M&A Transactions

PISMO COAST VILLAGE INC completed an acquisition for $1,200,000.

“The purchase closed on 4/24/2023 at a purchase price of $1,200,000.”

FIRST COMMUNITY BANKSHARES INC /VA/ completed an acquisition involving Surrey Bancorp (closed 2023-04-21).

“Effective as of 5:01 p.m. on April 21, 2023 (the “Effective Time”), First Community Bankshares, Inc. (‘First Community”) completed its previously announced merger (the “Merger”) with Surrey Bancorp”

Sphere Entertainment Co. completed a disposition involving Madison Square Garden Entertainment Corp. (closed 2023-04-20).

“On April 20, 2023, Sphere Entertainment Co. (formerly Madison Square Garden Entertainment Corp. and referred to herein as the “Registrant”) distributed approximately 67% of the issued and outstanding shares of the common stock of Madison Square Garden Entertainment Corp. (formerly MSGE Spinco, Inc. and referred to herein as “MSG Entertainment”) to its stockholders (the “Distribution”).”

Lucira Health, Inc. completed a disposition involving Pfizer Inc. for approximately $36.4 million (closed 2023-04-20).

“19, 2023, the Bankruptcy Court entered an order approving the sale of substantially all of the Company’s assets to the Buyer pursuant to the Purchase Agreement for approximately $36.4 million, which is comprised of a combination of cash, payments of Cure Costs to counterparties to assigned contracts and leases, and assumed or otherwise satisfied liabilities (the”

VERDE RESOURCES, INC. completed a disposition involving Jusra Mining Merapoh Sdn Bhd for Malaysia Ringgit MYR 500,000 (closed 2023-04-20).

“Under the terms of the SSA Agreement, the consideration for the sale of the entire issued and paid-up share capital of CSB shall be satisfied in full by the payment of Malaysia Ringgit MYR 500,000. The disposition of CSB was completed on April 20, 2023.”

Rivulet Entertainment, Inc. underwent a change of control for $53,000 (closed 2023-04-19).

““Company”) sold 17,000,000 shares of his Common Stock to the same investor resulting in the Investor owning 52.89% of the Issued and Authorized Shares. The purchase price was $53,000.00 or $0.003117 per share. The sale by the Company and the President resulted in a change of control. The Company paid no underwriting discounts or commissions. A copy of the form”

Next Bridge Hydrocarbons, Inc. completed an acquisition involving Wolfbone Investments, LLC (closed 2023-04-18).

“On April 18, 2023 (the “Closing Date”), the Company filed the certificate of merger to consummate the Merger and complete the acquisition of Wolfbone and its working interest in the Orogrande Project.”

GRI Bio, Inc. underwent a change of control involving GRI Operations, Inc. (closed 2023-04-21).

“Merger Sub was merged with and into GRI (the "Merger"), with GRI surviving the Merger as a wholly owned subsidiary of the Company.”

Trean Insurance Group, Inc. underwent a change of control involving Altaris, LLC for $6.15 per share in cash (closed 2023-04-21).

“common stock, par value $0.01 per share (the “Common Stock”), subject to certain exceptions, was automatically converted into the right to receive an amount in cash equal to $6.15 per share, without interest, pursuant to the Merger Agreement. A description of the consideration payable to holders of the Company’s options, restricted stock units, performance”

CIL&D, LLC completed a disposition involving Eubank Ave. LLC for net cash price of approximately $52,000 (closed 2023-04-17).

“The separate Subsidiaries Sale closed on April 17, 2023, and the net cash price to the Company was approximately $52,000 after known and estimated closing costs and adjustments.”

CIL&D, LLC completed a disposition involving Ecology Mountain Holdings LLC for net cash price of approximately $22,580,000 (closed 2023-04-17).

“On April 17, 2023, Acquisition sold its wholly owned subsidiary, KEM, to the Buyer for a net cash price of approximately $22,580,000 after known and estimated outstanding closing costs and adjustments.”

