M&A Transactions

BROADWIND, INC. completed a disposition involving IES Infrastructure (a wholly-owned subsidiary of IES Holdings, Inc.) for aggregate purchase price of up to $19.5 million in cash and non-cash consideration in the form of a below market lease (closed 2026-04-30).

“On April 30, 2026, the Company’s wholly-owned subsidiary, Broadwind Heavy Fabrications, Inc. (“Heavy Fabrications”) entered into a definitive agreement with IES Infrastructure, a wholly-owned subsidiary of IES Holdings, Inc. (NASDAQ: IESC), under which Heavy Fabrications has sold its production facility in Abilene, Texas (the “Facility”), including real property, equipment, machinery and other items, to IES Infrastructure for an aggregate purchase price of up to $19.5 million in cash and non-cash consideration in the form of a below market lease, subject to certain purchase price adjustments.”

908 Devices Inc. completed an acquisition involving Florentin Coppey, Pierre Esseiva, Matteo Delbrück, Parkview Invest AG and Matthieu Girod for headline price of $15,000,000 (closed 2026-05-04).

“and outstanding NIRLAB Shares in exchange for a preliminary consideration (the “Preliminary Consideration”) payable by the Company on the Closing Date with a headline price of $15,000,000 (the “Transaction”), comprised of (x) $13,000,000 in cash (the “Cash Consideration”) and (y) 293,368 shares of common stock of the Company, par value $0.001 per share (each such”

Nuveen Churchill Private Capital Income Fund completed an acquisition involving Nuveen Churchill BDC V for $346,954,197 (closed 2026-05-01).

“on the BDC V Board. Pursuant to the Purchase Agreement, at the Effective Time (as defined in the Purchase Agreement), the Fund delivered to BDC V an aggregate purchase price of $346,954,197 (the “Purchase Price”), equal to the net asset value of BDC V as of April 29, 2026, at which time BDC V sold, transferred, assigned and conveyed to the Fund substantially all of”

Nuveen Churchill BDC V completed a disposition involving Nuveen Churchill Private Capital Income Fund for $346,954,197 (closed 2026-05-01).

“on the Fund Board. Pursuant to the Purchase Agreement, at the Effective Time (as defined in the Purchase Agreement), PCAP delivered to the Fund an aggregate purchase price of $346,954,197 (the “Purchase Price”), equal to the net asset value of the Fund as of April 29, 2026, at which time the Fund sold, transferred, assigned and conveyed to PCAP substantially all of”

Coeur Mining, Inc. completed an acquisition involving New Gold Inc. (closed 2026-03-20).

“On March 20, 2026 pursuant to the terms and conditions set forth in the Arrangement Agreement, Coeur (through the Canadian Sub) acquired all of the issued and outstanding common shares of New Gold pursuant to a Plan of Arrangement with New Gold becoming a wholly-owned subsidiary of Coeur.”

ASCENT INDUSTRIES CO. completed an acquisition involving Midwest Graphics Sales Inc. and Sigma Coatings, Inc. for $14,000,000 (closed 2026-05-04).

“the Company purchased substantially all of the assets and certain specified liabilities of Seller for $14,000,000, subject to certain customary adjustments for working capital, transaction expenses, and cash, on the terms and subject to the conditions set forth in the Purchase Agreement (the “Transaction”). The Transaction closed simultaneously with the execution of the Purchase Agreement.”

Applied Digital Corp. completed a disposition involving Ekso Bionics Holdings, Inc. (closed 2026-05-05).

“On May 5, 2026 (the “Closing Date”), Applied Digital Corporation, a Nevada corporation (the “Company”), completed the previously announced divestiture of its cloud business pursuant to that certain Contribution and Exchange Agreement”

Compass Group Diversified Holdings LLC completed a disposition involving WCHG Buyer, Inc. for enterprise value of $292.5 million (closed 2026-05-01).

“the Rimports Distribution and on May 1, 2026 completed the Merger pursuant to the Agreement. The sale price of Sterno’s food service business was based on an enterprise value of $292.5 million, subject to certain adjustments based on matters such as transaction expenses, change-of-control payments, option termination payments and the net working capital, cash and debt”

EKSO BIONICS HOLDINGS, INC. underwent a change of control involving Applied Digital Corporation (closed 2026-05-05).

