M&A Transactions

QXO, Inc. completed an acquisition involving Beacon for $124.35 per share in cash (closed 2025-04-29).

“commenced on January 27, 2025 and contemplated a purchase of all of the outstanding shares of common stock, par value $0.01 per share, of Beacon (the “ Shares ”) at a price of $124.25 per share (such offer, as amended prior to the execution of the Merger Agreement, the “ January Offer ”), to increase the purchase price of the Shares to $124.35 per share (such”

TripAdvisor, Inc. underwent a change of control (closed 2025-04-29).

“As a result of the Transactions, TRIP is no longer a “controlled company” within the meaning of the listing rules of the Nasdaq Stock Market LLC.”

TripAdvisor, Inc. completed an acquisition involving Liberty TripAdvisor Holdings, Inc. for approximately $430 million (closed 2025-04-29).

“with their terms, with the remaining approximately $4 million to be redeemed within approximately 30 days post-close. The aggregate transaction value was approximately $430 million, based on the April 28, 2025 closing price of Tripadvisor shares of $12.82. At the time of close, Liberty TripAdvisor owned 14,023,684 shares of Tripadvisor common stock”

Liberty TripAdvisor Holdings, Inc. underwent a change of control involving Tripadvisor, Inc. (closed 2025-04-29).

“On April 29, 2025 (the “ Closing Date ”), pursuant to the Agreement and Plan of Merger, dated as of December 18, 2024 (the “ Merger Agreement ”), entered into by and among Tripadvisor, Inc., a Nevada corporation (“ Tripadvisor ”), Liberty TripAdvisor Holdings, Inc., a Delaware corporation (“ Liberty TripAdvisor ”), and Telluride Merger Sub Corp., a Delaware corporation and an indirect wholly-owned subsidiary of Tripadvisor (“ Merger Sub ”), Merger Sub merged with and into Liberty TripAdvisor (the “ Merger ”), with Liberty TripAdvisor surviving the Merger as the surviving corporation and an indirect wholly-owned subsidiary of Tripadvisor, and, immediately following the Merger, Liberty TripAdvisor (as the surviving corporation in the Merger) merged with and into TellurideSub LLC, a Delaware limited liability company and a direct wholly-owned subsidiary of Tripadvisor (“ ParentSub LLC ”) (such merger, the “ ParentSub LLC Merger ” and, together with the Merger and the other transactions co”

Toughbuilt Industries, Inc underwent a change of control.

“Prior to the issuance of the Shares (as defined below), there were 1,443,125 shares of Common Stock of Toughbuilt Industries, Inc., a Nevada corporation (the “ Company ”), issued and outstanding. After the issuance of the Shares, there are now 4,336,330 shares of the Company’s Common Stock issued and outstanding, over 66% of which are now held by management. The issuance of the Shares constitutes a change of control of the Company.”

MARKY CORP. underwent a change of control involving Kos Ramirez Maximiliano for $500,850 in cash.

“sufficient number of shares of Company common stock to possess voting control of the Company. The total consideration for the Maximiliano Shares received by Mr. Maximiliano was $500,850 in cash. In conjunction with the Purchase Agreements, on April 24, 2025, (1) Kos Ramirez Maximiliano resigned as an officer and director of the Company and Salvador Zamora”

ESCO TECHNOLOGIES INC completed an acquisition involving Ultra Electronics Holdings Limited for $550 million in cash (closed 2025-04-25).

“the terms of the Purchase Agreement (as defined in Item 1.01 to the Registrant’s Current Report on Form 8-K filed July 8, 2024), the purchase price at closing was approximately $550 million in cash, subject to customary adjustments for cash, debt, working capital and transaction expenses (the “Purchase Price”). The Registrant funded the Purchase Price and the”

Spire Global, Inc. completed a disposition involving Kpler Holding SA for approximately $233.5 million (closed 2025-04-25).

