W&T OFFSHORE INC amended Fifteenth Amendment with certain of the Company’s lenders and other parties thereto (effective 2024-02-28).
“On February 28, 2024, W&T Offshore, Inc. (together with its guarantor subsidiaries, the “Company”) entered into a Fifteenth Amendment to the Sixth Amended and Restated Credit Agreement (the “Fifteenth Amendment”) dated as of February 28, 2024, among the Company, certain of its guarantor subsidiaries, Alter Domus (US) LLC, as administrative agent, and certain of the Company’s lenders and other parties thereto (as heretofore amended, the “Credit Agreement”).”
Unique Logistics International, Inc.
Unique Logistics International, Inc. terminated Agreement and Plan of Merger with Edify Acquisition Corp. and Edify Merger Sub, Inc. valued at Termination of Merger Agreement (effective 2024-03-01).
“As previously disclosed, on December 18, 2022, Unique Logistics International, Inc., a Nevada corporation (the “Company”) entered into an Agreement and Plan of Merger by and among Edify Acquisition Corp., a Delaware corporation (“Buyer” or “Edify”), Edify Merger Sub, Inc., a Nevada corporation (“Merger Sub”), and the Company, as amended and supplemented (the “Merger Agreement”). The Company, Buyer and Merger Sub entered into a mutual termination agreement dated as of March 1, 2024 (the “Termination Agreement”), pursuant to which they mutually agreed to terminate the Merger Agreement effective as of such date.”
Unique Logistics International, Inc.
Unique Logistics International, Inc. entered into Termination Agreement with Edify Acquisition Corp. and Edify Merger Sub, Inc. valued at Mutual termination of the Merger Agreement (effective 2024-03-01).
“The Company, Buyer and Merger Sub entered into a mutual termination agreement dated as of March 1, 2024 (the “Termination Agreement”), pursuant to which they mutually agreed to terminate the Merger Agreement effective as of such date.”
OGENORAGENICS INC
ORAGENICS INC entered into Underwriting Agreement with ThinkEquity LLC valued at $2.1 million (effective 2024-02-27).
“On February 27, 2024, Oragenics, Inc. (“Oragenics” or the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with ThinkEquity LLC, as representative (the “Representative”) of the underwriters named therein (collectively, the “Underwriters”), relating to the issuance and sale (the “Offering”) of 1,400,000 shares of the Company’s common stock at a price to the public of $1.50 per share (the “Underwritten Shares”).”
FAFIRST ADVANTAGE CORP
FIRST ADVANTAGE CORP entered into Agreement and Plan of Merger with Sterling Check Corp. (effective 2024-02-28).
“on February 28, 2024, First Advantage Corporation, a Delaware corporation (the “Company” or “First Advantage”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Sterling Check Corp., a Delaware corporation (“Sterling”), and Starter Merger Sub, Inc., a Delaware corporation and an indirect wholly-owned subsidiary of First Advantage (“Merger Sub”).”
MRKRMarker Therapeutics, Inc.
Marker Therapeutics, Inc. terminated Purchase Agreement with Lincoln Park Capital Fund, LLC (effective 2024-03-01).
“On February 29, 2024, Marker Therapeutics, Inc. (the “Company”) delivered notice to Lincoln Park Capital Fund, LLC, an Illinois limited liability company (“LPC”), terminating the Purchase Agreement, dated December 12, 2022 (the “Purchase Agreement”), with LPC effective March 1, 2024”
BOWFLEX INC.
BOWFLEX INC. terminated Credit Agreement with Wells Fargo Bank, National Association valued at approximately $3.02 million (effective 2024-02-26).
“On February 26, 2024, the Company entered into a payoff letter for a voluntary prepayment of the Credit Agreement (the “ Payoff Letter ”). Pursuant to the Payoff Letter, the Company paid a total of approximately $3.02 million to the Agent, representing the outstanding interest, expenses and fees, cash collateral, and other amounts owing to the Lenders and thereby terminated the Credit Agreement.”
BKNGBooking Holdings Inc.
Booking Holdings Inc. entered into Officers’ Certificates valued at €500,000,000 aggregate principal amount of the Company’s 3.500% Senior Notes due 2029, €650,000,000 (effective 2024-03-01).