AMCON DISTRIBUTING CO completed an acquisition involving Henry's Foods, Inc. and The Eidsvold Family LLC (closed 2023-02-03).

“Item 2.01 of the Initial Filing reported that on February 3, 2023, the Company, through its wholly owned subsidiaries LOL Foods, Inc. and HF Real Estate, LLC, completed the acquisition of substantially all of Henry's Foods, Inc. ("HFI") wholesale distribution assets (the "Acquisition") held by HFI and The Eidsvold Family LLC ("EF LLC" and, together with HFI, the "HFI Entities").”

VERU INC. completed a disposition involving Blue Water Vaccines Inc. for $20.0 million (closed 2023-04-19).

“purchased substantially all of the assets related to the Company’s ENTADFI ® business. The transaction closed on April 19, 2023. The purchase price for the transaction was $20.0 million, consisting of $6.0 million paid at closing, an additional $4.0 million the Purchaser is obligated to pay the Company in the Company’s fiscal year 2023 and an additional $10”

KANSAS CITY SOUTHERN underwent a change of control involving Canadian Pacific Kansas City Limited (formerly Canadian Pacific Railway Limited, referred to herein as CPKC) (closed 2023-04-14).

“Upon the occurrence of the Control Acquisition on the Control Date, a change in control of Kansas City Southern occurred and CPKC obtained control of Kansas City Southern.”

Onconetix, Inc. completed an acquisition involving Veru Inc. for $100,000,000 (closed 2023-04-19).

“of the Transaction The Company purchased substantially all of the Seller’s assets, rights and property related to the ENTADFI TM Business for a total possible consideration of $100,000,000 (as described below). The ENTADFI TM Business capitalizes on the demonstrable success of the FDA-approved drug ENTADFI TM for treating benign prostatic hyperplasia and”

SS Innovations International, Inc. completed an acquisition involving CardioVentures, Inc. for Holders of CardioVentures common stock were issued 135,808,884 shares of SSII common stock (approximately 95% of post-Merger shares) and shares of newly designa (closed 2023-04-14).

“shares of common stock of CardioVentures (including certain parties who provided interim convertible financing during the pendency of the Merger Agreement, were issued 135,808,884 shares of SSII common stock, representing approximately 95% of issued and outstanding shares of SSII common stock post-Merger, with the existing shareholders of SSII holding”

Alphatec Holdings, Inc. completed an acquisition involving Integrity Implants Inc. and Fusion Robotics, LLC (the Sellers) and stockholders of Integrity for $55,000,000 (closed 2023-04-19).

“of the Asset Transaction. As consideration for the purchase of the REMI Business assets in the Asset Transaction, Spine agreed to pay to the Sellers cash consideration of $55,000,000. The Asset Transaction was also consummated on April 19, 2023. The REMI (Robotic-Enabled Minimally Invasive) System is an intra-operative platform developed by spine experts with”

Charging Robotics Inc. completed an acquisition involving stockholders of Charging Robotics Ltd. (closed 2023-04-07).

“Pursuant to the Acquisition Agreement, at the closing, which occurred on April 7, 2023, the Company acquired 100% of the issued and outstanding stock of Charging Robotics (the “Acquisition”), making Charging Robotics a wholly-owned subsidiary of the Company, in exchange for the issuance of a total of 921,750,000 newly issued shares of the Company’s common stock.”

Clovis Oncology, Inc. completed a disposition involving Novartis Innovative Therapies AG (closed 2023-04-14).

“On April 14, 2023, the Company and Novartis consummated the FAP Sale Transaction.”

WW INTERNATIONAL, INC. completed an acquisition involving Weekend Health, Inc., doing business as Sequence for an aggregate amount equal to $132.0 million (closed 2023-04-10).

