2025 basis
Read the filing on SEC.gov ↗
MSAMSA Safety Inc May 5, 8:45 AM ET

MSA Safety to buy Autronica for $555 million in cash, subject to regulatory approvals

Neutral m&a Written later 1.017.01

MSA Safety agreed on May 5, 2026, to acquire Autronica, a Norway-based maker of fire and gas detection and alarm systems, for approximately $555 million in cash. The company says the deal adds a fire and gas systems business and is expected to be accretive to adjusted EPS in the first full year of ownership, but closing depends on Norwegian and Danish regulatory conditions and is expected in the third quarter of 2026.

  • Purchase price is approximately $555 million in cash, funded by cash on hand and borrowings under MSA's existing credit facility
  • Autronica recorded approximately $160 million in 2025 sales with an adjusted EBITDA margin of approximately 20%
  • Closing is expected in the third quarter of 2026, subject to Norwegian National Security Act and Danish foreign direct investment conditions
  • Autronica employs approximately 500 people globally and was founded in 1957
Read the filing on SEC.gov ↗

Helix sells Shallow Water Abandonment unit to Chouest Group for $107.5 million

Neutral m&a Written later 1.017.01

Helix Energy Solutions Group, through subsidiary Helix Alliance Decom, sold all equity interests in its Gulf of America Shallow Water Abandonment business, called Alliance, to C-Dive, L.L.C. for $107.5 million in cash, subject to customary post-closing adjustments. The sale was signed and closed on May 1, 2026, and the filing says it supports Helix's focus on deepwater operations while it pursues a combination with Hornbeck Offshore Services. The filing does not report the business's revenue, profit, or the effect on Helix's financial results.

  • Sale price: $107.5 million cash at closing, subject to customary post-closing adjustments
  • Equity Purchase Agreement and closing both dated May 1, 2026; buyer is C-Dive, L.L.C., part of the Chouest Group
  • Alliance companies released as guarantors under the December 1, 2023 indenture with The Bank of New York Mellon Trust Company, N.A.
  • Helix separately announced a definitive agreement to combine with Hornbeck Offshore Services
Read the filing on SEC.gov ↗
HUBBHUBBELL INC May 4, 4:30 PM ET

Hubbell to buy NSI Industries for $3.0 billion in cash

Neutral m&a Written later 1.017.018.01

On May 1, 2026, Hubbell agreed to acquire NSI Industries, a maker of electrical fittings, connectors and wire management products, for $3.0 billion in cash, subject to customary adjustments. Hubbell plans to fund the deal with cash on hand and debt, and the closing depends on regulatory clearance and other conditions. For shareholders, the deal is large relative to Hubbell's $5.8 billion of 2025 revenue, and the company expects it to be accretive to adjusted EPS in 2026.

  • Purchase price is $3.0 billion in cash, which the press release says represents about 15.5 times NSI's anticipated 2026 EBITDA.
  • NSI anticipates 2026 revenue of approximately $570 million; Hubbell expects the acquisition to be accretive to adjusted EPS in 2026.
  • Commitment letter dated May 1, 2026 with JPMorgan Chase, Bank of America and HSBC provides up to $2.8 billion of senior unsecured bridge loans.
  • Hubbell would pay a $150 million termination fee if the deal ends for failure to obtain antitrust approvals; the closing cannot occur before May 31, 2026 without Hubbell's consent.
Read the filing on SEC.gov ↗
AXAxos Financial, Inc. May 4, 8:31 AM ET

Axos Financial completes $2.3 billion Jenius Bank consumer deposit acquisition

Neutral m&a Written later 2.01

On May 2, 2026, Axos Bank completed its acquisition of all United States consumer deposits of Jenius Bank, a digital banking business of SMBC MANUBANK, under a purchase and assumption agreement dated February 12, 2026. The bank acquired about $2.3 billion of deposits and received cash, less a negotiated premium. The filing does not state the premium amount or the effect on Axos's financial results.

  • Deal closed May 2, 2026, with about $2.3 billion of Jenius Bank deposits acquired
  • Seller is SMBC MANUBANK, parent of the Jenius Bank digital banking business
  • Agreement dated February 12, 2026, was filed as Exhibit 99.1 to an earlier 8-K on the same date
Read the filing on SEC.gov ↗
GNLGlobal Net Lease, Inc. May 4, 6:15 AM ET

Global Net Lease to acquire Modiv Industrial in $535 million all-stock deal

Neutral m&a Written later 1.013.027.01

On May 3, 2026, Global Net Lease (NYSE: GNL) signed a merger agreement to acquire Modiv Industrial (NYSE: MDV) in an all-stock transaction with an enterprise value of approximately $535 million. The deal requires approval by Modiv stockholders but no GNL stockholder vote, and it is expected to close in the third quarter of 2026. GNL says the deal would be immediately 4% accretive to AFFO per share and leverage-neutral, and existing GNL stockholders are expected to own about 89% of the combined company.