“On March 1, 2024, Booking Holdings Inc. (the “ Company ”) executed four Officers’ Certificates (the “ Officers’ Certificates ”)”
UGUNITED GUARDIAN INC
UNITED GUARDIAN INC entered into Manufacturing and Supply Agreement with Amsino Healthcare (USA), Inc. (effective 2023-03-30).
“On March 30, 2023, United-Guardian, Inc. (the “Company”) entered into a manufacturing and supply agreement with Amsino Healthcare (USA), Inc. (“Amsino”), the successor in interest to Smiths Medical, effective as of January 1, 2023 (the “Agreement”).”
TSNTYSON FOODS, INC.
TYSON FOODS, INC. entered into Underwriting Agreement with BofA Securities, Inc. and Morgan Stanley & Co. LLC, as representatives of the several underwriters named therein valued at $600,000,000 aggregate principal amount of its 5.400% Senior Notes due 2029 and $900,000,000 aggrega (effective 2024-02-28).
“On February 28, 2024, Tyson Foods, Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) (attached hereto as Exhibit 1.1 and incorporated herein by reference) with BofA Securities, Inc. and Morgan Stanley & Co. LLC, as representatives of the several underwriters named therein (the “Underwriters”), pursuant to which the Underwriters agreed to purchase from the Company $600,000,000 aggregate principal amount of its 5.400% Senior Notes due 2029 (the “2029 Notes”) and $900,000,000 aggregate principal amount of its 5.700% Senior Notes due 2034 (the “2034 Notes” and, together with the 2029 Notes, the “Notes”).”
ACHVACHIEVE LIFE SCIENCES, INC.
ACHIEVE LIFE SCIENCES, INC. terminated At-the-Market Sales Agreement with Virtu Americas LLC valued at Termination of at-the-market offering program (effective 2024-02-28).
“Item 1.02 Termination of Material Definitive Agreement As previously disclosed, on December 21, 2021, the Company entered into an At-the-Market Sales Agreement (the “Sales Agreement”) with Virtu Americas LLC (“Virtu”) with respect to an “at-the-market” offering program under which the Company could offer and sell, from time to time at the Company’s sole discretion, shares of Common Stock through Virtu as its sales agent.”
ACHVACHIEVE LIFE SCIENCES, INC.
ACHIEVE LIFE SCIENCES, INC. entered into Securities Purchase Agreement with Purchasers valued at up to 13,086,151 shares at $4.585 per share and warrants (effective 2024-02-28).
“On February 28, 2024, Achieve Life Sciences, Inc. (the “Company”) entered into a securities purchase agreement (the “Purchase Agreement”) with certain purchasers (the “Purchasers”) for the sale of up to 13,086,151 shares (the “Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), at a price of $4.585 per Share.”
ACIWACI WORLDWIDE, INC.
ACI WORLDWIDE, INC. entered into Refinance Amendment to Second Amended and Restated Credit Agreement with Bank of America, N.A., as administrative agent and a lender, BofA Securities, Inc., PNC Capital Markets LLC, Wells Fargo Securities, LLC, and TD Securities (USA) LLC, as Joint Lead Arrangers and Joint Bookrunners, and the other financial institutions party thereto valued at $500 million Term Loan Facility and up to $600 million Revolving Loan Facility (effective 2024-02-26).
“On February 26, 2024, ACI Worldwide, Inc. (the “Company”) entered into a Refinance Amendment (the “Amendment”) to the Second Amended and Restated Credit Agreement, dated as of April 5, 2019 (as amended, restated, supplemented or otherwise modified from time to time, including by the Amendment, the “Credit Agreement”) among the Company, the subsidiary borrowers from time to time party thereto, the lenders from time to time party thereto, Bank of America, N.A., as administrative agent and a lender, BofA Securities, Inc., PNC Capital Markets LLC, Wells Fargo Securities, LLC, and TD Securities (USA) LLC, as Joint Lead Arrangers and Joint Bookrunners, and the other financial institutions party thereto.”
TWITITAN INTERNATIONAL INC
TITAN INTERNATIONAL INC entered into Credit Agreement with Bank of America, N.A., as agent and a lender, and other financial institutions valued at $225 million revolving credit facility (effective 2024-02-29).