“On May 5, 2026 (the “Closing Date”), Ekso Bionics Holdings, Inc., a Nevada corporation (“Ekso” or the “Company”), consummated the previously announced business combination transaction (the “Business Combination”) contemplated by that certain Contribution and Exchange Agreement”

Leef Brands Inc. completed an acquisition involving Standard Holdings, Inc. for issued an aggregate of 12,592,960 shares of the Company’s common shares and paid an aggregate of $10,000.00 in cash (closed 2026-03-27).

“the Introductory Note of this Current Report on Form 8-K is incorporated by reference in this Item 2.01. As consideration for the Merger, the Company (a) issued an aggregate of 12,592,960 shares of the Company’s common shares, no par value (“Merger Shares”), to the holders of SHI’s senior preferred stock and (b) paid an aggregate of $10,000.00 in cash to the”

Exodus Movement, Inc. completed an acquisition involving Monavate Holdings Limited and Baanx.com Ltd for $76,273,333.30 (closed 2026-05-01).

“On May 1, 2026, the Company acquired the outstanding shares of Monavate Holdings Limited and Baanx.com Ltd from the Receivers for a purchase price of $76,273,333.30, which is the exact amount of principal and interest outstanding on the W3C Loans, as of April 30, 2026.”

FARMER BROTHERS CO underwent a change of control involving Royal Cup, Inc. for $1.29 per share (closed 2026-05-05).

“was approved by stockholders in a special meeting held on Friday, May 1. Under the terms of the agreement, Royal Cup has acquired all outstanding shares of Farmer Brothers for $1.29 per share. Farmer Brothers will now operate as part of Royal Cup and become a private company. As part of the closing of the transaction, Farmer Brothers President and Chief”

Oncotelic Therapeutics, Inc. completed an acquisition involving Lunai Bioworks, Inc. for aggregate stated value of $20,000,000 (closed 2026-05-01).

“greement and Plan of Merger (the “Merger Agreement”) with Lunai Bioworks, Inc., a Delaware corporation (“Lunai”), Lunai Bioworks IP, Inc., a Delaware corporation and a wholly owned subsidiary of Lunai (“Merger Sub”), Neurobridge IP Holdings”

GYRE THERAPEUTICS, INC. completed an acquisition involving Cullgen Inc. for all-stock transaction that valued Cullgen at approximately $300 million (closed 2026-05-04).

“Revenue Code of 1986, as amended. Under the terms of the Merger Agreement, the Company acquired Cullgen in an all-stock transaction that valued Cullgen at approximately $300 million. At the effective time of the Merger (the “Effective Time”), each then outstanding share of Cullgen capital stock (the “Cullgen Capital Stock”), excluding shares of Cullgen”

Axos Financial, Inc. completed an acquisition involving Jenius Bank, a digital banking business of SMBC MANUBANK (closed 2026-05-02).

“On May 2, 2026, Axos Bank (the “Bank”), a subsidiary of Axos Financial, Inc. (the “Company”), completed its previously announced acquisition of all of the United States consumer deposits of Jenius Bank, a digital banking business of SMBC MANUBANK (“SMBC”), pursuant to the terms of the Purchase and Assumption Agreement, dated February 12, 2026”

TIPTREE INC. completed a disposition involving Carrington Mortgage Services, LLC for $47,291,890 in cash paid to Sellers at closing, plus $2,000,000 held in escrow related to the Purchase Price Adjustment Holdback Amount and $1,027,798 held in e (closed 2026-05-01).

“as of December 5, 2025 (together, the “Purchase Agreement”), by and among Buyer, Sellers and Reliance. At the closing of the Sale, pursuant to the Purchase Agreement, Buyer paid $47,291,890 in cash to Sellers with an additional $2,000,000 held in escrow related to the Purchase Price Adjustment Holdback Amount (as defined in the Purchase Agreement) and $1,027,798 held”

United Homes Group, Inc. underwent a change of control involving Stanley Martin Homes, LLC for $1.18 per share in cash (closed 2026-05-04).

