M&A Transactions

Black Spade Acquisition II Co underwent a change of control involving The Generation Essentials Group (TGE) (closed 2025-06-03).

“Merger Sub merged with and into Black Spade II, with Black Spade II surviving the merger”

Callaway Golf Co completed a disposition involving Anca Holdco GmbH & Co. KG (indirect wholly-owned subsidiary of ANTA Sports Products Limited) for $290 million in cash, net of cash sold and subject to net working capital and other customary adjustments (closed 2025-05-31).

“the Company completed the sale of 100% of the outstanding equity interests of Callaway Germany Holdco GmbH, which owns various entities that operate the Jack Wolfskin business, for $290 million in cash”

NOVAGOLD RESOURCES INC completed an acquisition involving Barrick Gold Corporation for $200 million (closed 2025-06-03).

“NOVAGOLD, through NGRA, acquired an additional 10% interest in Donlin Gold for $200 million, increasing its stake to 60% of Donlin Gold, while Paulson, through Donlin Holdings, acquired the remaining 40% interest for $800 million.”

RenX Enterprises Corp. completed an acquisition involving Resource Group US Holdings LLC and its members (the Equityholders) for The Company issued to the Equityholders an aggregate of: (i) 376,818 shares of the Company’s common stock, representing 19.99% of the Company’s issued and outst (closed 2025-06-02).

“On June 2, 2025, the Company completed the acquisition of Resource Group, a next-generation environmental solutions company focused on transforming organic green waste materials into engineered soil and mulch products. In connection with the closing of the acquisition of Resource Group, the Company issued to the Equityholders an aggregate of: (i) 376,818 shares of the Company’s common stock, representing 19.99% of the Company’s issued and outstanding shares as of February 25, 2025; (ii) 1,500,000 shares of Series A Preferred Stock (which, subject to the approval of the Company’s stockholders, would be convertible into 9,000,000 restricted shares of the Company’s common stock); and (iii) $480,000 in principal amount of unsecured 6% promissory notes due on the first anniversary of the closing.”

Agassi Sports Entertainment Corp. completed an acquisition involving Patrick J. Rolfes and Ted Angelo for $25,000 in cash and warrants to purchase 50,000 shares of common stock, and six VIP tickets per seller for life to World Series of Pickleball events (closed 2025-05-31).

“On May 31, 2025, Agassi Sports Entertainment Corp., formerly known as Global Acquisitions Corp. (the " Company, " " us, " " we, " or " our "), entered into a Trademark Acquisition Agreement with Patrick J. Rolfes and Ted Angelo, the owners of the trademark for " World Series of Pickleball " (the " Trademark "). Pursuant to the Trademark Acquisition Agreement, we acquired all rights to, and ownership of, the Trademark, in consideration for $25,000 in cash and warrants to purchase 50,000 shares of the Company’s common stock (with warrants to purchase 25,000 shares granted to each seller)(the " Warrants ").”

Charlie's Holdings, Inc. completed a disposition involving R. J. Reynolds Vapor Company for $1.5 million (closed 2025-05-29).

“(“PMTA”) first submitted by the Company in 2022, bringing the total purchased by the Buyer, to date, to fifteen products. The purchase price for the Additional Assets was $1.5 million paid at closing. The foregoing description of the Amendment does not purport to be complete, and is qualified in its entirety by reference to the full text of the form of”

HERC HOLDINGS INC completed an acquisition involving H&E Equipment Services, Inc. for $78.75 in cash and 0.1287 shares of the Company’s common stock (closed 2025-06-02).

“to acquire any and all of the issued and outstanding shares of H&E’s common stock, par value $0.01 per share (“H&E shares”), in exchange for, on a per-H&E share basis, (i) $78.75 in cash, without interest, less any applicable withholding of taxes (the “Cash Offer Price”), and (ii) 0.1287 shares of the Company’s common stock, par value $0.01 per share,”

Techpoint, Inc. underwent a change of control involving ASMedia Technology Inc. for $20.00 per share in cash (closed 2025-06-02).