“On February 29, 2024, the Company and certain of its subsidiaries entered into a credit and security agreement with respect to a $225 million revolving credit facility”
TWITITAN INTERNATIONAL INC
TITAN INTERNATIONAL INC entered into Membership Interest Purchase Agreement with Carlstar Intermediate Holdings I, LLC, AIPCF V Feeder (Cayman), LP, AIPCF V Feeder CTP Tire, LLC, The Carlstar Group, LLC valued at approximately $296.2 million (effective 2024-02-29).
“On February 29, 2024, Titan International, Inc., a Delaware corporation (the “ Company ”) entered into a Membership Interest Purchase Agreement”
EGYVAALCO ENERGY INC /DE/
VAALCO ENERGY INC /DE/ entered into Share Purchase Agreement with Petroswede AB valued at $66.5 million in cash (effective 2024-02-29).
“On February 29, 2024, VAALCO Energy (Holdings), LLC (“Buyer”), a Delaware limited liability company and wholly-owned subsidiary of the VAALCO Energy, Inc. (“VAALCO” or the “Company”), and Petroswede AB, a company incorporated in Sweden (“Seller”), entered into a Share Purchase Agreement (the “Share Purchase Agreement”) pursuant to which the Buyer will purchase all of the issued shares in the capital of Svenska Petroleum Exploration Aktiebolag, a company incorporated in Sweden (“Svenska”) for $66.5 million in cash (the “Purchase Price”), subject to adjustment as described below (the “Acquisition”).”
IDEANOMICS, INC.
IDEANOMICS, INC. entered into Secured Convertible Debenture Purchase Agreement with YA II PN, Ltd. valued at Purchase price $1,500,000; face amount $1,900,000; interest 8%; conversion price lower of $1.12 or 9 (effective 2024-02-29).
“On February 29, 2024, the Company consummated the sale to YA II PN, Ltd. (“YA II”, the "Buyer") of a new Secured Convertible Debenture in a private placement pursuant to that certain Secured Debenture Purchase Agreement (as amended, restated, supplemented or otherwise modified from time to time, the “SDPA”), dated as of October 25, 2022 (the “First Closing Date”), as amended by the First Amendment to Secured Debenture Purchase Agreement of March 30, 2023, as further amended by the Second Amendment to Secured Debenture Purchase Agreement of April 17, 2023, as further amended by the Third Amendment to Secured Debenture Purchase Agreement of May 1, 2023, and as further amended by the previously reported Fourth Amendment to Secured Debenture Purchase Agreement of July 13, 2023.”
REPUBLIC FIRST BANCORP INC
REPUBLIC FIRST BANCORP INC terminated Securities Purchase Agreement with George E. Norcross, III, Gregory B. Braca, Philip A. Norcross, Alessandra T. Norcross and Alexander S. Norcross (collectively, the "Purchasers") (effective 2024-02-29).
“On February 28, 2024, the Purchasers elected to terminate the Securities Purchase Agreement pursuant to Section 6.10(a)(ii) therein because the transactions contemplated by the Securities Purchase Agreement will not be consummated by February 29, 2024 (the “ Outside Date ”).”
ASPIASP Isotopes Inc.
ASP Isotopes Inc. entered into Placement Agent Agreement with Ocean Wall Limited valued at fee equal to 5.0% of the gross proceeds, 50% cash and 50% convertible promissory note (effective 2024-02-29).
“The Company and QLE engaged Ocean Wall Limited (the “Placement Agent”) to act as QLE’s sole placement agent in connection with the offering of QLE Notes, pursuant to a placement agency agreement (the “Placement Agent Agreement”), dated as of February 29, 2024, between the Company, QLE and the Placement Agent.”
ASPIASP Isotopes Inc.
ASP Isotopes Inc. entered into Convertible Note Purchase Agreement with certain institutional and individual investors valued at gross proceeds of approximately $20.5 million (effective 2024-02-29).
“On February 29, 2024, Quantum Leap Energy LLC (“QLE”), a wholly owned subsidiary of ASP Isotopes Inc. (the “Company” or “we”), entered into a Convertible Note Purchase Agreement (the “Purchase Agreement”) with certain institutional and individual investors (collectively, the “Purchasers”), to issue and sell to the Purchasers convertible promissory notes of QLE (the “QLE Notes”) in an offering to non-U.S. persons outside of the United States under Regulation S of the Securities Act of 1933, as amended (the “Securities Act”).”