“Health continued as a wholly-owned subsidiary of the Company (the “Acquisition”). As consideration for the Acquisition, the Company agreed to pay an aggregate amount equal to $132.0 million, subject to the adjustments set forth in the Merger Agreement (the “Merger Consideration”). Subject to the terms and conditions of the Merger Agreement, the Merger Consideration”

Blue Safari Group Acquisition Corp underwent a change of control involving Bitdeer Technologies Group (closed 2023-04-13).

“On April 13, 2023 (the “Closing Date”), Blue Safari Group Acquisition Corp., a BVI business company (“BSGA” or the “Company”), consummated the previously announced business combination pursuant to the Amended and Restated Agreement and Plan of Merger”

Antiaging Quantum Living Inc. underwent a change of control involving Dingshan Zhang for four hundred thousand dollars ($400,000.00) (closed 2023-04-10).

“the parties thereto (the “Stock Purchase Agreement”). Pursuant to the Stock Purchase Agreement, Barry Wan paid an aggregate purchase price of four hundred thousand dollars ($400,000.00) to Mr. Zhang in exchange for the Purchased Shares. The foregoing transaction resulted in a change of control of the Company, with Barry Wan acquiring 97% of the Company’s”

Matador Resources Co completed an acquisition involving Advance Energy Partners Holdings, LLC for $1,600,000,000 (closed 2023-04-12).

“On April 12, 2023, MRC Hat Mesa, LLC (“Purchaser”), a wholly-owned subsidiary of Matador Resources Company (“Matador”), consummated the previously disclosed acquisition (the “Acquisition”) contemplated by that certain Securities Purchase Agreement, dated as of January 24, 2023 (the “Purchase Agreement”), among Purchaser, MRC Energy Company (“MRC Energy”) (solely for the purposes of guaranteeing the obligations of Purchaser), AEP EnCap HoldCo, LLC (“AEP EnCap”), Ameradvance Management LLC (“ManagementCo” and, together with AEP EnCap, each a “Seller” and collectively, the “Sellers”) and Advance Energy Partners Holdings, 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 aggregate purchase price consisting of (i) an amount in cash equal to $1,600,000,000 (subject to certain customary adjustments, including for working capi”

Kashin, Inc. completed an acquisition involving Business with Friends, Inc. (closed 2023-01-19).

“On January 19, 2023 Kashin Inc, acquired Business with Friends, Inc. (See attached Agreement)”

Shockwave Medical, Inc. completed an acquisition involving Neovasc Inc. for $27.25 per share in cash and up to $12.00 per share in contingent value rights (closed 2023-04-11).

“On April 11, 2023 (the “Effective Time”), Shockwave Medical, Inc., a Delaware corporation (“Shockwave”), completed the previously announced acquisition of Neovasc Inc., a corporation existing under the Canada Business Corporations Act (“Neovasc”), in accordance with an Arrangement Agreement (the “Arrangement Agreement”), pursuant to which Shockwave acquired all of the issued and outstanding common shares of Neovasc and Neovasc became a wholly owned subsidiary of Shockwave (the “Arrangement”) by means of a plan of arrangement (the “Plan of Arrangement”) under the Canada Business Corporations Act.”

TORtec Group Corp completed an acquisition involving Mid-Cal Ag Aviation Inc. for a total of 1,000,000 shares of the Company’s restricted common stock (closed 2023-04-10).

“and incorporated herein by this reference. The acquisition of Mid-Cal by the Company was successfully consummated on April 10, 2023. Under the terms of the Agreement, a total of 1,000,000 shares of the Company’s restricted common stock were issued to the Mid-Cal shareholders as consideration in exchange for all 100,000 issued and outstanding shares of Mid-Cal”

Zhanling International Ltd underwent a change of control involving NingNing Xu for $53,080 (closed 2023-04-10).

“72.51% of the voting rights of the issued and outstanding share capital of the Company and became the controlling shareholder. The consideration paid for the Shares was $53,080. The source of the cash consideration for the Shares was personal funds of the Purchaser. Other than as described below, there are no arrangements or understandings among both”

TETRA TECH INC completed an acquisition involving RPS Group plc (closed 2023-01-24).