“On April 25, 2025, pursuant to the Purchase Agreement, Buyer and its affiliates acquired the Maritime Business for approximately $233.5 million, before adjustments, including the $7.0 million reduction agreed to in connection with the Settlement.”

MANGOCEUTICALS, INC. completed an acquisition involving Smokeless Technology Corp. (closed 2025-04-24).

“The IP Purchase Agreement, and the purchase of the Purchased IP, closed on April 24, 2025, upon the parties entry into the IP Purchase Agreement”

CHIMERIX INC underwent a change of control involving Jazz Pharmaceuticals Public Limited Company for $8.55 per share in cash (closed 2025-04-21).

“a tender offer (the “Offer”) to purchase all of the issued and outstanding shares of the common stock of the Company, par value $0.001 per share (the “Shares”), in exchange for $8.55 per share, payable in cash at closing, without interest and subject to reduction for any applicable withholding of taxes (the “Offer Consideration”). The Offer expired as”

Paragon 28, Inc. underwent a change of control involving Zimmer Biomet Holdings, Inc. for $13.00 in cash and one contingent value right (closed 2025-04-21).

“of Gazelle Merger Sub I, Inc., a Delaware corporation (“ Merger Sub ”), a wholly owned subsidiary of Zimmer, Inc., a Delaware corporation (“ Parent ”), and a wholly owned indirect subsidiary of Zimmer Biomet Holdings, Inc. (“ Zimmer Biomet ”), with and into the Company (the “ Merger ”), with the Company continuing as the surviving corporation and a wholly owned subsidiary of Parent and a wholly owned indirect subsidiary of Zimmer”

Clearwater Analytics Holdings, Inc. completed an acquisition involving Enfusion, Inc. for $1,412,840,049.03 (closed 2025-04-21).

“to the Closing Date, was $23.2440, which was less than $25.0133, (w) the Per Share Parent Stock Amount was deemed to be 0.2159, (x) the Aggregate Consideration was equal to $1,412,840,049.03, (y) the Aggregate Consideration Per Share was equal to $10.87 and (z) the Exchange Ratio was 0.4676. As the Per Share Cash Consideration option was oversubscribed, such election”

CleanCore Solutions, Inc. completed an acquisition involving Sanzonate Europe Ltd. for $2,475,000 (closed 2025-04-15).

“the Purchase Agreement was completed. Pursuant the Purchase Agreement, the Buyer acquired all of the assets of the Seller used in the Business for an aggregate purchase price of $2,475,000, consisting of: (i) $425,000 in cash; (ii) the issuance of a promissory note in the principal amount of $800,000; and (iii) up to $1,250,000 in Earn-Out Payments (as defined in the”

Outdoor Holding Co completed a disposition involving Olin Winchester, LLC for $75,000,000 (closed 2025-04-18).

“Ammunition Manufacturing Business, and (ii) assumption of certain liabilities of the Seller Group related to the Ammunition Manufacturing Business, for a gross purchase price of $75,000,000, subject to certain adjustments, including for estimated net working capital and real property costs and prorations and additional adjustments contemplated by the First Amendment”

Charlie's Holdings, Inc. completed a disposition involving R. J. Reynolds Vapor Company for $5.0 million paid at closing, plus a contingent one-time payment of up to $4.2 million (closed 2025-04-16).

“and related assets (the “Assets”) that are covered by a premarket tobacco application (“PMTA”) first submitted by the Company in 2022. The purchase price for the Assets was $5.0 million paid at closing, plus a contingent one-time payment of up to $4.2 million based on product sold by the Buyer during the one year following the first day of commercialization of”

NEXPOINT DIVERSIFIED REAL ESTATE TRUST completed an acquisition involving NexPoint Hospitality Trust for 1,084,593 common shares (closed 2025-04-17).

“the Company owned 53.65% of the outstanding units of NHT. As consideration for the Merger Transaction, at the effective time of the Merger Transaction, the Company issued 1,084,593 common shares to the former unitholders of NHT and caused NexPoint Diversified Real Estate Trust Operating Partnership, L.P. (the “Operating Partnership”), the Company’s operating”

TON Strategy Co completed an acquisition involving Lyvecom, Inc. (closed 2025-04-11).

