M&A Transactions

NCR Voyix Corp completed a disposition involving Dragon Buyer, Inc., an affiliate of The Veritas Capital Fund VIII, L.P. for $2.45 billion in cash, plus contingent consideration of up to an additional $100 million in cash (closed 2024-09-30).

“Banking Sale”). On September 30, 2024, Buyer and the Company completed the Digital Banking Sale pursuant to the Purchase Agreement. The purchase price for the transaction was $2.45 billion in cash, subject to a customary post-closing purchase price adjustment, as well as contingent consideration of up to an additional $100 million in cash upon the achievement of a”

Doma Holdings, Inc. underwent a change of control involving RE Closing Buyer Corp. (closed 2024-09-27).

“On September 27, 2024 (the “Closing Date”), upon the terms and subject to the conditions set forth in the Merger Agreement and in accordance with the applicable provisions of the Delaware General Corporation Law (the “DGCL”), Merger Sub merged with and into the Company (the “Merger”), with the Company surviving the Merger and becoming a wholly owned subsidiary of Parent.”

Pacific Sports Exchange Inc. underwent a change of control involving Alpine Elite Holdings Ltd. (closed 2024-09-23).

“Effective September 23, 2024, Timothy Conte and Jennifer Whitesides, the previous officers and directors and majority shareholders of Pacific Sports Exchange Inc., a Delaware corporation (the “Company”), entered into a stock purchase agreements for the sale of an aggregate of 10,000,000 shares of Common Stock of the Company, representing approximately 70% of the issued and outstanding shares of Common Stock of the Company as of such date, to Alpine Elite Holdings Ltd., and as such it is able to unilaterally control the election of our board of directors, all matters upon which shareholder approval is required and, ultimately, the direction of our Company.”

DELTA APPAREL, INC completed a disposition involving Renfro LLC for approximately $15.3 million in cash (closed 2024-09-20).

“Liabilities” and such acquisition of the Soffe Assets and assumption of the Soffe Liabilities together, the “Soffe Transaction”), for a total purchase price of approximately $15.3 million in cash (the “Soffe Purchase Price”), plus the payment of certain expenses. The closing of the Soffe Transaction occurred on September 20, 2024. The foregoing summaries of the”

DELTA APPAREL, INC completed a disposition involving Iconix International, Inc. and Hilco Merchant Resources, LLC for approximately $35.94 million in cash (closed 2024-09-19).

“and such acquisition of the Salt Life Assets and assumption of the Salt Life Liabilities together, the “Salt Life Transaction”), for a total purchase price of approximately $35.94 million in cash (the “Salt Life Purchase Price”). The Salt Life Purchase Price is subject to adjustment after closing of the Salt Life Transaction based on final net accounts receivable”

Nixxy, Inc. completed a disposition involving Job Mobz, Inc. for $1,393,430 (closed 2024-09-24).

“the terms set forth in the Asset Purchase Agreement dated August 16, 2023. Final Transaction Details: 1. Cash Consideration : The Company received a final cash payment of $1,393,430, representing the complete settlement of all cash obligations related to the transaction as outlined in the Purchase Agreement and the Master Referral Agreement. 2. Allocation of”

VEEA INC. underwent a change of control involving Veea Inc. (formerly Plum Acquisition Corp. I) for pre-money equity value of Veea of $180,000,000 (closed 2024-09-13).

“into the right to receive the number of shares of Common Stock determined in accordance with the Business Combination Agreement based on a pre-money equity value of Veea of $180,000,000, plus the aggregate exercise prices of Veea’s in-the-money, vested convertible securities, divided by $10.00. 1 Pursuant to the Business Combination Agreement, at the effective”

Vital Energy, Inc. completed an acquisition involving Point Energy Partners Petroleum, LLC, Point Energy Partners Operating, LLC, Point Energy Partners Water, LLC and Point Energy Partners Royalty, LLC for $815.2 million (closed 2024-09-20).

“On September 20, 2024, the Company consummated the Point Acquisition for total cash consideration of $815.2 million paid by the Company after closing adjustments, funded with borrowings under the Company’s senior secured credit facility.”

i3 Verticals, Inc. completed a disposition involving Payroc Buyer, LLC for approximately $438 million (closed 2024-09-20).