“on January 24, 2023, Tetra Tech, Inc., (the “Company”) completed the acquisition of RPS Group plc (“RPS”) through a United Kingdom court-approved scheme of arrangement.”

OPEN TEXT CORP completed an acquisition involving Micro Focus International Limited for 532 pence per share in cash, resulting in an aggregate purchase price of approximately $5.8 billion.

“a provider of software technology and services that help customers accelerate digital transformation, through a subsidiary of the Company, Open Text UK Holding Limited, for 532 pence per share in cash, resulting in an aggregate purchase price of approximately $5.8 billion, inclusive of Micro Focus’ cash and debt, subject to final adjustments (the”

NUGENEREX IMMUNO-ONCOLOGY, INC. underwent a change of control involving Beijing Youfeng Biological Technology Co., Ltd. for $3.35 million (closed 2023-03-03).

“District of Florida, Fort Lauderdale Division on February 7, 2023, Beijing Youfeng Biological Technology Co., Ltd. and the Chapter 7 Trustee allocate the purchase price of $3.35 million for the equity and assigned claims of Generex Biotechnology Corporation such as they agree. (5) the source(s) of funds used by the person(s); and (6) the identity of the”

EVOME MEDICAL TECHNOLOGIES INC. completed an acquisition involving Mirion Technologies (US), Inc. for $1,000,000 in cash paid at the closing, and three installment payments to the Seller totaling $7 million (closed 2023-04-03).

“corporation ( "Biodex" ), which consists principally of the Biodex Physical Medicine (Rehabilitation) business (the "Acquisition" ). The consideration for the Acquisition was $1,000,000 in cash paid at the closing, and three installment payments to the Seller totaling $7 million, plus or minus a post-closing adjustment, as follows: $2 million on July 1, 2023, $3”

TALPHERA, INC. completed a disposition involving Vertical Pharmaceuticals, LLC (a wholly owned subsidiary of Alora Pharmaceuticals, LLC) for approximately $2.7 million from Alora Pharmaceuticals and Aguettant (closed 2023-04-03).

“ex_498276.htm Exhibit 99.1 AcelRx Pharmaceuticals Announces Closing of Divestment of DSUVIA ® to Alora Pharmaceuticals In connection with closing, AcelRx received approximately $2.7 million from Alora Pharmaceuticals and Aguettant AcelRx announces full repayment of its senior loan with Oxford Finance HAYWARD, Calif., April 5, 2023 -- AcelRx Pharmaceuticals, Inc.”

Startek, Inc. completed a disposition involving Arabian Internet and Communications Services Company for enterprise value of approximately $61.5 million (closed 2023-04-03).

“Communications Services Company (Solutions). Effective today, Solutions has acquired 51% Startek stake in Contact Center Company (CCC) for an enterprise value of approximately $61.5 million. Solutions will also acquire the remaining 49% stake from the Company’s joint venture partner, Saudi Telecom Company (STC). Startek plans to use $55 million from the net proceeds”

DecisionPoint Systems, Inc. completed an acquisition involving Durwood Wayne Williams Revocable Trust and Collins Family Living Trust (collectively, the Sellers) for $10.5 million in cash.

“solutions company, became a wholly-owned subsidiary of the Company. Pursuant to the Purchase Agreement, the aggregate consideration paid by the Company on the Effective Date was $10.5 million in cash, subject to certain adjustments for indebtedness and net working capital (the “Cash Purchase Price”). The Cash Purchase Price was funded by the Company using a”

MedAvail Holdings, Inc. completed a disposition involving German Dobson CVS, L.L.C., Garfield Beach CVS, L.L.C., Longs Drug Stores California, L.L.C., Woodward Detroit CVS, L.L.C. and Holiday CVS, L.L.C. (collectively, "CVS") for final purchase price of $2.9 million (closed 2023-02-10).