“than shares of Company Common Stock to be canceled pursuant to the Merger Agreement or Dissenting Shares) was converted into the right to receive cash in an amount equal to $1.18, without interest thereon (the “Per Share Amount”). of this Current Report on Form 8-K is incorporated by reference into this Item 5.01. As a result of the consummation of the”

Fundrise eREIT, LLC completed an acquisition involving each of Fundrise Development eREIT, LLC, Fundrise Equity REIT, LLC, Fundrise East Coast Opportunistic REIT, LLC, Fundrise Growth eREIT II, LLC, Fundrise Growth eREIT III, LLC, Fundrise Midland Opportunistic REIT, LLC and Fundrise West Coast Opportunistic REIT, LLC (closed 2026-04-29).

“At 11:59 p.m. Eastern time on April 29, 2026 (the "Effective Time"), which was the same for all of the Mergers, for each respective Fundrise Merger Entity, (1) such Fundrise Merger Entity merged into Fundrise eREIT, with Fundrise eREIT as the surviving entity of the Merger”

SunOpta Inc. underwent a change of control involving an affiliate of Refresco Holding B.V. for US$6.50 per Common Share in cash (closed 2026-05-01).

“SunOpta Inc. (“SunOpta” or the “Company”) (Nasdaq: STKL) (TSX: SOY), a North American supply chain solutions provider, is pleased to announce the successful completion of the acquisition of the Company by an affiliate of Refresco Holding B.V. (“Refresco”) for US$6.50 per Common Share in cash”

CROWN CASTLE INC. completed a disposition involving Fiber Finco, LLC (Zayo Purchaser) and Small Cells Holdco Inc. (Arium Networks) for $8.5 billion in cash (closed 2026-05-01).

“cells business to Small Cells Holdco Inc., a Delaware corporation, referred to as Arium Networks (together with Zayo Purchaser, "Purchasers") for aggregate cash proceeds of $8.5 billion in cash, subject to certain adjustments ("Transaction"). The Transaction was consummated pursuant to the terms and conditions of the Stock Purchase Agreement, dated as of March”

Lunai Bioworks Inc. completed an acquisition involving Neurobridge IP Holdings Incorporated for $20,000,000 aggregate stated value of Series B Convertible Preferred Stock (closed 2026-05-01).

“nto an Agreement and Plan of Merger (the “Merger Agreement”) with Neurobridge IP Holdings Incorporated, a Delaware corporation (“Holdings”), Lunai Bioworks IP, Inc., a Delaware corporation and a wholly owned subsidiary of the Company (“Merger”

LINKBANCORP, Inc. underwent a change of control involving Burke & Herbert Financial Services Corp. for 0.1350 shares of Burke & Herbert Common Stock per LNKB share (closed 2026-05-01).

“Common Stock”) issued and outstanding immediately prior to the Effective Time, other than certain shares held by Burke & Herbert and LNKB, was converted into the right to receive 0.1350 shares (the “Exchange Ratio”) of common stock, par value $0.50 per share, of Burke & Herbert (“Burke & Herbert Common Stock,” and such shares, the “Merger Consideration”).”

Diversified Energy Co completed an acquisition involving Sheridan Holding Company III, LLC for $248 million (closed 2026-04-30).

“On April 30, 2026, the Transaction closed for a total purchase price of approximately $248 million”

Advanced Biomed Inc. completed an acquisition involving Acellent Technologies (Hong Kong) Co. Limited for $1,080,000 (closed 2026-04-30).

“Pursuant to the Share Purchase Agreement, the Company agreed to acquire 100% of the equity interest in the Target in exchange for the issuance of 270,000 shares of the Company’s common stock, par value $0.001 per share, valued at $4.00 per share, for an aggregate estimated consideration of $1,080,000. The shares was issued in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended, and the transaction was completed on April 30, 2026.”

Burke & Herbert Financial Services Corp. completed an acquisition involving LINKBANCORP, Inc. for approximately 5,102,855 shares of Burke & Herbert Common Stock (closed 2026-05-01).

“fractional shares of Burke & Herbert Common Stock in accordance with the terms of the Merger Agreement. The total aggregate consideration payable in the Merger was approximately 5,102,855 shares of Burke & Herbert Common Stock. The issuance of shares of Burke & Herbert Common Stock in connection with the Merger was registered under the Securities Act of 1933, as”

WisdomTree, Inc. completed an acquisition involving Atlantic House Holdings Limited for £150.0 million (approximately $200.0 million) in cash (closed 2026-05-01).