“which was entered into immediately prior to the Closing. Pursuant to the terms of the Purchase Agreement, Buyer paid to Sellers an aggregate purchase price of approximately $438 million (after giving effect to estimated net working capital, indebtedness and cash adjustments), payable in cash at the Closing, subject to post-closing purchase price adjustments. At”

ANI PHARMACEUTICALS INC completed an acquisition involving Alimera Sciences, Inc. for $5.50 in cash, without interest and one contingent value right (closed 2024-09-16).

“or shares owned by the Company, Merger Subs or any other subsidiary of the Company or Alimera), was canceled and ceased to exist and was converted into the right to receive (i) $5.50 in cash, without interest (the “ Closing Cash Consideration ”) and (ii) one contingent value right (a “ CVR ”), which represents the right to receive the Milestone Payments (as”

VAPOTHERM INC underwent a change of control involving Veronica Intermediate Holdings, LLC (affiliate of Perceptive Advisors, LLC) for $2.18 per share (closed 2024-09-20).

“and outstanding immediately prior to the Effective Time, other than the Excluded Shares as described below, was converted into the right to receive an amount in cash equal to $2.18, without interest (the “ Per Share Merger Consideration ”). The “ Excluded Shares ” are (i) each Share held in the treasury of the Company or owned by the Company or any direct”

NorthStar Healthcare Income, Inc. completed a disposition involving American Healthcare REIT, Inc. and its subsidiary for approximately $252 million (closed 2024-09-20).

“On September 20, 2024, AHR completed its purchase of the Trilogy Investment in accordance with the Option Agreement, which resulted in net cash proceeds to NorthStar Healthcare of approximately $252 million”

NAVIENT CORP completed a disposition involving Coding Solutions Acquisition, Inc. (CorroHealth) for $369 million ($365 million of total consideration, plus an estimated $4 million of working capital and other adjustments to the contractual price) (closed 2024-09-19).

“On September 19, 2024, Navient Corporation (the “Company”) completed the sale of its equity interests in Xtend Healthcare, LLC, which comprised the Company's healthcare services business in its Business Processing segment to Coding Solutions Acquisition, Inc. (CorroHealth) for $369 million ($365 million of total consideration, plus an estimated $4 million of working capital and other adjustments to the contractual price).”

SBC Medical Group Holdings Inc underwent a change of control involving Pono Capital Two, Inc. (closed 2024-09-17).

“and other transactions contemplated thereby (collectively, the " Business Combination ") were approved and completed.”

Rennova Health, Inc. completed a disposition involving FOXO Technologies Inc. for $500,000, payable in shares of FOXO's Class A Common Stock (closed 2024-06-14).

“The first agreement (the “Myrtle Agreement”) provided for the Company to exchange all of its equity interest in its subsidiary, Myrtle Recovery Centers, Inc. (“Myrtle”) for $500,000, payable in shares of FOXO’s Class A Common Stock (the “FOXO Common Stock”). This transaction closed on June 14, 2024. On June 25, 2024, the parties to the Myrtle Agreement”

Matador Resources Co completed an acquisition involving Ameredev II Parent, LLC and Ameredev Intermediate II, LLC for $1,905,000,000 (closed 2024-09-18).

“On September 18, 2024, MRC Toro, LLC ("Purchaser"), a wholly-owned subsidiary of Matador, consummated the previously disclosed acquisition (the "Acquisition") contemplated by that certain Securities Purchase Agreement, dated as of June 12, 2024 (the "Purchase Agreement"), among Purchaser, MRC Energy (solely for the purposes of guaranteeing the obligations of Purchaser), Ameredev II Parent, LLC ("Ameredev Parent"), Ameredev Intermediate II, LLC ("Ameredev Intermediate" and, together with Ameredev Parent, each a "Seller" and collectively, the "Sellers") and Ameredev Stateline II, LLC (the "Target"), pursuant to which, among other things, Sellers agreed to sell to Purchaser, and Purchaser agreed to purchase from Sellers, all of the issued and outstanding membership interests of the Target, for an amount in cash equal to $1,905,000,000”

Cohen & Steers Income Opportunities REIT, Inc. completed an acquisition involving West Plaza RE Holdings, LLC for $37.025 million, subject to closing costs, customary prorations and escrow arrangements (closed 2024-09-18).