“On February 10, 2023, the Company closed the CVS Transaction for a final purchase price of $2.9 million; subject to $0.1 million fees and a $0.2 million holdback.”

GIVEMEPOWER CORP completed a disposition involving Kid Castle Educational Corp. (closed 2021-12-30).

“On December 30, 2021, as part of its repurchase of unregistered securities it previously sold to Kid Castle Educational Corp., a Delaware Corporation, GiveMePower Corporation transferred its 100% interest in, and control of Alpharidge Capital, LLC (“Alpharidge”), a California Limited Liability Company, in exchange for the One (1) Million Preferred Stock of GiveMePower Corporation at par value of $0.001, which it previously sold to Kid Castle Educational Corp on September 15, 2020.”

TRIMBLE INC. completed an acquisition involving Spider Investments Luxembourg S.à r.l. for approximately €1.9 billion (closed 2023-04-03).

“Holding” and each of their respective subsidiaries, the “Target Group Companies”), which own Transporeon (the “Acquisition”), for an aggregate purchase price of approximately €1.9 billion, which includes the repayment of the entire outstanding indebtedness of certain subsidiaries of the Target Group Companies as of the closing date of the Acquisition. The”

United Homes Group, Inc. underwent a change of control involving Great Southern Homes, Inc. (closed 2023-03-30).

“consummated its previously announced business combination pursuant to the terms of the Business Combination Agreement”

Digital Media Solutions, Inc. completed an acquisition involving ClickDealer Group (G.D.M. Group Holding Limited, ClickDealer Asia Pte., Ltd., GDMgroup Asia Limited, and ClickDealer Europe BV) for $35 million cash consideration, plus up to $10 million in contingent consideration (closed 2023-03-30).

“on March 30, 2023, Digital Media Solutions, Inc. (the “Company”) acquired certain assets comprising the HomeQuote.io home services marketplace from G.D.M. Group Holding Limited, a company organized under the laws of Cyprus (“ClickDealer Cyprus”), ClickDealer Asia Pte., Ltd., a company organized in Singapore (“ClickDealer Singapore”), GDMgroup Asia Limited, a company organized in Hong Kong (“ClickDealer HongKong”) and ClickDealer Europe BV, a company organized in the Netherlands (“ClickDealer Netherlands”, and collectively with ClickDealer Cyprus, ClickDealer Singapore, ClickDealer Hong Kong, and any other related entity “ClickDealer”). The Company paid cash consideration of $35 million upon closing of the transaction.”

KBS Real Estate Investment Trust II, Inc. completed a disposition involving WB Union Plaza Holdings LLC for $104.0 million (closed 2023-03-30).

“On March 30, 2023, the Company completed the sale of Union Bank Plaza to the Purchaser for $104.0 million, before third-party closing costs of approximately $1.1 million and excluding disposition fees payable to the Advisor.”

CENTURY CASINOS INC /CO/ completed an acquisition involving Marnell Gaming, LLC for approximately $100.0 million (closed 2023-04-03).

“On April 3, 2023 (the “Closing Date”), the Company completed its previously announced acquisition (the “Acquisition”) of the operations of Nugget Casino Resort (“Nugget”), located in Sparks, Nevada from Marnell Gaming, LLC (“Marnell”), for an aggregate purchase price of approximately $100.0 million”

Baudax Bio, Inc. completed a disposition involving Alkermes Pharma Ireland Limited (closed 2023-03-29).

“LLC, Baudax Bio Limited, Wilmington Trust, National Association, solely in its capacity as administrative and collateral agent and the lenders party and (ii) the Company entered into an Asset Transfer Agreement with Alkermes Pharma Ireland Limited (the “Transfer Agreement”), each as described in greater detail in the Original 8-K.”

USD Partners LP completed a disposition involving South 49 Holdings Ltd. for approximately $33 million (closed 2023-03-31).

