secwatch / observer

Material Agreements

Entry into or termination of material definitive agreements (Items 1.01/1.02).

8-K items 1.01, 1.02 JSON
COCH Envoy Medical, Inc.

Envoy Medical, Inc. entered into Note with GAT Funding, LLC valued at principal amount of up to $10,000,000 (effective 2024-02-27).

“Envoy Medical, Inc. (the “Company”) has issued a promissory note, effective as of February 27, 2024 (the “Note”) with a principal amount of up to $10,000,000 to GAT Funding, LLC (“GAT”)”
Sizzle Acquisition Corp.

Sizzle Acquisition Corp. amended Cantor Fee Modification Agreement with Cantor Fitzgerald & Co. valued at 1,200,000 ordinary shares of Pubco.

“In connection with the Closing, and Cantor’s agreement to the Lock-up Agreement described above, Pubco and Sizzle agreed to pay to Cantor such commission as of the Closing, including the amounts set forth in the Proxy Statement, in the aggregate amount of 1,200,000 ordinary shares of Pubco (the “Cantor Fee Shares”), payable and delivered, at Closing (the “Cantor Fee Modification Agreement”).”
Sizzle Acquisition Corp.

Sizzle Acquisition Corp. entered into Lock-Up Agreements with holders of Pubco Ordinary Shares (excluding PIPE Investors and public shareholders) (effective 2023-12-28).

“Simultaneously with the Closing, and in connection with the PIPE Financing (as defined in the definitive proxy statement /prospectus filed by Sizzle with the Securities and Exchange Commission (“SEC”) on December 28, 2023, as supplemented (the “Proxy Statement”)), holders of Pubco Ordinary Shares as of the Closing, other than the PIPE Investors (as defined in the Proxy Statement) and Sizzle’s public shareholders, entered into a lock-up for a period of one year after the Closing and Pubco will be restricted from issuing additional shares or filing any registration statements with the SEC for a period of 60 days after the Closing, subject to certain specified exceptions.”
EMPD Empery Digital Inc.

Empery Digital Inc. entered into Exchange Agreements with holders of all of its senior convertible notes valued at approximately $24.68 million aggregate principal amount of Notes (effective 2024-03-03).

“On March 3, 2024, Volcon, Inc. (the “Company”) entered into Exchange Agreements (each, an “Agreement”) with the holders of all of its senior convertible notes (the “Notes”), pursuant to which the holders agreed to exchange approximately $24.68 million aggregate principal amount of Notes for shares of the Company’s Series A convertible preferred stock (the “Preferred Stock”).”
SHC Sotera Health Co

Sotera Health Co amended Amendment No. 3 with JPMorgan Chase Bank, N.A., as First Lien Administrative Agent and the lenders and issuing banks party thereto (effective 2024-03-01).

“On March 1, 2024, Sotera Health Company (the “Company”) and Sotera Health Holdings, LLC (“SHH”) entered into Amendment No. 3 (the “Amendment”) to the First Lien Credit Agreement dated as of December 13, 2019 by and among the Company, SHH, certain subsidiaries of the Company, JPMorgan Chase Bank, N.A., as First Lien Administrative Agent and the lenders and issuing banks party thereto (the “Credit Agreement”).”
BKKT Bakkt, Inc.

Bakkt, Inc. entered into Voting Support Agreement with Intercontinental Exchange Holdings, Inc. valued at ICE agreed to vote in favor of proposals seeking to obtain the Voting Support Agreement (effective 2024-02-29).

“In connection with the Concurrent Offerings, ICE entered into a voting support agreement with the Company (the "Voting Support Agreement"), pursuant to which ICE agreed, among other things, to vote in favor of proposals seeking to obtain the Voting Support Agreement.”
BKKT Bakkt, Inc.

Bakkt, Inc. entered into ICE Purchase Agreement with Intercontinental Exchange Holdings, Inc. valued at up to 11,534,024 shares of Class A Common Stock, Class 1 Warrants to purchase up to 5,767,012 shares (effective 2024-02-29).

“On February 29, 2024, the Company entered into a securities purchase agreement (the “ICE Purchase Agreement” and, together with the Third-Party Purchase Agreement, the “Purchase Agreements”) with Intercontinental Exchange Holdings, Inc. (“ICE”)”
BKKT Bakkt, Inc.