“heet”) with Lyvecom, Inc. (“Lyvecom”) and the shareholders of Lyvecom (the “Lyvecom Shareholders”) to”

Moody National REIT II, Inc. completed a disposition involving Reade Hotel Capital LLC for approximately $57,500,000 (closed 2025-04-11).

“On April 11, 2025, Moody National REIT II, Inc. (the “Company”) sold the hotel property located at 1811 Broadway, Nashville, TN 37203 (the “Nashville Embassy Suites”) to Reade Hotel Capital LLC, a New York limited liability company unaffiliated with the Company, for an aggregate sale price of approximately $57,500,000.”

MAMMOTH ENERGY SERVICES, INC. completed a disposition involving Peak Utility Services Group, Inc. for $108.7 million (closed 2025-04-11).

“The Transaction was completed simultaneously with the signing of the Agreement on April 11, 2025. The aggregate sales price in connection with the Transaction was approximately $108.7 million, subject to customary post-closing adjustments. Of the $108.7 million, $98.3 million was paid to Lion and the remaining $10.4 million was deposited into an escrow account for the”

MONEYLION INC. underwent a change of control involving Gen Digital Inc. for $82.00 per share in cash plus one contingent value right (closed 2025-04-17).

“Section 262 of the General Corporation Law of the State of Delaware with respect thereto) was automatically cancelled, extinguished and converted into the right to receive (i) $82.00 in cash (the “ Cash Consideration ”), without interest thereon, and (ii) one contingent value right (a “ CVR ”) issued by Parent subject to and in accordance with that”

Bluerock Homes Trust, Inc. completed a disposition involving the Joint Venture (an affiliate of Bluerock Homes Manager, LLC) for net proceeds to the Company (exclusive of legal fees) of approximately $4.18 million for Indigo Cove and approximately $13.4 million for Wayford at Pringle (closed 2025-04-11).

“On April 11, 2025 Bluerock Homes Trust, Inc., a Maryland corporation (the “Company”), through BHM Preferred Holdings TRS, LLC (the “Contributor”), a Delaware limited liability company and wholly-owned subsidiary of the Company’s operating partnership, Bluerock Residential Holdings, L.P., a Delaware limited partnership (the “Operating Partnership”), entered into (i) a Contribution Agreement (the “Indigo Contribution Agreement”) with an affiliate of the Company’s external manager, Bluerock Homes Manager, LLC, a Delaware limited liability company (such affiliate, the “Joint Venture”), for the sale of the Company’s preferred equity investment in Indigo Cove, an 82-unit ground-up development project in Bluffton, South Carolina (the “Indigo Investment”) for net proceeds to the Company (exclusive of legal fees) of approximately $4.18 million, and (ii) a Contribution Agreement (the “Pringle Contribution Agreement”) with the Joint Venture for the sale of the Company’s preferred equity investmen”

Gen Digital Inc. completed an acquisition involving MoneyLion Inc. for $82.00, without interest thereon, and one contingent value right (closed 2025-04-17).

“rights were properly exercised in accordance with Delaware law) was automatically cancelled, extinguished and converted into the right to receive cash in an amount equal $82.00, without interest thereon, and one contingent value right issued by Gen Digital subject to and in accordance with the CVR Agreement (a “CVR”) (collectively, the “Merger”

PATTERSON COMPANIES, INC. underwent a change of control involving Paradigm Parent, LLC for approximately $2.8 billion (closed 2025-04-17).

“owned subsidiary of Parent. Parent is an affiliate of Patient Square Capital. The aggregate consideration paid by Parent to Company shareholders in the Merger was approximately $2.8 billion. The funds used by Parent to consummate the Merger came from (1) equity financing and (2) debt financing.”

Xtant Medical Holdings, Inc. underwent a change of control involving Nantahala Capital Management, LLC for approximately $30.7 million (closed 2025-04-15).