“On May 1, 2026, the Buyer completed the Acquisition for a purchase price of £150.0 million (approximately $200.0 million) in cash paid at the closing, subject to customary post-closing adjustments, including adjustments to cash, indebtedness and working capital.”

NEW ROYAL HOLDCO I INC. completed a disposition for $2.75 per share (closed 2026-04-30).

“New HoldCo distributed a dividend, as declared and paid by New HoldCo, in an amount equal to $2.75 per share to New HoldCo’s shareholders as of the Closing Date (the “ Distribution ”)”

NEW ROYAL HOLDCO I INC. completed a disposition involving Argento, LLC (closed 2026-04-30).

“OpCo Buyer acquired 100% of the equity interests of New OpCo (the “ OpCo Sale ”)”

NEW ROYAL HOLDCO I INC. underwent a change of control involving VICI Properties Inc. for 0.902 (closed 2026-04-30).

“issued and outstanding immediately prior to the Effective Time was converted into the right to receive a number of fully paid and nonassessable PropCo Buyer Shares equal to 0.902 with cash paid in lieu of fractional shares (the “ Exchange Ratio ”, and such merger, the “ Merger ,” and together with the PropCo Distribution, the Distribution, the Pre-Closing”

SPIRE INC completed a disposition involving Boardwalk Pipelines, LP for $215.0 million in cash (closed 2026-04-30).

“On April 30, 2026, Seller completed the previously announced Transaction for $215.0 million in cash, subject to customary post-closing adjustments as provided in the Agreement.”

PERRIGO Co plc completed a disposition involving Karo Healthcare AB for €305.6 million in upfront cash plus up to €27.0 million contingent consideration (closed 2026-04-30).

“On April 30, 2026, the Transaction closed pursuant to the terms of the Agreement. In connection with the closing of the Transaction, Karo made a cash payment to the Company of €305.6 million, including €5.6 million in net working capital adjustments. In addition, the Company may be entitled to additional contingent cash consideration of up to €27.0 million upon”

Bakkt, Inc. completed an acquisition involving Distributed Technologies Research Global Ltd. for 11,316,775 shares of its Class A Common Stock (closed 2026-04-30).

“Purchase Agreement) for purposes of consummating the acquisition of DTR at Closing. At the closing of the acquisition of DTR (the “Closing”), the Company issued an aggregate of 11,316,775 shares (such shares, the “Consideration Shares”) of its Class A Common Stock, par value $0.0001 per share (the “Class A Common Stock”), comprised of (A) 31.5% of (i) the aggregate”

SM Energy Co completed a disposition involving Caturus Energy, LLC for $950 million (closed 2026-04-30).

“is included as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference. --- EX-99.1 (EX-99.1) --- News Release EXHIBIT 99.1 SM ENERGY CLOSES $950 MILLION SOUTH TEXAS DIVESTITURE; ANNOUNCES REDEMPTION OF ALL OUTSTANDING 2026 SENIOR NOTES Demonstrates strong momentum toward $1.0 billion-plus asset sale target and advances 2026”

Suncrete, Inc. completed an acquisition involving Hope Concrete Intermediate Holdings, LLC, Michael Mikytuck, Christine Wienberg, and Foley Bros., LLC for 220,007 shares of Class A Common Stock, 69,511 shares of Class B common stock of Purchaser Holdco, and a net closing cash payment of $39,377,232.21 (closed 2026-04-28).

“in its capacity as representative of the Sellers. After giving effect to the transactions contemplated by the Purchase Agreement, the aggregate consideration consisted of (i) 220,007 shares (the “Mikytuck Rollover Securities”) of Class A Common Stock, par value $0.0001 per share, of the Company (“Class A Common Stock”) issued to Mr. Mikytuck, (ii) 69,511”

HBT Financial, Inc. completed an acquisition involving CNB Bank Shares, Inc. (closed 2026-03-01).

“On March 1, 2026, HBT Financial, Inc. (“HBT Financial”) completed its previously announced acquisition (the “Merger”) of CNB Bank Shares, Inc., an Illinois corporation (“CNB”), pursuant to an Agreement and Plan of Merger, dated October 20, 2025 between HBT Financial, CNB, and HB-CNB Merger, Inc., a Delaware corporation (“MergerCo”) and wholly-owned subsidiary of HBT Financial (the “Merger Agreement”).”