“include retailers and restaurants such as TJ Maxx, Ross Dress for Less, Michael’s, PetSmart, Panera Bread, Buffalo Wild Wings and Jersey Mike’s. The total purchase price was $37.025 million, subject to closing costs, customary prorations and escrow arrangements. The Company funded the acquisition using proceeds from the financing of the Marketplace at Highland”

Healthier Choices Management Corp. completed a disposition involving Healthy Choice Wellness Corp. (closed 2024-09-13).

“On September 13, 2024, Healthier Choices Management Corp. (“HCMC” or the “Company”) completed the previously announced spin-off (the “Spin-Off”) of its subsidiary Healthy Choice Wellness Corp. (“HCWC”).”

Strategic Realty Trust, Inc. completed a disposition involving HFGO Investors, LLC, an affiliate of Moran Capital LLC for approximately $10.9 million in cash, before customary closing and transaction costs (closed 2024-09-12).

“On September 12, 2024, the Company consummated the disposition of the San Francisco Assets for approximately $10.9 million in cash, before customary closing and transaction costs.”

G1 Therapeutics, Inc. underwent a change of control involving Pharmacosmos A/S for $7.15 per share (closed 2024-09-18).

““Offer”) to purchase all of the issued and outstanding shares (the “Shares”) of common stock, par value $0.0001 per share (the “Common Stock”), of the Company, at a price of $7.15 per Share, net to the seller in cash, without interest and subject to any applicable withholding of taxes (the “Offer Price”). The Offer and related withdrawal rights expired at”

AIR T INC completed an acquisition for $18,000,000 (closed 2024-09-12).

“On September 12, 2024, CASP Leasing I, LLC (“CASP”), a 95% owned subsidiary of Contrail Aviation Support, LLC (“CAS”), completed the purchase of two airplanes - an Airbus A320 aircraft and an Airbus A321 aircraft. The total transaction value for the aircraft purchases exceeded $18,000,000”

ALASKA AIR GROUP, INC. completed an acquisition involving Hawaiian Holdings, Inc. for $18.00 per Share (closed 2024-09-18).

“On September 18, 2024, pursuant to the Merger Agreement, Merger Sub merged with and into Hawaiian (the "Merger"), with Hawaiian surviving as a wholly owned subsidiary of Alaska.”

Silk Road Medical Inc underwent a change of control involving Boston Scientific Corporation for $27.50 in cash (closed 2024-09-17).

“prior to the Effective Time (subject to certain customary exceptions specified in the Merger Agreement) was cancelled and converted automatically into the right to receive $27.50 in cash, without interest (the “Merger Consideration”) and subject to applicable taxes. Pursuant to the Merger Agreement, at the Effective Time, each outstanding and unexercised”

Solaris Energy Infrastructure, Inc. completed an acquisition involving J Turbines, Inc. and KTR Management Company, LLC (the Contributors) for approximately $60,000,000 of base cash consideration, adjusted for customary closing balance sheet and transaction adjustments (closed 2024-09-11).

“Solaris LLC received all of the issued and outstanding equity interests of MER (the “Closing”). The aggregate consideration for the Contribution consisted of: • approximately $60,000,000 of base cash consideration, adjusted for customary closing balance sheet and transaction adjustments, and subject further to certain post-closing adjustments; • the issuance of”

GPGI, Inc. underwent a change of control involving Resolute Compo Holdings LLC for aggregate purchase price of approximately $372.1 million, or $7.55 per share of Class A Common Stock acquired (closed 2024-09-17).

“On September 17, 2024, each of the Class B stockholders of CompoSecure, Inc. (the “Company”) completed the transactions contemplated pursuant to the previously-announced stock purchase agreements (each, a “stock purchase agreement”) with Resolute Compo Holdings LLC (“Resolute” or “Buyer”), pursuant to which Resolute agreed to acquire a majority interest in the Company in privately negotiated sales and eliminate the Company’s dual-class structure (the “Transaction”). Accordingly, on September 17, 2024 (the “Closing”), Resolute became the majority owner of the Company, having acquired 49,290,409 shares of the Class A Common Stock of the Company (the “Class A Common Stock”) for an aggregate purchase price of approximately $372.1 million, or $7.55 per share of Class A Common Stock acquired, representing an approximately 60% voting interest.”