Bakkt, Inc. entered into Third-Party Purchase Agreement with certain institutional investors valued at aggregate of 34,917,532 shares of Class A Common Stock, Class 1 Warrants to purchase an aggregate of (effective 2024-02-29).

“On February 29, 2024, Bakkt Holdings, Inc. (the “Company”) entered into a securities purchase agreement (the “Third-Party Purchase Agreement”) with certain institutional investors (the “Third-Party Purchasers”).”
Presto Automation Inc.

Presto Automation Inc. entered into Purchase Agreement with several investors valued at aggregate gross proceeds to the Company from the Offering approximately $2,100,000 (effective 2024-02-29).

“On February 29, 2024, Presto Automation Inc. (the “Company”) entered into a securities purchase agreements (the “Purchase Agreement”) with several investors (the “Purchasers”) relating to the issuance and sale of an aggregate of 8,533,000 shares of the Company’s common stock”
HUMA Humacyte, Inc.

Humacyte, Inc. entered into Underwriting Agreement with Cowen and Company, LLC and Cantor Fitzgerald & Co. as representatives of the several underwriters named therein valued at approximately $37.4 million (effective 2024-02-29).

“On February 29, 2024, Humacyte, Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Cowen and Company, LLC and Cantor Fitzgerald & Co. as representatives of the several underwriters named therein (collectively, the “Underwriters”), relating to the issuance and sale in an underwritten offering (the “Offering”) of 13,400,000 shares of the Company’s common stock, $0.0001 par value per share, at a price to the public of $3.00 per share (the “Firm Shares”).”
CLVT CLARIVATE PLC

CLARIVATE PLC entered into Investment Agreement with Exor N.V. (effective 2024-03-04).

“Entry into a Material Definitive Agreement In connection with Exor N.V.’s investment in the Company, the Company has entered into an Investment Agreement with Exor dated as of March 4, 2024.”
APP AppLovin Corp

AppLovin Corp entered into Underwriting Agreement with KKR Denali Holdings L.P. and BofA Securities, Inc. (effective 2024-02-29).

“On February 29, 2024, AppLovin Corporation (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with KKR Denali Holdings L.P. (the “Selling Stockholder”) and BofA Securities, Inc., acting for themselves and as representative of the several underwriters named in Schedule I to the Underwriting Agreement”
BBIO BridgeBio Pharma, Inc.

BridgeBio Pharma, Inc. entered into Agreement with Bayer Consumer Care AG valued at up to $310 million in upfront, regulatory, and sales milestone payments (effective 2024-03-01).

“On March 1, 2024, certain subsidiaries of BridgeBio Pharma, Inc. (the “Company”), including Eidos Therapeutics, Inc. (“Eidos”), BridgeBio International GmbH and BridgeBio Europe B.V., entered into an exclusive license agreement (the “Agreement”) with Bayer Consumer Care AG, a wholly-owned subsidiary of Bayer AG (“Bayer”), to develop and commercialize acoramidis as a treatment for transthyretin amyloidosis in the European Union and all member states of the European Patent Organization (the “Licensed Territory”).”
Golub Capital BDC 3, Inc.

Golub Capital BDC 3, Inc. amended Seventh DB Credit Facility Amendment with Deutsche Bank AG, New York Branch (effective 2024-03-01).

“On March 1, 2024 Golub Capital BDC 3, Inc. (the “Company”), together with GBDC 3 Funding LLC, a direct, wholly owned subsidiary of the Company, as borrower (“GBDC 3 Funding”), entered into an amendment (the “Seventh DB Credit Facility Amendment”) to the loan financing and servicing agreement, dated as of September 10, 2019, by and among GBDC 3 Funding, the Company, the lenders from time to time parties thereto, Deutsche Bank AG, New York Branch, as facility agent, the other agents parties thereto, each of the entities from time to time party thereto as securitization subsidiaries and Deutsche Bank Trust Company Americas, as collateral agent and as collateral custodian (as amended, the “DB Credit Facility”).”
GAME GameSquare Holdings, Inc.

GameSquare Holdings, Inc. entered into Membership Interest Purchase Agreement with Global Esports Properties, LLC valued at $10,360,000 (effective 2024-03-01).