Urgent.ly Inc. underwent a change of control involving Agero, Inc. for $5.50 per share in cash (closed 2026-04-28).

“to purchase all of the Company’s outstanding shares of common stock, par value $0.001 per share (the “ Common Stock ” and shares of Common Stock, “ Shares ”), in exchange for $5.50 in cash per Share, net to the holder thereof in cash, without interest and subject to any applicable withholding taxes (the “ Offer Price ”), subject to and in accordance with the”

Pioneer Bancorp, Inc./MD completed an acquisition involving Targeted Lending Co., LLC for approximately $140 million in enterprise value (closed 2026-04-24).

“the “Sellers”, and Brian Gallo, solely in his capacity as the representative of the Sellers (the “Seller Representative”). The all-cash transaction is valued at approximately $140 million in enterprise value. The aggregate consideration for the Purchased Interests consists of a base purchase price of approximately $54 million (the “Base Purchase Price”), subject”

SEMrush Holdings, Inc. underwent a change of control involving Adobe Inc. for $12.00 in cash (closed 2026-04-28).

“☐ Introduction Merger Agreement On April 28, 2026, Adobe Inc., a Delaware corporation (“Adobe”), completed its previously announced acquisition of Semrush Holdings, Inc., a Delaware”

Quantum Cyber N.V. underwent a change of control involving David E. Lazar (closed 2026-04-22).

“On February 13, 2026, we entered into the Purchase Agreement with David Lazar, the First Closing Shares were issued on February 17, 2026, and the Second Closing Shares were issued on April 22, 2026. As a result of the transactions set out in the Purchase Agreement, Mr. Lazar became the holder of over 95% of the voting rights of our issued and outstanding shares, on a fully-diluted basis, and became the controlling shareholder.”

AMICUS THERAPEUTICS, INC. underwent a change of control involving BioMarin Pharmaceutical Inc. for $14.50 per Share, in cash (closed 2026-04-27).

“”), issued and outstanding immediately prior to the Effective Time (other than Excluded Shares and Dissenting Shares) was cancelled and converted into the right to receive $14.50 per Share, in cash, without interest thereon (the “ Merger Consideration ”) and subject to any applicable withholdings of Taxes. Pursuant to the Merger Agreement: • At the”

FOCUS UNIVERSAL INC. completed an acquisition involving 901 Corporate Center, LP for aggregate purchase price of the Property was $17,700,000, exclusive of closing costs (closed 2026-04-17).

“”). The Seller does not have a material relationship with the Company, and the acquisition was not an affiliated transaction. The aggregate purchase price of the Property was $17,700,000, exclusive of closing costs (the “ Purchase Price ”). The Company made an initial down payment of $525,000 on January 26, 2026. On April 17, 2026, the Company funded the Purchase”

Apollo Commercial Real Estate Finance, Inc. completed a disposition involving Athene Holding Ltd. for approximately $8.6 billion (closed 2026-04-24).

“On the Closing Date, pursuant to the terms and subject to the conditions of the Asset Purchase and Sale Agreement, dated January 27, 2026 (as amended or modified, the “Purchase Agreement”), by and between the Company and Athene Holding Ltd. (“Athene”), the Company sold its commercial real estate loan portfolio (other than loans that were repaid prior to closing or are expected to be repaid in May) to Athene (the “Asset Sale”) for cash consideration of approximately $8.6 billion, which is based on 99.7% of the total commitment amount of such loans as of the Closing Date, subject to certain adjustments as provided in the Purchase Agreement.”

ModuLink Inc. completed an acquisition involving Wah Shing Lam for HKD 5,000,000 (approximately USD 641,026) (closed 2026-04-23).

“for the acquisition, the Company issued 6,500 shares of its Series A Convertible Preferred Stock to Mr. Lam, representing an aggregate consideration of approximately HKD 5,000,000 (approximately USD 641,026). Following completion of the transaction, ASA Robotics became a majority-owned subsidiary of the Company. The remaining 40% equity interest in ASA”

Ondas Inc. completed an acquisition involving Mistral, Inc. for approximately $175,000,000 (closed 2026-04-24).