“On the Closing Date, the Merger was completed pursuant to the terms of the Merger Agreement. At the effective time of the Merger (the “Effective Time”): • Each share of common stock, $0.0001 par value per share, of the Company issued and outstanding immediately prior to the effective time of the Merger (the “Shares”) (subject to certain exceptions set forth in the Merger Agreement (the “Excluded Shares”)) was converted into the right to receive $20.00 per share in cash, without interest, subject to any withholding taxes (the “Merger Consideration”).”

Theravance Biopharma, Inc. completed a disposition involving GlaxoSmithKline Intellectual Property Development Limited for $225 million (closed 2025-05-30).

“ompany (“TBPH”) and GlaxoSmithKline Intellectual Property Development Limited, a private company limited by shares registered”

Concentra Group Holdings Parent, Inc. completed an acquisition involving Pivot Occupational Health, LLC for $55 million (closed 2025-06-01).

“Pursuant to the terms of the Purchase Agreement, CHS acquired all of the outstanding equity interests of Onsite Innovations from the Seller and paid a purchase price of $55 million, subject to certain customary adjustments in accordance with the terms set forth in the Purchase Agreement. CHS financed the transaction using a combination of cash on hand and”

ConnectOne Bancorp, Inc. completed an acquisition involving The First of Long Island Corporation (closed 2025-06-01).

“On June 1, 2025 at 12:01 a.m., (the “Effective Time”), the Registrant (the “Company” or “ConnectOne”), completed its previously announced merger (the “Merger”) with The First of Long Island Corporation, a New York corporation (“FLIC”), pursuant to an Agreement and Plan of Merger (the “Merger Agreement”), dated as of September 4, 2024, by and between the Company and FLIC.”

FIRST OF LONG ISLAND CORP underwent a change of control involving ConnectOne Bancorp, Inc. for 0.5175 of a share of ConnectOne Common Stock per share (closed 2025-06-01).

“the Effective Time, other than certain shares of FLIC Common Stock (i) held in the FLIC’s treasury and (ii) held by FLIC or ConnectOne, was converted into the right to receive 0.5175 of a share (the “Exchange Ratio”) of common stock, no par value per share, of ConnectOne (“ConnectOne Common Stock” and such consideration, the “Merger Consideration”). Holders of”

GlassBridge Enterprises, Inc. completed a disposition involving Point Digital Finance, Inc. for $23,400,000 (closed 2025-05-23).

“On May 23, 2025, in connection with a securitization transaction of the master titling trust, GB sold home equity interest option assets for proceeds of approximately $23,400,000.”

Checkpoint Therapeutics, Inc. underwent a change of control involving Sun Pharmaceutical Industries, Inc. for $4.10 in cash, without interest, and one non-tradable contingent value right (closed 2025-05-30).

“Share (as defined in the Merger Agreement)) outstanding immediately prior to the Effective Time was canceled and ceased to exist and was converted into the right to receive (i) $4.10 in cash, without interest (the “ Common Cash Amount ”), and (ii) one non-tradable contingent value right (a “ CVR ”), which represents the right to receive a contingent cash”

Kestrel Group Ltd underwent a change of control involving Maiden Holdings, Ltd. for each Maiden common share canceled and converted into right to receive one-twentieth (0.05) of a Company common share; Kestrel Equityholders received $40,000,000 (closed 2025-05-27).

“̈ Introductory Note As previously disclosed, on December 29, 2024, Maiden Holdings, Ltd. (“Maiden”) entered into a Combination Agreement (as amended, the “Combination Agreement”) with Kestrel Group LLC,”

UNIVERSAL SAFETY PRODUCTS, INC. completed a disposition involving Feit Electric Company, Inc. for $4,955,107.90 (closed 2025-05-22).

“8-K and is incorporated herein by reference. The Asset Sale closed on May 22, 2025. The purchase price, based on the value of the Eligible Inventory at the time of Closing, was $4,955,107.90. The Company intends to continue importing and marketing its product lines other than smoke alarms and carbon monoxide alarms following the Closing.”