“On March 1, 2024, Global Esports Properties, LLC, a Delaware limited liability company (“Buyer”), GameSquare Esports (USA), Inc., a Nevada corporation (“Seller”) and sole member of NextGen Tech, LLC, a Texas limited liability company doing business as Complexity Gaming, and GameSquare Holdings, Inc., a corporation formed under the laws of the province of Ontario (“Beneficial Owner”) (together, the “Parties”) entered into a Membership Interest Purchase Agreement (the “MIPA”)”
CCCC C4 Therapeutics, Inc.

C4 Therapeutics, Inc. entered into Research Collaboration and License Agreement with Merck KGaA, Darmstadt, Germany (operating as EMD Serono in U.S. and Canada) valued at upfront cash payment of $16.0 million; aggregate potential milestone payments of approximately $740 (effective 2024-03-01).

“On March 1, 2024 , C4 Therapeutics, Inc. (“ C4T ”) entered into a Research Collaboration and License Agreement (“ License Agreement ”) with Merck KGaA, Darmstadt, Germany (“ MKDG ”), which operates its healthcare business as EMD Serono in the U.S. and Canada, to exclusively discover two targeted protein degraders against critical oncogenic proteins that C4T has progressed within its internal discovery pipeline.”
PBHC Pathfinder Bancorp, Inc.

Pathfinder Bancorp, Inc. entered into Purchase Agreement with Berkshire Bank valued at approximately $32 million in loans and one branch location (along with associated personal property (effective 2024-03-04).

“On March 4, 2024 Pathfinder Bank, the banking subsidiary of Pathfinder Bancorp, Inc. (“Pathfinder Bank”), entered into a purchase and assumption agreement (the “Purchase Agreement”) with Berkshire Bank, the banking subsidiary of Berkshire Hills Bancorp, Inc. (“Berkshire Bank”).”
BIVI BIOVIE INC.

BIOVIE INC. entered into Agreement with ThinkEquity LLC valued at approximately $21,000,000 million (effective 2024-03-04).

“On March 4, 2024, BioVie Inc. (the “ Company ”) entered into a placement agent agreement (the “ Agreement ”) with ThinkEquity LLC, as the placement agent (the “ Placement Agent ”), in connection with the issuance and sale (the “ Offering ”) directly to various investors (the “ Investors ”) of up to 21,000,000 shares”
CHEF Chefs' Warehouse, Inc.

Chefs' Warehouse, Inc. entered into Cooperation Agreement with Legion Partners Asset Management, LLC, Legion Partners, L.P. I, Legion Partners, L.P. II, Legion Partners, LLC, Legion Partners Holdings, LLC, Christopher S. Kiper, and Raymond White (effective 2024-03-01).

“On March 1, 2024, The Chefs’ Warehouse, Inc., a Delaware corporation (the “ Company ”), entered into an agreement (the “ Cooperation Agreement ”) with Legion Partners Asset Management, LLC, Legion Partners, L.P. I, Legion Partners, L.P. II, Legion Partners, LLC, Legion Partners Holdings, LLC, Christopher S. Kiper, and Raymond White (collectively, the “ Investor Group ” and each individually, an “ Investor ”).”
FLYYQ Spirit Aviation Holdings, Inc.

Spirit Aviation Holdings, Inc. terminated Agreement and Plan of Merger with JetBlue Airways Corporation valued at JetBlue will pay $69 million in cash to Spirit. (effective 2024-03-04).

“On March 4, 2024, the Parties entered into a Termination Agreement (the "Termination Agreement"), pursuant to which the Merger Agreement was terminated effective immediately. Under the terms of the Termination Agreement, JetBlue will, no later than 5:00 p.m. ET on March 5, 2024, pay or cause to be paid $69 million in cash to Spirit.”
Astria Therapeutics, Inc.

Astria Therapeutics, Inc. entered into Open Market Sale Agreement with Jefferies LLC valued at up to $150,000,000 (effective 2024-03-04).

“On March 4, 2024, Astria Therapeutics, Inc., a Delaware corporation (the “Company”), entered into an Open Market Sale Agreement SM (the “Sales Agreement”) with Jefferies LLC (“Jefferies”) pursuant to which the Company may offer and sell shares of its common stock, $0.001 par value per share, from time to time through Jefferies as its sales agent.”
MIST Milestone Pharmaceuticals Inc.