  • Each Modiv common share converts into 1.975 GNL common shares; Modiv Series A preferred holders receive $25.00 in cash plus accrued dividends.
  • GNL expects an immediate 4% accretion to AFFO per share and about $6 million of annual identified synergies.
  • Expected closing in the third quarter of 2026; the Outside Date is February 3, 2027.
  • Termination fees are $10 million payable by Modiv in certain cases and $15 million payable by the non-terminating party after a material uncured breach.
Read the filing on SEC.gov ↗
BPACBlueport Acquisition Ltd May 1, 8:54 PM ET

Blueport Acquisition signs $1.2 billion all-stock merger deal with SingAuto

Neutral m&a Written later 1.017.01

Blueport Acquisition Ltd, a blank check company listed on Nasdaq as BPAC, signed a merger agreement with SingAuto Inc., a Singapore-based maker of refrigerated electric commercial vehicles for cold-chain logistics. SingAuto shareholders would receive $1.2 billion of stock, and the combined company would be a new publicly listed holding company. The deal is expected to close by the end of 2026, subject to shareholder, SEC and Nasdaq approvals, and the companies state that closing is not assured.

  • SingAuto shareholders would receive 120,000,000 PubCo ordinary shares valued at $10.00 per share, for total consideration of $1.2 billion paid entirely in stock.
  • Blueport would reincorporate into NeoCryo Inc., and at least one business day later NeoCryo Merger Sub would merge into SingAuto, with SingAuto becoming a wholly owned subsidiary.
  • Closing is expected by the end of 2026, subject to approval by both companies' shareholders, SEC review of the proxy statement and prospectus, and Nasdaq listing approval.
  • SingAuto Chairman and CEO Yuqiang Liu is expected to continue to lead PubCo after closing, and Blueport public shareholders may have their shares redeemed in connection with the shareholder vote.
Read the filing on SEC.gov ↗

GalaxyEdge Acquisition signs merger deal with Rongcheng at $350 million valuation

Neutral m&a Written later 1.017.01

On May 1, 2026, GalaxyEdge Acquisition Corporation, a special purpose acquisition company, entered into a merger agreement with Rongcheng Group Limited, an integrated waste sorting service provider. Under the agreement, Rongcheng shareholders would receive 35,000,000 ordinary shares of the publicly traded Purchaser, valued at $10.00 per share, based on a pre-money equity valuation of $350 million for Rongcheng. The deal is not complete and requires shareholder approvals, SEC effectiveness of a registration statement, and NYSE listing approval.

  • Rongcheng shareholders to receive 35,000,000 Purchaser ordinary shares, valued at $10.00 per share
  • Agreed pre-money equity valuation of Rongcheng: $350 million
  • Closing conditions include approval by GalaxyEdge and Rongcheng shareholders, SEC effectiveness of the registration statement, and NYSE listing approval
  • Purchaser board expected to have five directors: one designated by GalaxyEdge and four by Rongcheng
Read the filing on SEC.gov ↗
LAZLazard, Inc. May 1, 4:27 PM ET

Lazard to acquire Campbell Lutyens for $575 million, part payable in common stock

Neutral m&a Written later 1.013.027.01

Lazard, Inc. agreed to acquire all issued share capital of Campbell Lutyens Holdings Limited under a Sale and Purchase Agreement dated April 30, 2026, with total transaction consideration of $575 million. The company said part of the consideration will be paid in Lazard common stock, which will be issued in an unregistered sale, and that the deal is expected to be accretive to 2027 earnings and thereafter; closing is expected in the second half of 2026, subject to regulatory approvals.

  • Total transaction consideration of $575 million: $460 million initial and $115 million deferred
  • Up to $85 million additional consideration tied to defined performance criteria over a multi-year period
  • Stock makes up part of the consideration, and a material portion of the stock is subject to a lock-up of up to 3 years
  • Expected to close in the second half of 2026, subject to regulatory approvals and other customary closing conditions
Read the filing on SEC.gov ↗

Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.

Briefs marked “Written later” were written in November 2026 for filings that were by then more than three weeks old, so months before mid-October 2026 hold a selection: every material 8-K of the past year for the 100 largest companies we cover and the last 15 important 8-Ks of every other one. Briefs the number check holds back are not shown or counted. Also: the last 45 days, briefs by company, A–Z and the live SEC filings wire.