NPK International Inc. completed a disposition involving Newpark Fluids Systems LLC, an affiliate of SCF Partners for $56 million (closed 2024-09-13).

“the Company sold all of the issued and outstanding equity of Newpark Drilling Fluids LLC, a Texas limited liability company, which included substantially all of the Company’s Fluids Systems segment (“Fluids Systems”), to the Purchaser for a base sale price of $127.5 million, adjusted by $43 million to reflect lower estimated working capital conveyed at closing as compared to the average 2023 net working capital balance, accrued taxes and certain other liabilities, and $10 million of outstanding debt (the “Sale Transaction”). Net Sale Transaction consideration is $56 million”

DarkPulse, Inc. completed an acquisition involving Optilan (UK) Limited (in liquidation) for $65,000 (closed 2024-09-11).

“On September 11, 2024 (the " Closing Date "), DarkPulse, Inc., a Delaware corporation (the " Company " or the " Buyer "), entered into and closed the Sale Agreement (the " Agreement ") with Optilan (UK) Limited (in liquidation) incorporated and registered in England and Wales with company number 02715788 (" Optilan " or the " Seller "), and Colin Hardman, Christopher Allen and Gregory Andrew Palfrey, as joint liquidators of the Seller all of Evelyn Partners LLP (the " Joint Liquidators "). Under the Agreement, the Buyer purchased from the Seller for $65,000 (the " Purchase Price ") all right, title, and interest in the following: (1) shares in Otilan India PVT (India), (2) shares in Optilan Communications & Security Systems Ltd (Turkey), and (3) the "Applicable Intellectual Property Rights," as defined in the Agreement.”

ALIMERA SCIENCES INC underwent a change of control involving ANI Pharmaceuticals, Inc. for $5.50 in cash and one contingent value right per share (closed 2024-09-16).

“or shares owned by Parent, Merger Subsidiary or any other subsidiary of Parent or the Company), was canceled and ceased to exist and was converted into the right to receive (i) $5.50 in cash, without interest (such amount, as may be adjusted in accordance with the Merger Agreement, the “ Closing Cash Consideration ”) and (ii) one contingent value right (a “”

RXO, Inc. completed an acquisition involving United Parcel Service of America, Inc., UPS Corporate Finance S.À R.L., UPS SCS (UK) LTD., and UPS Europe SRL for $1.025 billion in cash (closed 2024-09-16).

“completed the Acquisition of the Business from the Sellers. Pursuant to the terms of the Agreement, RXO purchased the Business for payment on the Closing Date of approximately $1.025 billion in cash, subject to certain customary adjustments. The foregoing description of the Purchase Agreement is qualified in its entirety by reference to the Purchase Agreement, a copy”

OPKO HEALTH, INC. completed a disposition involving Laboratory Corporation of America Holdings for approximately $237,500,000 in cash (closed 2024-09-16).

“On September 16, 2024, the parties to the Purchase Agreement consummated the Transaction, and the Company received approximately $237,500,000 in cash, including escrow, subject to certain adjustments as set forth in the Purchase Agreement.”

Delek Logistics Partners, LP completed an acquisition involving H2O Midstream Holdings, LLC for $230 million (closed 2024-09-11).

“Agreement”). The acquisition of the Purchased Interests contemplated by the Purchase Agreement closed on September 11, 2024. The purchase price for the Purchased Interests was $230 million, subject to customary closing adjustments, which was paid in a combination of $160 million in cash and $70 million in preferred equity interests of the Partnership. The preferred”

Landsea Homes Corp completed an acquisition involving Antares Acquisition, LLC (closed 2024-04-01).

“the completion, on April 1, 2024, of the Company’s acquisition (the “Acquisition”) of all of the outstanding membership interests of Antares Acquisition, LLC”

Keypath Education International, Inc. underwent a change of control involving Karpos Intermediate, LLC for $0.87 Australian Dollars in cash per share, without interest, less any applicable withholding taxes (closed 2024-09-10).