“Pursuant to the Transaction, as described in the Introductory Note hereto, which is incorporated by reference into this Item 5.01, the Purchasers completed the acquisition of the Shares from the Sellers, constituting 52.5% of the Common Stock outstanding as of April 15, 2025 for approximately $30.7 million, which the Company believes was funded out of the Purchasers’ personal funds. The consummation of the Transaction resulted in a change in control of the Company, as a result of which the Sellers own no shares of Common Stock and Nantahala gained effective control of the Company by virtue of holding approximately 49.1% of the Company’s issued and outstanding Common Stock and being the largest stockholder of the Company.”

SolarWinds Corp underwent a change of control involving Starlight Parent, LLC (an affiliate of Turn/River Capital) for total consideration of approximately $3.206 billion (closed 2025-04-16).

“the Company became a wholly owned subsidiary of Parent. The total amount of consideration payable to the Company’s stockholders in connection with the Merger was approximately $3.206 billion. The funds used by Parent to consummate the Merger and complete the related transactions came from equity contributions from the Investor Group and the proceeds received in”

Driven Brands Holdings Inc. completed a disposition involving Express Wash Operations, LLC dba Whistle Express Car Wash for $385 million (closed 2025-04-10).

“the Company completed the divestiture of all of the outstanding equity interests of Boing US Holdco, Inc., a wholly owned subsidiary of the Company that owns and operates the Company’s U.S. car wash business (the “Business”) for aggregate consideration of $385 million including a negotiable interest-bearing seller note in the initial principal amount of $130 million”

Altus Power, Inc. underwent a change of control involving Avenger Parent, Inc. for $5.00 per share in cash (closed 2025-04-16).

“On April 16, 2025, pursuant to that certain Agreement and Plan of Merger, dated as of February 5, 2025 (the “ Merger Agreement ”), by and among Altus Power, Inc., a Delaware corporation (the “ Company ”), Avenger Parent, Inc., a Delaware corporation (“ Parent” ), and Avenger Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent (“ Merger Sub ”), Merger Sub merged with and into the Company (the “ Merger ”), with the Company continuing as the surviving corporation and a wholly owned subsidiary of Parent (the “ Surviving Corporation ”).”

Tvardi Therapeutics, Inc. underwent a change of control involving Tvardi Therapeutics, Inc. (closed 2025-04-15).

“Cara changed its name from "Cara Therapeutics, Inc." to "Tvardi Therapeutics, Inc."”

Tvardi Therapeutics, Inc. completed a disposition involving CSL Vifor for $900,000 (closed 2025-04-15).

“rights for the development, manufacture and commercialization of difelikefalin as well as certain associated liabilities (the “Asset Disposition”) for a purchase price of $900,000 (subject to certain adjustments with respect to inventory). The Asset Disposition closed on April 15, 2025. 4 Pursuant to the APA, in connection with the consummation of the”

Tvardi Therapeutics, Inc. completed an acquisition involving Tvardi Therapeutics, Inc. (closed 2025-04-15).

“On April 15, 2025, Cara, Merger Sub and Tvardi consummated the transactions contemplated by the Merger Agreement”

OS Therapies Inc completed an acquisition involving Ayala Pharmaceuticals, Inc. for aggregate purchase price of $8,000,000 (closed 2025-04-09).

“term of such license. In consideration for the purchase of the HER2 Assets, the Company agreed to assume certain specified liabilities and to pay an aggregate purchase price of $8,000,000, which was paid as follows: (i) $400,000 to Ayala ($150,000 of which was transferred upon signing of the Purchase Agreement and the remainder on the closing date); (ii) $100,000 to”

ADAPTIN BIO, INC. underwent a change of control involving Unite Acquisition 1 Corp..

“the completion of the Merger (as defined in the Original Report)”

Crisp Momentum Inc. underwent a change of control involving the five purchasers signatory thereto (collectively, the "Buyers") for $400,000 (closed 2025-04-09).