HTCRHeartCore Enterprises, Inc.
HeartCore Enterprises, Inc. entered into Jyo Agreement with Jyo Co., Ltd. valued at $750,000 (effective 2024-02-23).
“On February 23, 2024 (the “Jyo Effective Date”), HeartCore Enterprises, Inc. (the “Company”) entered into a Service Agreement (the “Jyo Agreement”) by and between the Company and Jyo Co., Ltd., a Japanese corporation (“Jyo”).”
TMT Acquisition Corp.
TMT Acquisition Corp. entered into Amended and Restated Agreement and Plan of Merger with eLong Power Holding Limited, ELong Power Inc. (effective 2024-02-29).
“On February 29, 2024, TMT Acquisition Corp (the “ SPAC ”) entered into an Amended and Restated Agreement and Plan of Merger (the “ A&R Merger Agreement ”), by and among the SPAC, eLong Power Holding Limited, a Cayman Islands exempted company (the “ Company ”), and ELong Power Inc., a Cayman Islands exempted company and a wholly-owned subsidiary of the Company (“ Merger Sub ”).”
REFIChicago Atlantic Real Estate Finance, Inc.
Chicago Atlantic Real Estate Finance, Inc. amended Fifth Amended and Restated Loan and Security Agreement with the various financial institutions party thereto, as lenders valued at up to $150 million (effective 2024-02-28).
“On February 28, 2024, Chicago Atlantic Lincoln, LLC (“CAL”), a Delaware limited liability company and a wholly-owned financing subsidiary of Chicago Atlantic Real Estate Finance, Inc. (the “Company”), entered into the Fifth Amended and Restated Loan and Security Agreement (the “Fifth Amended and Restated LSA”) by and among CAL and other borrowers from time to time party thereto, as the borrower (the “Borrowers”), and the various financial institutions party thereto, as lenders (the “Lenders”) related to a secured revolving credit facility (the “Revolving Loan”).”
GXOGXO Logistics, Inc.
GXO Logistics, Inc. entered into Bridge Term Loan Credit Agreement with Bank of America, N.A. valued at £763 million (effective 2024-02-29).
“the Company and Bank of America, N.A. (“Bank of America”), as administrative agent, entered into a Bridge Term Loan Credit Agreement, dated February 29, 2024”
BZFDBuzzFeed, Inc.
BuzzFeed, Inc. amended Second Supplemental Indenture with Wilmington Savings Fund Society, FSB valued at Second Supplemental Indenture to 8.50% Convertible Senior Notes due 2026 (effective 2024-02-28).
“On February 28, 2024, BuzzFeed, Inc. (“ BuzzFeed ” or the “ Company ”) entered into a second supplemental indenture (the “ Second Supplemental Indenture ”) among the Company and Wilmington Savings Fund Society, FSB, as trustee (the “ Trustee ”), amending and supplementing the indenture (the “ Indenture ”), dated as of December 3, 2021, as amended and supplemented, providing for the issuance of the Company’s 8.50% Convertible Senior Notes due 2026 (the “ Notes ”).”
Hall of Fame Resort & Entertainment Co
Hall of Fame Resort & Entertainment Co entered into Second Amendment to Waterpark Ground Lease with HFAKOH001 LLC valued at $1,000,000.00 funding, increased base rent, forbearance of rent for March and April 2024 (effective 2024-02-29).
“On February 29, 2024, Tenant entered into a second amendment to lease agreement (“Second Amendment to Lease”) with Landlord to memorialize: (a) Landlord’s forbearance of base rent due for March and April of 2024, which shall be due on May 1, 2024; (b) Landlord’s funding for the benefit of the Tenant of $1,000,000.00, which may be used (i) by Tenant for the purpose of construction of new improvements at the water park property; (ii) by HOF Village Stadium, LLC for the purpose of paying taxes and assessments due to governmental entities or Stark County Port Authority pursuant to the Project Lease; or (iii) by Guarantor for paying other necessary operating expenses; and (c) execution by HOF Village Newco, LLC (“Guarantor”) of an Open-End Mortgage, Assignment of Leases and Rents, Security Agreement and Fixture Filing (“Additional Parcels Mortgage”) for the benefit of HFAKOH001 LLC (“Mortgagee”) whereby Guarantor grants a security interest in certain parcels to Mortgagee, more fully describ”
Hall of Fame Resort & Entertainment Co
Hall of Fame Resort & Entertainment Co entered into First Amendment to Waterpark Ground Lease with HFAKOH001 LLC valued at $2,500,000.00 funding, increased base rent (effective 2024-02-23).