Comstock Inc. completed a disposition involving Bioleum Corporation for 1,000,000 Series 1 Convertible Preferred Stock by Bioleum Corporation, with an original purchase price and liquidation preference of $65 per share, or $65 milli (closed 2025-05-21).

“(“Comstock”) announced the completion of the successful separation of all of the components of its renewable fuels segment into a new independent entity, Bioleum Corporation and the closing on the first $20 million in direct Convertible Preferred Stock - Series A equity investment.”

Cuentas Inc. completed a disposition involving Brooksville FL Partners, LLC for $800,000 (closed 2025-05-22).

“limited liability company (“Buyer”), which already held a minority stake in Brooksville. The Buyer purchased Cuentas’ 63.9% Class B Membership Interests in Brooksville for $800,000. From the proceeds, Cuentas will effectuate settlements on four outstanding judgments or debts. Holders of one judgment and one debt will be disbursed directly by the escrow”

Maiden Holdings, Ltd. underwent a change of control involving Bermuda NewCo (Kestrel Group Ltd) (closed 2025-05-27).

“Upon the consummation of the Transactions, a change in control of Maiden occurred and all outstanding Maiden common shares are now indirectly held by Bermuda NewCo.”

GAN Ltd underwent a change of control involving SEGA SAMMY CREATION INC. for $1.97 per share (closed 2025-05-27).

“the Company as a treasury share or by any person who properly asserts dissenters’ rights under Bermuda law) was converted into the right to receive an amount in cash equal to $1.97 per share, without interest and subject to any applicable tax withholding (the “ Merger Consideration ”); ● each of the Company’s outstanding restricted shares (whether vested”

Benson Hill, Inc. completed a disposition involving Confluence Genetics, LLC for $1 million wind-down amount plus assumption of liabilities and credit bid of $11 million DIP facility (closed 2025-05-23).

“required to pay and satisfy in cash certain closing costs; (iii) certain contractual financing obligations; (iv) the payment of a wind-down amount in cash in the amount of $1 million; and (v) the full amount of the secured debtor-in-possession (“DIP”) credit facility (the “DIP Credit Facility”), in the principal amount of $11 million (plus fees and interest),”

M3-Brigade Acquisition V Corp. completed a disposition involving MI7 Sponsor, LLC for $6,467,500 (closed 2025-05-27).

“the Original Sponsor agreed to sell, and the New Sponsor agreed to purchase, 7,187,500 Class B ordinary shares, par value $0.0001 per share, and 5,043,750 private placement warrants of the Company owned by the Original Sponsor (collectively, the "Transferred Sponsor SPAC Securities") for an aggregate purchase price of $6,467,500”

M3-Brigade Acquisition V Corp. underwent a change of control involving MI7 Sponsor, LLC for $6,467,500 (closed 2025-05-27).

“5,043,750 private placement warrants of the Company owned by the Original Sponsor (collectively, the “Transferred Sponsor SPAC Securities”) for an aggregate purchase price of $6,467,500 (the “Closing Cash Purchase Price”). The transactions contemplated by the Agreement were consummated on May 27, 2025 (the “Closing”). The Agreement contains representations and”

NFiniTi inc. completed an acquisition involving CyberSyn LLC (closed 2025-05-20).

“On May 20, 2025, the Subsidiary completed the acquisition of all issued and outstanding membership interests of CyberSyn LLC pursuant to the Purchase Agreement described in Item 1.01.”

NFiniTi inc. completed an acquisition involving Metavox Holdings LLC (closed 2025-05-20).

“On May 20, 2025, the Subsidiary completed the acquisition of all issued and outstanding membership interests of Metavox Holdings LLC pursuant to the Purchase Agreement described in Item 1.01.”

Bit Digital, Inc completed an acquisition involving Unifi Manufacturing Inc. (UMI) for Purchase Price of $45 million (closed 2025-05-20).

