US Merger & Acquisition SEC Filings — May 07, 2026

07-05-2026

Carnival PLC filed an 8-K on 2026-05-07 disclosing the termination of a material definitive agreement (Item 1.02), completion of an acquisition or disposition of assets (Item 2.01), notice of delisting or failure to satisfy listing standards (Item 3.01), unregistered sales of equity securities (Item 3.02), material modifications to rights of security holders (Item 3.03), changes in control of the registrant (Item 5.01), and amendments to articles of incorporation or bylaws (Item 5.03), along with Regulation FD disclosure (Item 7.01) and financial statements/exhibits (Item 9.01). No specific details on transaction parties, structure, valuation, or financial impacts are disclosed. These events indicate a significant corporate restructuring, potentially involving a change in ownership or going private, but lack of quantitative metrics prevents assessment of positive or negative impacts.

07-05-2026

VSE Corporation completed the acquisition of Precision Aviation Group (PAG) for $2.025 billion in cash and equity, plus up to $125 million contingent earnout, expected to increase VSE's revenue by ~50% on a pro forma 2025 basis and be immediately accretive to Adjusted EBITDA margins. The combination creates a scaled aviation aftermarket platform with 61 locations across 8 countries, including 48 repair facilities and 11 distribution centers. No current quantitative declines or flat metrics are reported, though integration risks and increased indebtedness are noted in forward-looking statements.

• ·Transaction funded using net proceeds from February 2026 equity and tangible equity unit offerings and $900 million Term Loan B maturing in 2033.
• ·PAG's margin profile supports path to exceeding 20% consolidated Adjusted EBITDA margins over time.
• ·Additional details on outlook, capital structure, and integration priorities with first-quarter earnings release on May 5, 2026.

07-05-2026

GP-Act III Acquisition Corp., a blank check company, disclosed plans to enter into Non-Redemption Agreements with third-party shareholders and its sponsor, GP-Act III Sponsor LLC, to encourage voting in favor of and abstaining from redemptions on proposals to extend the business combination deadline and trust liquidation date from May 13, 2026, to November 13, 2026. These agreements involve post-business combination transfers of Class A ordinary shares in exchange for commitments, aiming to boost approval odds and retain more funds in the trust account. No specific financial amounts or performance metrics were reported, with forward-looking statements noting risks including high redemptions.

• ·Definitive proxy statement filed with SEC on March 30, 2026; record date March 24, 2026.
• ·Non-Redemption Agreements terminate upon failure to approve extension, liquidation, or shareholder breach.
• ·Securities traded on Nasdaq Stock Market LLC.

07-05-2026

Irenic Acquisition Corp., a Cayman Islands-incorporated SPAC, closed its IPO on April 29, 2026, issuing 22,000,000 units at $10.00 per unit for gross proceeds of $220,000,000, with simultaneous private placement of 640,000 units for $6,400,000. On May 1, 2026, it closed a partial over-allotment exercise for 3,253,188 additional units generating $32,531,880, plus additional private placements of 65,064 units for $650,640, bringing total trust account deposits to $252,531,880. No declines or flat metrics reported; all proceeds directed to trust account for future business combination.

• ·Underwriters granted 45-day option for up to 3,300,000 additional units; partially exercised for 3,253,188.
• ·Sponsor initially purchased 420,000 Private Placement Units; Jefferies LLC and Odeon Capital Group LLC purchased 220,000 aggregate.
• ·Audited balance sheet as of April 29, 2026 included as Exhibit 99.1; pro forma balance sheet to be filed in subsequent 8-K.

07-05-2026

ARC Group Acquisition I Corp consummated its initial public offering (IPO) on May 1, 2026, selling 12,075,000 units at $10.00 per unit, including the full exercise of the 1,575,000 unit over-allotment option, generating total gross proceeds of $120,750,000. Each unit consists of one ordinary share (par value $0.0001), one right to acquire 1/4th of one ordinary share upon business combination closing, and one redeemable warrant exercisable for one ordinary share at $11.50 per share. An audited balance sheet as of May 1, 2026, reflecting the offering proceeds, is included as Exhibit 99.1.

• ·Securities traded on The Nasdaq Stock Market LLC under symbols ARCLU, ARCL, ARCLR, and ARCLW.
• ·Company incorporated in British Virgin Islands; principal executive offices at 398 S Mill Avenue, Suite 306, Tempe, AZ 85284.
• ·Emerging growth company status confirmed.

07-05-2026

Devon Energy Corp (DE) filed an 8-K on 2026-05-07 (AccNo: 0001193125-26-211971, size 256 KB) announcing the completion of an acquisition or disposition of assets under Item 2.01, alongside departure/election of directors or officers and compensatory arrangements under Item 5.02, amendments to articles of incorporation or bylaws under Item 5.03, Regulation FD disclosure under Item 7.01, and financial statements/exhibits under Item 9.01. No specific transaction details, parties, values, financial metrics, or performance changes (positive, negative, or flat) are disclosed. The filing is informational on event completion and governance updates without quantified impacts.