“On February 23, 2024, HOF Village Waterpark, LLC (“HOFV Waterpark” or “Tenant”), an indirect subsidiary of the Hall of Fame Resort & Entertainment Company (the “Company”), a Delaware corporation, entered into a first amendment to lease agreement (“First Amendment to Lease”) with HFAKOH001 LLC (“Landlord”), an affiliate of Blue Owl Real Estate Capital, LLC (“Blue Owl”), to amend the existing water park ground lease to reflect: (a) Landlord’s funding for the benefit of the Tenant in the amount of $2,500,000.00, which is to be funded and used as follows: (i) $1,903.005.11 for the purpose of paying real estate taxes and other assessments; (ii) $388,679.36 for rent due from Tenant to Landlord under the Ground Lease for February; and (iii) $208,315.53 which may be used by any of Tenant for the purpose of construction of new improvements at the water park property, HOF Village Stadium, LLC (“Stadium Mortgagor”) for the purpose of paying taxes and assessments for the stadium property, or HOF V”
REBNReborn Coffee, Inc.
Reborn Coffee, Inc. entered into Subscription Agreement with Mr. Scott Lee valued at aggregate gross proceeds of approximately $1 million (effective 2024-02-29).
“On February 29, 2024, Reborn Coffee, Inc., a Delaware corporation (“the Company”) closed a private placement transaction (the “Offering”) with Mr. Scott Lee, an “accredited investor,” as defined in Rule 501(a) of Regulation D under the Securities Act of 1933, as amended (the “Securities Act”) (the “Investor”). In connection with the Offering, the Company entered into a securities subscription agreement (“Subscription Agreement”) with the Investor pursuant to which the Company offered and sold to the Investor a total of 444,445 shares (the “Shares”) of the Company’s common stock, par value $0.0001 (the “Common Stock”), at a purchase price of $2.25 per share, for aggregate gross proceeds of approximately $1 million.”
Applied Therapeutics, Inc.
Applied Therapeutics, Inc. entered into Securities Purchase Agreement with a select group of accredited investors valued at approximately $100 million (effective 2024-02-27).
“On February 27, 2024, Applied Therapeutics, Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Securities Purchase Agreement”) for a private placement (the “Private Placement”) with a select group of accredited investors (collectively, the “Purchasers”).”
CRCWCrypto Co
Crypto Co terminated Voluntary Mutual Termination and Release Agreement with TelBill, LLC valued at Termination of Code Licensing Commercial Agreement dated August 29, 2023 (effective 2024-02-23).
“In conjunction with the License Agreement, on February 23, 2024, the Company entered into a Voluntary Mutual Termination and Release Agreement (“Termination Agreement”) with TelBill, LLC, a Texas limited liability company (“TelBill”), pursuant to which the Company and TelBill agreed to terminate that certain Code Licensing Commercial Agreement dated August 29, 2023 (the “Code Licensing Agreement”).”
CRCWCrypto Co
Crypto Co entered into License Agreement with AllFi Holdings LLC valued at Exclusive license to utilize Assigned IP associated with AllFi Brand; royalty payments (effective 2024-02-23).
“On February 23, 2024, the Company entered into a License Agreement (“License Agreement”) with AllFi Holdings LLC, a Wyoming limited liability company (“AllFi Holdings”), pursuant to which the Company grants to AllFi Holdings an exclusive license to utilize the Assigned IP (as defined in the License Agreement) associated with the utilization of the AllFi Brand.”
CRCWCrypto Co
Crypto Co entered into Security Agreement with AJB Capital Investments, LLC valued at Security interest in substantially all of the Company's assets (effective 2024-02-23).