“with and into Mistral, with Mistral continuing as the surviving entity and a wholly owned subsidiary of the Company (the “Merger”), for an aggregate amount of approximately $175,000,000, comprised of (i) 1,567,735 shares of the Company’s common stock (“Common Stock”), par value $0.0001 per share, issued to the Stockholder, (ii) 261,289 shares of Common Stock”

Telomir Pharmaceuticals, Inc. completed an acquisition involving TELI Pharmaceuticals, Inc. for 34,389,710 restricted shares of the Company’s common stock (closed 2026-04-22).

“by the Company’s shareholders during the Company’s annual shareholders meeting on March 23, 2026. At closing, the Company acquired 100% of TELI in exchange for a total of 34,389,710 restricted shares of the Company’s common stock, no par value issued to TELI’s former shareholders (the “Shares”). The number of shares issued was determined based on an exchange”

Invech Holdings, Inc. completed an acquisition involving Arpita Day for 5,000,000 restricted shares of common stock (closed 2026-04-21).

“has agreed to sell and the Company has agreed to purchase the website and total code of the sports betting platform www.sportypick.com owned by Day (the “Assets”) in exchange for 5,000,000 restricted shares of common stock of the Company (the “Shares”). The foregoing information is a summary of the APA involved in the transaction described above, is not complete,”

GENERATION INCOME PROPERTIES, INC. completed a disposition involving Vanguard Asset Holdings, LLC, Series 102 for $1,458,000 (closed 2026-04-17).

“GIPGA 2383 Lake Harbin Road, LLC, an indirect wholly owned subsidiary of Generation Income Properties, Inc. (the “Company”), completed the sale of its Dollar Tree-occupied net lease retail property located at 2383 Lake Harbin Road in Morrow, Georgia (the “Property”), pursuant to a Purchase and Sale Agreement (as amended, the “Morrow Purchase and Sale Agreement”), entered into effective as of March 23, 2026, by and between GIPGA 2383 Lake Harbin Road, LLC, as seller, and Vanguard Asset Holdings, LLC, Series 102, as purchaser, as amended on April 2, 2026 (the “First Amendment”). The Property was sold for a purchase price of $1,458,000, subject to customary prorations and adjustments, resulting in net proceeds to the Company of $639,152.49.”

Motorsport Games Inc. underwent a change of control involving Driven Lifestyle Group LLC for cash consideration of $4.11 per share for 904,395 shares of Class A Common Stock (closed 2026-04-22).

“On April 22, 2026, Motorsport Games Inc. (the “Company”) entered into a Share Repurchase Agreement (the “Agreement”) with Driven Lifestyle Group LLC, a Florida limited liability company (“Driven Lifestyle”), pursuant to which the Company purchased 904,395 shares of the Company’s Class A Common Stock, par value $0.0001 per share (the “Class A Common Stock”) held by Driven Lifestyle (the “Class A Shares”). The Agreement provides for the Shares to be purchased at a price of $4.11, which is equal to the average closing price of the Class A Common Stock as reported by the Nasdaq Capital Market for the five trading days immediately preceding the signing of the Agreement.”

Day One Biopharmaceuticals, Inc. underwent a change of control involving Servier Pharmaceuticals LLC (Parent), Servier Detroit Inc. (Purchaser), and Servier S.A.S. (Guarantor) for $21.50 per share in cash (closed 2026-04-23).

“tender offer (the “ Offer ”) to purchase all of the issued and outstanding shares of common stock of the Company, par value $0.0001 per share (the “ Shares ”), at a price of $21.50 per share (the “ Offer Price ”), net to the seller in cash, without interest thereon, and less any applicable tax withholding, upon the terms and subject to the conditions set”

HERITAGE COMMERCE CORP underwent a change of control involving CVB Financial Corp. for 0.65 shares of CVBF common stock per share of Heritage common stock (closed 2026-04-17).

“stock, no par value per share (“Heritage Common Stock”), issued and outstanding immediately prior to the Effective Time was cancelled and converted into the right to receive 0.65 shares (the “Exchange Ratio”) of CVBF’s common stock, no par value per share (“CVBF Common Stock”), without interest thereon (the “Merger Consideration”). Each holder of Heritage”