“the “Buyers”), pursuant to which the Company agreed to issue and sell to the Buyers a total of 426,501,851 shares of common stock (the “Shares”) for a total purchase price of $400,000 (the “Transaction”). The Shares issued to the Buyers pursuant to the Purchase Agreement constitute 80% of the shares of common stock of the Company outstanding on a fully diluted”

Coherus Oncology, Inc. completed a disposition involving Intas Pharmaceuticals Ltd. for $483.4 million in cash (closed 2025-04-11).

“On April 11, 2025 (the “Closing Date”), the Company completed the divestiture of the Business (the “UDENYCA Disposition”) to Intas for upfront, all-cash consideration of $483.4 million in cash, inclusive of $118.4 million for UDENYCA product inventory.”

PAYCOR HCM, INC. underwent a change of control involving Paychex, Inc. for $22.50 per share (closed 2025-04-14).

“(other than shares held by any holder who is entitled to appraisal rights and has properly exercised such rights under Delaware law) was converted into the right to receive $22.50 in cash per share, without interest thereon and less applicable withholding taxes (the “ Merger Consideration ”). The foregoing description of the Merger Agreement and the”

SK Growth Opportunities Corp underwent a change of control involving Webull Corporation (closed 2025-04-10).

“On April 10, 2025 (the "Closing Date"), pursuant to the Business Combination Agreement, immediately prior to the effective time of the First Merger (the "First Merger Effective Time"), (i) immediately prior to the Share Subdivision (as defined below), each preferred share of Webull issued and outstanding immediately prior to the First Merger Effective Time converted into one ordinary share of Webull, par value $0.0001 per share (the "Pre-Subdivision Ordinary Share," and together with the preferred shares of Webull, the "Pre-Subdivision Shares") (the "Conversion"); (ii) immediately following the Conversion, the fifth amended and restated memorandum and articles of association of Webull (the "Webull Articles") was adopted and became effective (the "Charter Amendment");”

PAYCHEX INC completed an acquisition involving Paycor HCM, Inc. for $22.50 in cash per share (closed 2025-04-14).

“Time (other than shares held by any holder who is entitled to appraisal rights and has properly exercised such rights under Delaware law) was converted into the right to receive $22.50 in cash per share, without interest thereon and less applicable withholding taxes. The foregoing description of the Merger Agreement does not purport to be complete and is”

NextTrip, Inc. completed an acquisition involving FSA Members (closed 2025-04-09).

“On April 9, 2025 (the "Final Closing Date"), the Company exercised the Option and, in satisfaction of its obligations under the Purchase Agreement in connection with the Final Closing, the Company paid the FSA Members an aggregate of $500,000 in cash and issued the FSA Members an aggregate of 161,291 shares of Series O Preferred.”

First Financial Northwest, Inc. completed a disposition involving Global Federal Credit Union for $228.7 million in cash (closed 2025-04-11).

“Global acquired substantially all of the assets and assumed substantially all of the liabilities (including deposit liabilities) of the Bank (the “asset sale”) in exchange for $228.7 million in cash paid to First Financial Northwest.”

Eightco Holdings Inc. completed a disposition involving Reichard Corrugated Products, LLC for (i) an aggregate of $557,835 in cash, (ii) $2,500,000 issued in the form of a seller note, which note bears interest at the rate of 9.75% per year, payable in e (closed 2025-04-07).

“constituting the business of Ferguson Containers, Inc., the Company’s wholly-owned subsidiary (the “Seller”). The purchase price for the Purchased Assets was (i) an aggregate of $557,835 in cash, (ii) $2,500,000 issued in the form of a seller note, which note bears interest at the rate of 9.75% per year, payable in equal monthly installments of $32,692.56”

GlobalTech Corp completed an acquisition involving CricksLab L.L.C-FZ for 10,000,000 restricted shares of its common stock, valued at $10,000,000 (closed 2025-04-07).