“The Company also entered into a Security Agreement with AJB pursuant to which the Company granted to AJB a security interest in substantially all of the Company’s assets to secure the Company’ obligations under the AJB SPA and AJB Note.”
CRCWCrypto Co
Crypto Co entered into Securities Purchase Agreement with AJB Capital Investments, LLC valued at $53,000 principal amount; purchase price $45,050 (effective 2024-02-23).
“The Crypto Company (the “Company”) borrowed funds pursuant to the terms of a Securities Purchase Agreement (the “AJB SPA”) entered into with AJB Capital Investments, LLC (“AJB”), and issued a Promissory Note in the principal amount of $53,000 (the “AJB Note”) to AJB in a private transaction for a purchase price of $45,050, each entered into on February 23, 2024.”
USFDUS Foods Holding Corp.
US Foods Holding Corp. terminated Cooperation Agreement with Sachem Head Capital Management LP and certain of its affiliates (collectively, "Sachem Head") (effective 2024-02-28).
“On February 28, 2024, US Foods Holding Corp. (the "Company") entered into a Mutual Termination Agreement (the "Termination Agreement") with Sachem Head Capital Management LP and certain of its affiliates (collectively, "Sachem Head").”
USFDUS Foods Holding Corp.
US Foods Holding Corp. amended Twelfth Amendment with syndicate of lenders (effective 2024-02-27).
“On February 27, 2024 US Foods, Inc. ("US Foods") entered into an amendment (the "Twelfth Amendment") to its term loan credit agreement (as so amended, the "Credit Agreement") with a syndicate of lenders to lower the interest rate margins on the class of term loans thereunder scheduled to mature on November 22, 2028 to (x) 2.00% for borrowings that bear interest based upon Term SOFR (as defined in the Credit Agreement) (and to remove the credit spread adjustment with respect thereto) and (y) 1.00% for borrowings that bear interest based upon ABR (as defined in the Credit Agreement).”
WSCWillScot Holdings Corp
WillScot Holdings Corp entered into Sixth Amendment to ABL Credit Agreement with Bank of America, N.A., as agent and collateral agent valued at Sixth Amendment dated as of February 27, 2024 will amend the ABL Facility to permit incurrence of in (effective 2024-02-27).
“In connection with the Company’s pending acquisition (the “ McGrath Acquisition ”) of McGrath RentCorp (“ McGrath ”), on February 27, 2024, WSI and certain other subsidiaries of the Company entered into a sixth amendment (the “ Sixth Amendment ”) to the ABL Facility, among WSI, the other Loan Parties party thereto, the US Swingline Lenders party thereto, the US Fronting Banks party thereto, the Lenders party thereto and Bank of America, N.A., as agent and collateral agent.”
WSCWillScot Holdings Corp
WillScot Holdings Corp entered into Fifth Amendment to ABL Credit Agreement with Bank of America, N.A., as Administrative Agent valued at Fifth Amendment dated as of February 26, 2024 changes the rate under the ABL Facility for borrowings (effective 2024-02-26).
“Williams Scotsman, Inc. (“ WSI ”), an indirect and wholly owned subsidiary of WillScot Mobile Mini Holdings Corp. (“ WillScot Mobile Mini ” or the “ Company ”), has entered into a Fifth Amendment, dated as of February 26, 2024, among the Company and Bank of America, N.A., as Administrative Agent (the “ Fifth Amendment ”), which amended that certain ABL Credit Agreement, dated as of July 1, 2020, (as amended by the First Amendment to the ABL Credit Agreement, dated as of December 2, 2020, the LIBOR Transition Amendment, dated as of December 6, 2021, the Third Amendment to the ABL Credit Agreement, dated as of December 16, 2021, the Fourth Amendment to the ABL Credit Agreement, dated as of June 30, 2022, and as further amended, amended and restated, supplemented or otherwise modified from time to time, the “ ABL Facility ”).”
Avidity Biosciences, Inc.
Avidity Biosciences, Inc. entered into Purchase Agreement with the purchasers named therein valued at approximately $400 million (effective 2024-02-28).