“to waive the Energy Study Contingency which UMI agreed to make in exchange for Buyer eliminating the Energy Study Contingency. The Amendment provided for a Purchase Price of $45 million reduced from $53.2 million. Separately, the Buyer entered into a Letter Agreement for the Purchase of Electric Power with Duke Energy dated May 16, 2025 (the “Capacity”

Super League Enterprise, Inc. completed a disposition involving Mineville, LLC for $350,000 in cash at Closing; and the Company was granted the rights to ad sales and brand integration to all of Purchaser's Microsoft servers for a term of two (closed 2025-05-19).

“The Closing of the Sale occurred simultaneously with the execution of the Purchase Agreement. In exchange for assigning the Interests to Purchaser: (i) Purchaser paid the sum of $350,000 in cash at Closing; and (ii) the Company was granted the rights to ad sales and brand integration (the “Sales Rights”) to all of Purchaser’s Microsoft servers for a term of two”

UNIFI INC completed a disposition involving Enovum NC-1 Bidco, LLC for $45 million (closed 2025-05-20).

“(the “Closing”) to May 20, 2025, (b) waive the Energy Study Contingency (as defined in the Amended Purchase Agreement), and (c) reduce the purchase price payable at Closing to $45 million, subject to the potential payment of deferred compensation to UMI in the amount of (i) $8.0 million, if certain energy supply conditions are met within two years of Closing, (ii)”

BMP AI Technologies, Inc. underwent a change of control involving Vighnesh Dabole for private transaction acquiring 50,000,000 shares of common stock and 8,000,000 shares of Series A preferred stock (closed 2025-05-14).

“On May 14, 2025, Vighnesh Dabole, in a private transaction not involving the Company, acquired 50,000,000 shares of common stock and 8,000,000 shares of Series A preferred stock of the Company.”

BMP AI Technologies, Inc. completed a disposition involving Frank Gomez for mutual releases and termination of all prior business relationships (closed 2025-05-20).

“On May 20, 2025, the Company entered into a Spinout and Separation Agreement (the “Spinout Agreement”) with Frank Gomez, the Company’s former (see Item 5.02 below) Chief Executive Officer, President, Chief Financial Officer, Secretary, Treasurer, and director.”

BMP AI Technologies, Inc. completed an acquisition involving Vighnesh Dabole for 5,000,000 shares of restricted common stock (closed 2025-05-19).

“title, and interest in and to the BMP AI (formerly Nosha AI) business, including all intellectual property, software, code, and technology. As consideration, the Company issued 5,000,000 shares of restricted common stock to Mr. Dabole. On May 20, 2025, the Company entered into a Spinout and Separation Agreement (the “Spinout Agreement”) with Frank Gomez, the”

OptiNose, Inc. completed an acquisition involving Paratek Pharmaceuticals, Inc. for approximately $330 million, including the assumption of debt and assuming full payment of the contingent value rights (CVRs), and Optinose shareholders were pai (closed 2025-05-21).

“to expand our portfolio through future product acquisitions.” Under the terms of the merger agreement, Paratek acquired all outstanding shares of Optinose for approximately $330 million, including the assumption of debt and assuming full payment of the contingent value rights (CVRs), and Optinose shareholders were paid $9 per share in cash and received CVRs for”

New Fortress Energy Inc. completed a disposition involving Excelerate Energy Limited Partnership (EELP) for $1.055 billion in cash (closed 2025-05-14).

“successfully closed the previously announced acquisition by Excelerate Energy Limited Partnership (“EELP”), a subsidiary of Excelerate Energy, Inc., in which, pursuant to the equity and asset purchase agreement dated March 26, 2025 (the “Purchase Agreement”), by and among EELP and the NFE Parties, EELP agreed to acquire the NFE Parties’ business in Jamaica for a purchase price of $1.055 billion in cash”

ALUMIS INC. completed an acquisition involving ACELYRIN, Inc. for 0.4814 shares of voting common stock of Alumis (closed 2025-05-21).