• ·AccNo: 0001193125-26-211971
• ·File size: 256 KB

07-05-2026

Mountain Crest Acquisition 6 Corp., a British Virgin Islands-incorporated SPAC, consummated its IPO on May 1, 2026, selling 6,000,000 units at $10.00 per unit for gross proceeds of $60,000,000. Proceeds from the IPO and a simultaneous private placement with sponsor Mountain Crest Holdings 6 LLC were fully deposited into a trust account for public shareholders' benefit. Underwriters received a 45-day option for up to 900,000 additional units to cover over-allotments.

• ·Securities registered on Nasdaq Capital Market LLC.
• ·Emerging growth company status confirmed.
• ·Audited balance sheet as of May 1, 2026 included as Exhibit 99.1.

07-05-2026

Suncrete, Inc. (Nasdaq: RMIX) completed the acquisition of Nelson Bros. Ready Mix, LLC, adding 9 ready-mix plants and 124 mixer trucks across eight North Texas markets to its Hope Concrete platform. This marks Suncrete's second Texas acquisition, expanding its footprint into fast-growing areas around Dallas and Fort Worth. CEO Randall Edgar praised Nelson Bros.' reputation for quality and service since 1951, with no challenges or integration risks highlighted in the announcement.

• ·Nelson Bros. headquartered in Lewisville, Texas, with operations in seven additional Texas cities.
• ·Nelson Bros. is a partner of the Dallas Cowboys.
• ·Nelson Bros. founded in 1951 (75 years of operation).

07-05-2026

Sculptor Diversified Real Estate Income Trust, Inc. filed an 8-K on 2026-05-07 announcing entry into a material definitive agreement (Item 1.01), completion of an acquisition or disposition of assets (Item 2.01), and creation of a direct financial obligation or off-balance sheet arrangement (Item 2.03), with financial statements and exhibits provided under Item 9.01. No quantitative metrics, parties, deal structure, valuation, or strategic rationale were disclosed. The filing indicates a completed transaction but lacks details on positive or negative impacts.

07-05-2026

Gray Media, Inc. (NYSE: GTN) and Allen Media Group, Inc. closed previously announced station transactions, with Gray acquiring TV stations in three new markets on March 26, 2026, and seven overlap markets on May 1, 2026, for a total purchase price of $171 million plus working capital adjustments. This expands Gray's presence as the largest owner of top-rated local TV stations serving 117 markets and 37% of U.S. television households. No declines or flat metrics were reported in the filing.

• ·Gray acquired stations in three new markets on March 26, 2026, and seven overlap markets on May 1, 2026.
• ·Gray's portfolio: 80 markets with top-rated TV station, 100 markets with first/second highest rated station (per 2025 Nielsen).
• ·Allen Media Group owns 28 network affiliate stations in 21 markets and 10 HD networks serving 300 million subscribers.

07-05-2026

General Catalyst Global Resilience Merger Corp. filed an 8-K on 2026-05-07 (AccNo: 0001213900-26-053394, Size: 470 KB) disclosing other events under Item 8.01 and financial statements/exhibits under Item 9.01 in connection with a Merger/Acquisition event. No specific deal structure, parties involved, valuation, financial terms, synergies, regulatory pathway, or shareholder impacts were explicitly stated. No quantitative metrics, period-over-period comparisons, or scheduled events were mentioned.

07-05-2026

RRE Ventures Acquisition Corp., a Cayman Islands exempted company, consummated its initial public offering of 25,000,000 units at $10.00 per unit, generating gross proceeds of $250,000,000. Simultaneously, the company completed a private placement of 7,010,000 warrants at $1.00 each, yielding $7,010,000 in gross proceeds, with 4,510,000 warrants sold to RRE Sponsor, LLC and 2,500,000 to Cohen and Company Capital Markets and Clear Street LLC. A total of $250,000,000, including $10,000,000 in deferred underwriting commissions, was placed in a trust account for public shareholders.

• ·Each unit consists of one Class A ordinary share (par value $0.0001) and one-third of one redeemable warrant (exercisable at $11.50 per share).
• ·Audited balance sheet as of May 1, 2026, included as Exhibit 99.1.
• ·Securities listed on The Nasdaq Stock Market LLC.

07-05-2026

Forefront Tech Holdings Acquisition Corp, a blank check company, consummated its IPO on May 1, 2026, selling 10,000,000 public units at $10.00 per unit for gross proceeds of $100,000,000 and 370,000 private placement units for $3,700,000, with $100,300,000 held in the Trust Account. The balance sheet as of May 1, 2026, shows total assets of $101,714,579, including $1,385,346 in cash outside the Trust, but also reflects total liabilities of $3,203,494 (including $3,000,000 deferred underwriting fees) and a shareholders' deficit of $1,788,915 due to accumulated deficit of $1,789,335 from formation and offering costs.