“On February 28, 2024, Avidity Biosciences, Inc. (“Avidity” or the “Company”) entered into a securities purchase agreement (the “Purchase Agreement”) with the purchasers named therein (the “Purchasers”), for the private placement (the “Private Placement”) of (i) 15,224,773 shares (the “Shares”) of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), at a price of $16.50 per Share, and (ii) with respect to certain Purchasers, pre-funded warrants to purchase an aggregate of 9,030,851 shares of Common Stock (the “Pre-Funded Warrants”), at a purchase price of $16.4990 per Pre-Funded Warrant (the shares of Common Stock issuable upon exercise of the Pre-Funded Warrants, the “Warrant Shares”). The aggregate gross proceeds for the Private Placement are expected to be approximately $400 million, before deducting offering fees and expenses.”
REALTheRealReal, Inc.
TheRealReal, Inc. entered into Exchange Agreements with certain Noteholders (effective 2024-02-29).
“On February 29, 2024 (the “Effective Date”), The RealReal, Inc. (the “Company”) entered into private, separately negotiated exchange agreements (collectively, the “Exchange Agreements”) with certain Noteholders (as defined therein), pursuant to which the parties agreed to exchange (i) $145,751,000 in aggregate principal amount of the holders’ 3.00% Convertible Senior Notes due 2025 and (ii) $6,480,000 in aggregate principal amount of the holders’ 1.00% Convertible Senior Notes due 2028 (clauses (i) and (ii) together, the “Exchanged Notes”) for (a) $135,000,000 in aggregate principal amount of the Company’s 4.25%/8.75% PIK/Cash Senior Secured Notes due 2029 (the “New Notes”), issued pursuant to the Indenture (as defined below), (b) warrants (the “Warrants”) to purchase up to 7,894,737 shares (subject to adjustment in accordance with their terms) of the Company’s common stock, $0.00001 par value per share, with a strike price of $1.71 and (c) accrued and unpaid interest on the Exchanged”
REALTheRealReal, Inc.
TheRealReal, Inc. entered into Indenture with GLAS Trust Company LLC valued at $135,000,000 (effective 2024-02-29).
“On the Effective Date, in connection with the Exchange Transactions, the Company issued $135,000,000 in aggregate principal amount of New Notes pursuant to that certain Indenture, dated as of the Effective Date (the "Indenture"), by and among the Company, the Guarantors (as defined in the Indenture) party thereto from time to time and GLAS Trust Company LLC, as trustee and notes collateral agent.”
SMXTSolarMax Technology, Inc.
SolarMax Technology, Inc. entered into Underwriting Agreement with Kingswood, a division of Kingswood Capital Partners, LLC (the "Representative") valued at $4.00 per share (effective 2024-02-27).
“On February 27, 2024, SolarMax Technology, Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Kingswood, a division of Kingswood Capital Partners, LLC (the “Representative”), as representative of the underwriters.”
FDUSFIDUS INVESTMENT Corp
FIDUS INVESTMENT Corp amended Equity Distribution Agreement Amendment No. 2 with Fidus Investment Advisors, LLC; Raymond James & Associates, Inc.; B. Riley Securities, Inc. valued at increase of maximum Shares to $300.0 million (effective 2024-02-29).
“On February 29, 2024, the Company increased the maximum amount of Shares to be sold through the ATM Program to $300.0 million from $150.0 million. In connection with the upsize of the ATM Program, the Company entered into amendment no. 2 (“Amendment No. 2”) to the equity distribution agreement, dated November 10, 2022 (the “Equity Distribution Agreement”) with Fidus Investment Advisors, LLC, Raymond James & Associates, Inc. (“Raymond James”) and B. Riley Securities, Inc. (“B. Riley” and together with Raymond James, the “Sales Agents”).”
SDGRSchrodinger, Inc.
Schrodinger, Inc. amended Amended and Restated Sales Agreement with Leerink Partners LLC valued at up to $250.0 million (effective 2024-02-28).
“On February 28, 2024, Schrödinger, Inc., a Delaware corporation (the “ Company ”), entered into an Amended and Restated Sales Agreement (the “ Sales Agreement ”) with Leerink Partners LLC, as agent (“ Leerink Partners ”), pursuant to which the Company may offer and sell shares of its common stock, $0.01 par value per share (the “ Common Stock ”), from time to time through Leerink Partners.”
NaturalShrimp Inc
NaturalShrimp Inc entered into Consulting Agreement with Redhawk Investment Group, LLC valued at $180,000 (effective 2022-02-23).