“hich was subsequently amended on April 20, 2025 (the “ Merger Agreement ”) with ACELYRIN, Inc., a Delaware corporation (“ ACELYRIN ”), and Arrow Merger Sub, Inc., a Delaware corporation and a direct wholly owned”

Trio Petroleum Corp completed an acquisition involving Novacor Exploration Ltd. for US$650,000, in cash and 526,536 restricted shares of common stock (closed 2025-05-21).

“in petroleum and natural gas and mineral rights located in the Lloydminster, Saskatchewan heavy oil region in Canada (the “Transaction”) for a total purchase price of (i) US$650,000, in cash and (ii) the issuance to the Seller of 526,536 restricted shares of common stock, par value US$0.0001 per share, of the Company (the “Shares”). The first closing of the”

ACELYRIN, Inc. underwent a change of control involving Alumis Inc. for 0.4814 shares of Alumis Common Stock per share of ACELYRIN Common Stock (closed 2025-05-21).

“April 21, 2025, ACELYRIN, Inc., a Delaware corporation (“ ACELYRIN ”), entered into an Agreement and Plan of Merger, dated as of February 6, 2025, which was subsequently amended on April 20, 2025 (as amended, the “ Merger Agreement ”), by and among ACELYRIN, Alumis Inc., a Delaware corporation (“ Alumis ”), and Arrow Merger Sub, Inc., a Delaware corporation and a direct wholly owned subsidiary of Alumis (“ Merger Sub ”).”

BLUM HOLDINGS, INC. completed an acquisition involving the Target for $800,000 (closed 2025-05-15).

“and may be terminated under certain conditions, including consummation of a stock acquisition of the Target by the Company. The execution of the MSA triggered the release of $800,000 in cash consideration to the seller as outlined by the A&R LOI. This payment was made in connection with the grant of operational control under the MSA and will be credited toward”

Datavault AI Inc. completed an acquisition involving CompuSystems, Inc. for aggregate purchase price consisting of (i) the Exclusivity Payment Fee, (ii) the Breakup Fee, (iii) an amount in cash equal to $5,000,000, (iv) 10,600,000 valid (closed 2025-05-20).

“(i) the Exclusivity Payment Fee (as defined in the Asset Purchase Agreement), (ii) the Breakup Fee (as defined in the Asset Purchase Agreement), (iii) an amount in cash equal to $5,000,000, (iv) 10,600,000 validly issued, fully paid and nonassessable shares of restricted common stock of the Company, par value $0.0001 per share (the “Common Stock”) (the “Closing Stock”

NORDSTROM INC underwent a change of control involving Nordstrom Holdings, Inc. (Parent) and Acquisition Sub, formed by the Family Group and El Puerto de Liverpool S.A.B. de C.V. for $24.25 per share in cash plus $0.25 special dividend and $0.1462 stub period dividend (closed 2025-05-20).

“provisions of the Washington Business Corporation Act concerning dissenters’ rights with respect to the Merger Agreement) was cancelled and converted into the right to receive $24.25 per share of Company Common Stock in cash (the “ Merger Consideration ”), without interest and less any required tax withholdings. As of the Effective Time, the Owned Company”

Protagenic Therapeutics, Inc.new completed an acquisition involving Alterola Biotech Inc., EMC2 Capital LLC, and the Preferred Stockholders (closed 2025-05-16).

“On May 16, 2025, the Company completed its business combination with Alterola, EMC2, and the Preferred Stockholders.”

Discover Financial Services underwent a change of control involving Capital One Financial Corporation (closed 2025-05-18).

“Pursuant to the Merger Agreement, on the Closing Date, (i) Merger Sub merged with and into Discover, with Discover continuing as the surviving corporation (the "Merger"),”

Hubilu Venture Corp completed an acquisition involving Nadine Heustis N'Diaye and Ronald Jason Heustis, Successor Co-Trustees for $650,000 (closed 2025-05-13).