• ·Over-allotment option liability of $78,900.
• ·Class A ordinary shares subject to possible redemption: 10,000,000 shares at $10.03 per share.
• ·Fiscal year end: December 31.
• ·Incorporation date: November 3, 2025 (Cayman Islands).

07-05-2026

Coterra Energy Inc. completed its merger with Devon Energy Corporation on May 7, 2026, becoming a wholly-owned subsidiary via Merger Sub, with Coterra common stockholders receiving 0.70 shares of Devon common stock per share. The company's NYSE listing (CTRA) was delisted, its Credit Agreement terminated with all obligations paid off, and directors/officers departed, including CEO Thomas E. Jorden who will receive severance. No operational disruptions noted, but Coterra ceased independent public trading and reporting.

• ·Merger Agreement filed as Exhibit 2.1 (incorporated by reference from February 2, 2026 8-K)
• ·Devon S-4 Registration Statement (File No. 333-294222) effective March 26, 2026
• ·Company intends to file Form 15 to suspend Exchange Act reporting and terminate Section 12(g) registration
• ·No disagreements with departing directors/officers on operations, policies, or practices

07-05-2026

On May 1, 2026, wholly-owned subsidiaries of Selectis Health, Inc. completed the sale of two skilled nursing facilities—Glen Eagle Healthcare and Rehab (101 beds) and Eastman Healthcare and Rehab (100 beds)—to GA SNF ABBEVILLE GA LLC and GA SNF EASTMAN GA LLC for an aggregate gross purchase price of $15.7 million. Net proceeds at closing were approximately $9 million after mortgage debt repayment and other liabilities, excluding $1.57 million in escrows potentially releasable to sellers. Concurrently, operations were transferred to new operators with no additional consideration; pro forma financials as of and for the year ended December 31, 2025, to be filed by amendment.

• ·Purchase and Sale Agreement originally dated March 5, 2026, amended April 21, 2026 and April 27, 2026
• ·Operations Transfer Agreement dated March 5, 2026
• ·Unaudited pro forma condensed consolidated balance sheet and statement of operations as of and for year ended December 31, 2025 (to be filed by amendment)

07-05-2026

Shuttle Pharmaceuticals Holdings, Inc. (SHPH) filed an 8-K on May 07, 2026, reporting entry into a material definitive agreement (Item 1.01) and completion of an acquisition or disposition of assets (Item 2.01). The filing also discloses unregistered sales of equity securities (Item 3.02), material modifications to rights of security holders (Item 3.03), changes in directors or officers (Item 5.02), and amendments to articles of incorporation or bylaws (Item 5.03), with Exhibit 3.1 provided.

• ·Filing items include 1.01, 2.01, 3.02, 3.03, 5.02, 5.03, 9.01
• ·Subcategory: Material Agreement Entry

07-05-2026

Blue Acquisition Corp., a SPAC, along with Blockfusion Data Centers, Inc. (Pubco) and Blockfusion USA, Inc. (the Company), executed a Second Amendment to their Business Combination Agreement on May 6, 2026, increasing the post-Closing Incentive Plan share pool from 8% to 12% of Pubco Common Stock issued and outstanding after Closing (after Redemptions), providing flexibility in stock exchange listing (NYSE, NYSE American, or NASDAQ), and extending the Outside Date to July 31, 2026. While the extension and listing flexibility support deal progression, the expanded Incentive Plan introduces greater potential shareholder dilution.

• ·Original Agreement dated November 19, 2025; First Amendment dated March 19, 2026
• ·Proxy Statement to solicit SPAC Shareholder Approval Matters at SPAC Extraordinary General Meeting, including adoption of Amended Pubco Charter and Post-Closing Pubco Board appointments
• ·Termination right available if Closing conditions not met by July 31, 2026, unless caused by breaching party's fault

07-05-2026

Acura Pharmaceuticals, Inc. amended the loan schedule to its Secured Promissory Note originally dated November 10, 2022, with Abuse Deterrent Pharma, LLC, initially for $2,319,279. The amendment incorporates additional loans totaling $7,075,000 from loans #1 to #50 (December 22, 2022, to December 31, 2025) and nine further $100,000 loans (#51 to #59 from January 2, 2026, to May 5, 2026), raising the aggregated principal to $10,294,279. This significantly increases the company's secured debt obligations with no offsetting revenue or performance metrics disclosed.

• ·Loan #51: January 2, 2026, $100,000; Loan #52: January 16, 2026, $100,000; Loan #53: February 6, 2026, $100,000; Loan #54: February 13, 2026, $100,000; Loan #55: March 9, 2026, $100,000; Loan #56: March 30, 2026, $100,000; Loan #57: April 3, 2026, $100,000; Loan #58: April 20, 2026, $100,000; Loan #59: May 5, 2026, $100,000