“the CDIs) issued and outstanding immediately prior to the Effective Time (other than any Excluded Shares (as hereinafter defined)) was converted into the right to receive $0.87 Australian Dollars in cash, without interest, less any applicable withholding taxes (the “ Transaction Consideration ”), whereupon all such shares were automatically canceled upon”

Summit Healthcare REIT, Inc completed a disposition involving affiliates of the current operator of the facilities for $30.0 million (closed 2024-09-06).

“On September 6, 2024, Summit Healthcare REIT, Inc. (the “Company”) completed the sale of three skilled nursing facilities in California (“CA3 Properties”), which were held through wholly owned subsidiaries, to affiliates of the current operator of the facilities (“Buyer”) for an aggregate purchase price of $30.0 million.”

TransMedics Group, Inc. completed an acquisition involving 77 Aviation, LLC for approximately $14.4 million (closed 2024-09-06).

“on September 6, 2024, the Buyer acquired a fixed-wing aircraft from 77 Aviation, LLC for a purchase price of approximately $14.4 million”

Commercial Vehicle Group, Inc. completed a disposition involving SVO, LLC for $40 million (closed 2024-09-06).

“to as the “Transaction.” Pursuant to the terms of the Purchase Agreement, the aggregate consideration to be paid by Buyer to Seller in connection with the Transaction is $40 million, subject to adjustment for any variance of the actual value of inventory at closing from the estimated inventory value (the “Purchase Price”). On September 6, 2024, the Seller”

Diamondback Energy, Inc. completed an acquisition involving Endeavor Parent, LLC for cash consideration of approximately $7.1 billion and approximately 117.3 million shares of Company Common Stock (closed 2024-09-10).

“On the Closing Date, the Acquisition was completed and the Company acquired 100% of the Endeavor Interests from the Endeavor Stockholders in exchange for, in the aggregate, (i) cash consideration of approximately $7.1 billion (which is subject to certain customary post-closing adjustment under the terms of the Merger Agreement) and (ii) approximately 117.3 million shares of Company Common Stock.”

Liberty Media Corp completed a disposition involving Liberty Sirius XM Holdings Inc. for redeeming each outstanding share of Liberty SiriusXM common stock in exchange for 0.8375 of a share of New Sirius common stock, with cash in lieu of fractional (closed 2024-09-09).

“the “ Split-Off ”) of its former wholly owned subsidiary, Liberty Sirius XM Holdings Inc. (“ New Sirius ”). The Split-Off was accomplished by Liberty Media redeeming each outstanding share of Liberty SiriusXM common stock, par value $0.01 per”

NightFood Holdings, Inc. completed an acquisition involving Sugarmade Inc. for $10,000,000 (closed 2024-09-04).

“outstanding shares of SWC. Pursuant to the terms of the Agreement, Sugarmade sold to FHVH all issued and outstanding 10,000 shares of common stock of SWC for a purchase price of $10,000,000, which was comprised of 83,333 shares of Series C Preferred Stock of NGTF (the “NGTF Shares”). As a result of the transaction, SWC became a wholly owned subsidiary of FHVH. The”

Vir Biotechnology, Inc. completed an acquisition involving Sanofi for $100 million plus $75 million in an escrowed milestone payment (closed 2024-09-09).

“masking platform for oncology and infectious disease, acquired by Sanofi from Amunix. At Closing, the Company made an upfront payment to Sanofi in the amount of $100 million plus $75 million in an escrowed milestone payment that is subject to SAR446368 (AMX-525) achieving “first in human dosing” by 2026. Sanofi will also be eligible to receive up to”

BODY & MIND INC. completed a disposition involving LMTB LLC for $2,000,000 (closed 2024-09-03).

“of the License (as defined in the Purchase Agreement) from DEP to the Purchaser. Pursuant to the terms of the Purchase Agreement, the Purchaser paid the purchase price of $2,000,000 to DEP in early 2024 and DEP has now assigned, sold and transferred the Interests to the Purchaser. The foregoing description of the Purchase Agreement does not purport to be”

SIRIUS XM HOLDINGS INC. completed a disposition involving Liberty Media Corporation for redemption of each outstanding share of Liberty Media's Series A, Series B and Series C Liberty SiriusXM common stock, par value $0.01 per share, in exchange fo (closed 2024-09-09).