“On February 23, 2022, NaturalShrimp Incorporated (the “Company”) entered into a consulting agreement (the Consulting Agreement”) with Redhawk Investment Group, LLC (“Redhawk” or “Consultant”)”
Auto Parts 4Less Group, Inc.
Auto Parts 4Less Group, Inc. entered into Note with Cavalry Fund I, LP valued at $35,200.08 (effective 2024-02-06).
“On February 6, 2024, Auto Parts 4Less Group, Inc., a Nevada corporation (the “Company”), issued a promissory note (the “Note”) to Cavalry Fund I, LP, a Delaware limited partnership (“Investor”) for $35,200.08 of cash.”
Everi Holdings Inc.
Everi Holdings Inc. entered into Agreement and Plan of Merger with International Game Technology PLC, Ignite Rotate LLC, Ember Sub LLC (effective 2024-02-28).
“The definitive agreements entered into by the Company in connection with the Proposed Transaction include: (i) an Agreement and Plan of Merger by and among IGT, Spinco, the Company and Merger Sub (the “Merger Agreement”); (ii) a Separation and Distribution Agreement by and among IGT, Spinco, Gaming Holdco and the Company (the “Separation Agreement”); (iii) an Employee Matters Agreement by and among IGT, Spinco, Gaming Holdco and the Company (the “Employee Matters Agreement”); (iv) a Real Estate Matters Agreement by and among IGT, Spinco, Gaming Holdco and the Company (the “Real Estate Matters Agreement”); (v) a Tax Matters Agreement by and among IGT, Spinco, Gaming Holdco and the Company (the “Tax Matters Agreement”), (vi) an Investor Rights Agreement by and between the Company and De Agostini (the “Investor Rights Agreement”), and (vii) a Voting and Support Agreement by and among IGT, S”
ZDPYZoned Properties, Inc.
Zoned Properties, Inc. entered into Licensed Cannabis Facility Absolute Net Lease Agreement with The Pharm, LLC (Sunday Goods) valued at 15-year term with four 5-year renewal options; base rent $25,000 per month initial escalating to $37 (effective 2024-01-02).
“On January 2, 2024, ZP Holdings entered into a contingent Licensed Cannabis Facility Absolute Net Lease Agreement (the “Sunday Goods Lease”), with a commencement date contingent upon the satisfaction of various contingencies to the Sunday Goods Lease, by and between ZP Holdings, as landlord, and The Pharm, LLC (“Sunday Goods”), as tenant.”
ZDPYZoned Properties, Inc.
Zoned Properties, Inc. entered into Purchase and Sale Agreement and Joint Escrow Instructions with NWC Dysart & Bell LLC valued at Purchase price $1,100,000; seller's work reimbursements up to $600,000; earnest money $97,500 (effective 2023-01-23).
“Previously, on January 23, 2023, ZP Holdings entered into a Purchase and Sale Agreement and Joint Escrow Instructions, by and between NWC Dysart & Bell LLC (the “Seller”) and ZP Holdings as the buyer.”
AHTASHFORD HOSPITALITY TRUST INC
ASHFORD HOSPITALITY TRUST INC entered into Agreement of Purchase and Sale with Beantown Hotel Owner LLC valued at $171 million (effective 2024-01-29).
“On January 29, 2024 (the “Effective Date”), PIM Boston Back Bay LLC and PIM TRS Boston Back Bay LLC (together, “Seller”), indirect wholly owned subsidiaries of Ashford Hospitality Trust, Inc. (the “Company”), entered into an Agreement of Purchase and Sale (the “Agreement”) with Beantown Hotel Owner LLC, as purchaser (“Purchaser”), for the sale of Hilton Boston Back Bay Hotel (the “Hotel”) for $171 million in cash, subject to customary pro-rations and adjustments (the “Purchase Price”).”
ABVCABVC BIOPHARMA, INC.
ABVC BIOPHARMA, INC. amended Amendment with Lind Global Fund II, LP valued at conversion price shall have a floor price of $1.00 (effective 2024-01-17).
“the parties entered into an amendment to the Note, pursuant to which the conversion price shall have a floor price of $1.00 (the “Amendment”).”
Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.