“provided such use does not conflict with the Company’s rights and complies with the Agreement’s non-compete provisions. As consideration for the Agreement, the Company issued 10,000,000 restricted shares of its common stock to CricksLab, valued at $10,000,000. The Agreement includes a non-compete clause that prohibits CricksLab from directly or indirectly”

Marblegate Capital Corp underwent a change of control involving Marblegate Acquisition Corp. (MAC) for valuation of the participating funds' interests in DePalma of approximately $629.5 million (closed 2025-04-07).

“”) issuable in connection with the consummation of the Business Combination is based on a valuation of the participating funds’ interests in DePalma of approximately $629.5 million including Minimum Cash. The MAC Per Share Consideration allocable to each share of MAC Common Stock is the number of shares of New MAC Common Stock, rounded up to the nearest”

AFB Ltd underwent a change of control involving Ti Chieh, ZANG for USD 0.15 per share (closed 2025-04-09).

“The Investor purchased 3,000,000 shares of the Company’s common stock at a price of USD 0.15 per share.”

Air Transport Services Group, Inc. underwent a change of control involving Stonepeak Nile Parent LLC, a Delaware limited liability company, and Stonepeak Nile MergerCo Inc., a Delaware corporation for $22.50 per share (closed 2025-04-11).

“Agreement, including any Rollover Shares (as defined below)) was cancelled and extinguished and automatically converted into the right to receive an amount in cash equal to $22.50 per share of Company Common Stock (the “ Merger Consideration ”), payable to the holder thereof, without interest. Immediately prior to the Effective Time, certain members of”

SWK Holdings Corp completed a disposition involving SCOF SPV I, LP, an entity affiliated with Soleus Capital Management L.P. for $34.0 million (closed 2025-04-10).

“On April 10, 2025, the Company completed the transactions contemplated by the Purchase and Sale Agreement and Purchaser paid the Company approximately $34.0 million in cash and assumed certain related liabilities.”

Trio Petroleum Corp completed an acquisition involving Novacor Exploration Ltd. (closed 2025-04-08).

“The first closing of the Transaction was consummated on April 8, 2025”

Classover Holdings, Inc. underwent a change of control involving Class Over Inc. for Pubco issued to the former security holders of Class Over an aggregate of 6,535,014 shares of Class A Common Stock, 5,964,986 shares of Class B Common Stock and (closed 2025-04-04).

“a warrant to purchase Class B Common Stock of Pubco (each, a “ Warrant ”). Additionally, at Closing, Pubco issued to the former security holders of Class Over an aggregate of 6,535,014 shares of Class A Common Stock, par value $0.0001 per share (“ Class A Common Stock ,” and together with the Class B Common Stock, the “ Common Stock ”), of Pubco, 5,964,986”

Edgemode, Inc. completed an acquisition involving Synthesis Analytics Production Ltd for 1,260,246,354 shares of Edgemode common stock, par value $0.001 per share (closed 2025-04-07).

“our,” the “Company” or “Edgemode”), Synthesis Analytics Production Ltd, an England and Wales private limited company (“SAPL”), and Adler Capital Limited, a company registered in Hong Kong, and the sole shareholder of SAPL,”

ASCENT INDUSTRIES CO. completed a disposition involving Bristol Pipe and Tube, Inc. for approximately $45 million of cash proceeds (closed 2025-04-04).

“On April 4, 2025, the Company and Purchaser completed the transaction contemplated by the Purchase Agreement. The consideration for the transaction was approximately $45 million of cash proceeds subject to certain closing adjustments.”

ZEVRA THERAPEUTICS, INC. completed a disposition for $150.0 million (closed 2025-04-01).

“the terms of an asset purchase agreement, dated February 26, 2025 (the “PRV Transfer Agreement”). Pursuant to the PRV Transfer Agreement, the Company received gross proceeds of $150.0 million from the buyer upon the closing of the Asset Sale. The foregoing description of the PRV Transfer Agreement does not purport to be complete and is qualified in its entirety by the”