“n Item 2.01), New Sirius (as defined below in Item 2.01) and Liberty Media Corporation (“ Liberty Media ”) executed a supplemental indenture, dated as of September 9, 2024 (the “ Convertible Notes Supplemental Indenture ”), with”

Identiv, Inc. completed a disposition involving Hawk Acquisition, Inc. for approximately $144.2 million in cash (closed 2024-09-06).

“on September 6, 2024 (as amended, the “Purchase Agreement”), by and between the Company and Buyer. As consideration for the Asset Sale, the Company received approximately $144.2 million in cash, subject to further customary adjustments as set forth in the Purchase Agreement. The foregoing description of the Purchase Agreement does not purport to be complete and”

reAlpha Tech Corp. completed an acquisition involving Debt Does Deals, LLC (d/b/a Be My Neighbor) for up to $6,000,000 (closed 2024-09-08).

“Agreement, and pursuant to the terms and subject to the conditions of the Acquisition Agreement, the Company agreed to pay the Sellers an aggregate purchase price of up to $6,000,000, subject to the adjustments described below to each of the Earn-Out Payments (as defined below) provided in the Acquisition Agreement, consisting of: (i) $1,500,000 in cash paid on”

Red Cat Holdings, Inc. completed an acquisition involving Flightwave Aerospace Systems Corporation for $14 million worth of shares of the Parent’s common stock (closed 2024-09-24).

“to the Seller’s shareholders, including without limit, the indemnification provisions in the APA (discussed below). Consideration The purchase price under the APA is equal to $14 million worth of shares of the Parent’s common stock (the “Consideration Shares”) which are payable as follows: · $7 million worth of Parent’s common stock to be issued on September 30,”

Presurance Holdings, Inc. completed a disposition involving an entity owned by Andrew Petcoff for $6.5 million (closed 2024-08-30).

“Agreement, dated as of August 30, 2024 (the “SSU Agreement”) among Sycamore Financial Group, LLC, Andrew Petcoff and VSRM Insurance Agency, Inc. The total purchase price was $6.5 million with $3.0 million paid in cash at the time of the closing and $3.5 million due throughout the balance of 2024.”

Presurance Holdings, Inc. completed a disposition involving BSU Leaf Holdings LLC for $45 million, subject to purchase price adjustments (closed 2024-08-30).

“no longer has any insurance agency operations and it expects a significant decline in revenue. In connection with the sale, the Company received initial consideration of $45 million, subject to purchase price adjustments . In addition, during the three years ending on the third anniversary of the Closing Date, the Company is eligible under the CIS Agreement”

Currenc Group Inc. underwent a change of control involving Seamless Group Inc. for 40,000,000 ordinary shares (closed 2024-08-30).

“and INFINT changed its name to Currenc Group Inc. (“ New Seamless ”). As consideration for the Business Combination, New Seamless issued to Seamless shareholders an aggregate of 40,000,000 ordinary shares, par value $0.0001 (the “ Ordinary Shares ”) of New Seamless (the “ Exchange Consideration ”). In addition, New Seamless issued 400,000 commitment shares to the”

Tron Inc. completed an acquisition involving Suretone Entertainment, Inc. for $250,000 cash, 1,500,000 restricted shares of common stock valued at $0.8333 per share, and a secured promissory note of $1,500,000 (closed 2024-09-03).

“Shot, Inc. (“ Safety Shot ”). Safety Shot holds 34.27% of the Company’s common stock. In consideration for the acquired assets, the Buyer paid the Purchase Price by: (i) paying $250,000 in cash on September 3, 2024); (ii) issuing 1,500,000 restricted shares of the Company’s common stock, par value $0.001 per share (valued at $0.8333 per share); and (iii) issuing”

Beam Global completed an acquisition involving Telcom d.o.o Beograd (through its owners) for EUR 815,298.3636 plus Earnout of up to EUR 250,000 (closed 2024-08-30).

“the amount of cash held by Telcom at closing. Based on Telcom’s cash balance at closing equal to approximately EUR 220,298, Beam paid to the Sellers a purchase price equal to EUR 815,298.3636 which was paid to the Sellers as follows: (i) EUR 430,000 cash and (ii) issued 82,506 shares of Beam common stock to the Sellers. At the closing, Telcom had a positive working”