“On May 13, 2025, the Company, through its subsidiary, Elata Investments, LLC, closed on the acquisition of the real property located at 1650 S Rimpau Blvd. in Los Angeles. The property was vacant at the time of purchase. The acquisition was for $650,000.”

Royalty Pharma plc completed an acquisition involving Sellers (of RP LLC) for $200,000,000 of cash, less the aggregate amount of management fee payments ... and 24,530,266 non-voting Class E ordinary shares of RPH (closed 2025-05-16).

“of RP LLC from the Sellers. Pursuant to the Purchase Agreement, the aggregate consideration paid to, or at the direction of, the Sellers in the Transaction consisted of (i) $200,000,000 of cash, less the aggregate amount of management fee payments in respect of calendar year 2025 made to and actually received by RP Management and RP LLC and their respective”

RICHTECH ROBOTICS INC. completed an acquisition involving L & R Investment LLC for $4,100,000.00 (closed 2025-05-15).

“purchase of a parcel of land of approximately 20,000 square feet located at 2975 Lincoln Road, Las Vegas, Nevada 89115 (the “Property”) on April 8, 2025. The purchase price of $4,100,000.00 was paid with the Company’s cash on hand. On May 15, 2025, the Company completed the purchase of the Property as contemplated in the Purchase and Sale Agreement and relocated”

Charlton Aria Acquisition Corp underwent a change of control involving Sovereign Global Trust LLC for $4,000,000 (closed 2025-05-13).

“Sale SPA, Mr. Wei sold all of his shares in Sponsor, representing a 100% interest therein, to Buyer, and Buyer became the sole shareholder of Sponsor. The purchase price was $4,000,000 consisting of funds held by Buyer for investment purposes, paid in cash at closing, plus customary transaction costs. This transaction is referred to below as the “Sponsor”

CAPITAL ONE FINANCIAL CORP completed an acquisition involving Discover Financial Services for approximately 257 million shares of Capital One Common Stock (closed 2025-05-18).

“Merger Agreement, a copy of which is filed as Exhibit 2.1 and incorporated herein by reference. 2 The total aggregate consideration payable in the Transaction was approximately 257 million shares of Capital One Common Stock. The issuance of shares of Capital One Common Stock, New Capital One Preferred Stock and New Capital One Depositary Shares in connection with”

HALLMARK VENTURE GROUP, INC. underwent a change of control involving Selkirk Global Holdings, LLC (entity controlled by Paul Strickland) (closed 2025-05-12).

“As a result of the assignment of the 100,000 Series A Preferred Shares to Selkirk Global Holdings, LLC, controlled by the Company’s sole director and officer, Paul Strickland, a change in control of the Company occurred.”

HALLMARK VENTURE GROUP, INC. completed a disposition involving Mr. Evan Bloomberg (closed 2025-05-12).

“the Company assigned 100% of the Jubilee Intel, LLC membership interest units it held to Mr. Evan Bloomberg”

Allakos Inc. underwent a change of control involving Concentra Biosciences, LLC for $0.33 per Share in cash (closed 2025-05-15).

“15, 2025, Merger Sub completed a tender offer to purchase all of the C ompany’s outstanding shares of common stock, par value $0.001 per share (the “ Shares ”), in exchange for $0.33 in cash per Share (the “ Offer Price ”), subject to and in accordance with the terms and conditions set forth in the Offer to Purchase, dated April 15, 2025 (the “ Offer to”

ATECH (PARENT) RESOLUTION CORP. completed a disposition involving Tune Holdings Corp. for $30.2 million (closed 2025-05-15).

“agreed, subject to the terms and conditions of the Purchase Agreement, to purchase certain assets and assume certain liabilities from the Sellers for a purchase price of $30.2 million. On May 1, 2025, the Court approved the sale, and the sale was consummated by the Parties on May 15, 2025. --- EX-99.1 (PRESS RELEASE DATED MAY 15, 2025) --- EX-99.1 3”