“to that certain Membership Interest Purchase Agreement, dated March 20, 2023, by and between Seller and Buyer (the “Purchase Agreement”), for cash consideration of approximately $33 million, subject to customary adjustments. --- EX-99.1 (EX-99.1) --- EX-99.1 Exhibit 99.1 April 3, 2023 USD Partners LP Announces Closing of Casper Terminal Sale Houston, TX – A”

AMYRIS, INC. completed a disposition involving Givaudan SA for $200 million upfront cash consideration and up to $150 million in performance-based earnout payments over three years (closed 2023-04-03).

“to distribute, market and sell Neossance® Squalane emollient, Neossance® Hemisqualane silicone alternative and CleanScreenTM sun protector in cosmetics actives, to Givaudan for $200 million upfront cash consideration and up to $150 million in performance-based earnout payments over three years. In addition, the parties entered into a long-term partnership agreement”

Apollo Endosurgery, Inc. underwent a change of control involving Boston Scientific Corporation for $10.00 per share in cash (closed 2023-04-04).

“Time, have neither effectively withdrawn nor lost their rights to such appraisal and payment under the DGCL), in each case, was canceled and converted into the right to receive $10.00 in cash, without interest (the “Merger Consideration”); (ii) outstanding and unexercised option to purchase Shares granted under any Company stock plan (each, a “Company Option”)”

Safehold Inc. completed a disposition involving SpinCo (iStar Inc. shareholders) (closed 2023-03-31).

“Immediately prior to the closing of the Merger, the Company (then known as iStar Inc.) completed the Spin-Off.”

Safehold Inc. underwent a change of control involving Old SAFE (Safehold Inc.) (closed 2023-03-31).

“On March 31, 2023, the Company and Old SAFE, completed the Merger.”

Riley Exploration Permian, Inc. completed an acquisition involving Pecos Oil & Gas, LLC for $330 million (closed 2023-04-03).

“On April 3, 2023 (the “Closing Date”), Riley Exploration - Permian, LLC. (“REP LLC”), a wholly-owned subsidiary of Riley Exploration Permian, Inc. (“REPX,” together with REP LLC, hereinafter referred to as the “Company”), completed its previously announced acquisition of oil and natural gas assets (the “New Mexico Acquisition”) from Pecos Oil & Gas, LLC (“Pecos”), a Delaware limited liability company and an affiliate of Cibolo Energy Partners LLC. The aggregate purchase price of the New Mexico Acquisition is $330 million, subject to customary purchase price adjustments pursuant to the purchase and sale agreement (the “Purchase Agreement”), and was funded through a combination of borrowings under the Company's revolving credit facility and proceeds from the issuance of $200 million of unsecured senior notes.”

SUMMIT FINANCIAL GROUP, INC. completed an acquisition involving PSB Holding Corp. (closed 2023-04-01).

“Summit Financial Group, Inc. (“Summit”) completed its acquisition of PSB Holding Corp. (“PSB”), a Maryland corporation headquartered in Preston, Maryland pursuant to the terms of that certain Agreement and Plan of Merger dated December 9, 2022, by and between Summit and PSB (the “Agreement”). PSB merged with and into Summit, with Summit as the surviving entity (the “Merger”).”

Crane NXT, Co. completed a disposition involving Crane Company (closed 2023-04-03).

“Effective as of 5:00 p.m. New York City time on April 3, 2023 (the “Distribution Date”), Crane NXT completed the Spin-Off through a pro rata distribution to holders of record of Crane NXT’s common stock, par value $1.00 per share (“Crane NXT Common Stock”), as of 5:00 p.m. New York City time on March 23, 2023 (the “Record Date”), of one share of Crane Company’s common stock, par value $1.00 per share (“Crane Company Common Stock”), for every one share of Crane NXT Common Stock held by such Crane NXT stockholders as of the Record Date (the “Distribution”).”