Milestone Pharmaceuticals Inc. entered into Underwriting Agreement with Piper Sandler & Co. as representative of the several underwriters (effective 2024-02-28).

“On February 28, 2024, Milestone Pharmaceuticals Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Piper Sandler & Co. as representative of the several underwriters listed on Schedule A thereto (the “Underwriters”), related to an underwritten public offering (the “Offering”) of 16,666,667 of the Company’s common shares, without par value (the “Common Shares”), at a public offering price of $1.50 per share”
CLNV Clean Vision Corp

Clean Vision Corp entered into Securities Purchase Agreement with an accredited investor valued at $580,000.00 (effective 2024-02-15).

“On February 15, 2024, Clean Vision Corporation (the “Company”) entered into a Securities Purchase Agreement (the “Agreement”) with an accredited investor (the “Holder”), whereby the Company issued and sold to the Holder (i) a promissory note (the “Note”) in the aggregate principal amount of $580,000.00 (which includes $87,500.00 of Original Issue Discount) (the “Principal”), convertible into shares of common stock, $0.001 par value per share, of the Company (the “Common Stock”), upon default, upon the terms and subject to the limitations and conditions set forth in such Note, and (ii) 4,000,000 restricted shares of Common Stock (the “Commitment Shares”).”
JBLU JETBLUE AIRWAYS CORP

JETBLUE AIRWAYS CORP terminated Agreement and Plan of Merger (Merger Agreement) with Spirit Airlines, Inc. valued at JetBlue agreed to pay Spirit $69 million in cash on March 5, 2024; mutual release of claims (effective 2024-03-01).

“As previously disclosed, on July 28, 2022, JetBlue Airways Corporation, (“JetBlue”), Sundown Acquisition Corp., a direct wholly owned subsidiary of JetBlue (“Merger Sub”) and Spirit Airlines, Inc. (“Spirit” and, together with JetBlue and Merger Sub, the “Parties”) entered into an Agreement and Plan of Merger (the “Merger Agreement”), pursuant to which and subject to the terms and conditions therein, Merger Sub would be merged with and into Spirit, with Spirit continuing as the surviving corporation. On March 1, 2024, the Parties entered into a Termination Agreement (the “Termination Agreement”), pursuant to which the Parties agreed that the Merger Agreement, including all schedules and exhibits thereto, was terminated, effective immediately, subject to limited exceptions related to JetBlue’s previously agreed indemnification obligations.”
WFN CREDIT CO LLC

WFN CREDIT CO LLC amended Twenty-First Addendum to Appendix A with Comenity Servicing LLC (effective 2024-02-29).

“On February 29, 2024, Bank and Servicer entered into the Twenty-First Addendum to Appendix A (“Twenty-First Addendum”) to the Service Agreement.”
WFN CREDIT CO LLC

WFN CREDIT CO LLC amended Third Amendment with Comenity Servicing LLC (effective 2024-02-28).

“On February 28, 2024, Comenity Bank (“Bank”) and Comenity Servicing LLC (“Servicer”) entered into the Third Amendment (“Third Amendment”) to that certain Fourth Amended and Restated Service Agreement, dated as of June 1, 2022 (the “Service Agreement”), by and between Bank and Servicer”
PLCE Childrens Place, Inc.

Childrens Place, Inc. entered into Forbearance Agreement with the Credit Agreement Lenders (effective 2024-02-29).

“The Company and the Credit Agreement Lenders entered into a forbearance agreement, dated February 29, 2024 (the “Forbearance Agreement”)”
PLCE Childrens Place, Inc.

Childrens Place, Inc. entered into Promissory Note with Mithaq Capital SPC valued at up to $78.6 million (effective 2024-02-29).

“On February 29, 2024, The Children’s Place, Inc. (the “Company”) and certain of its subsidiaries entered into an interest-free unsecured promissory note, dated February 29, 2024 (the “Promissory Note”) with Mithaq Capital SPC (“Mithaq”), providing for up to $78.6 million in term loans”
WDFC WD 40 CO

WD 40 CO entered into Transition Services Agreement with VDBN Representações Comerciais Ltda. valued at minimum fees total approximately $2.1 million USD.

“In connection with this acquisition, Theron signed a three-year Transition Services Agreement (“TSA”) with VDBN Representações Comerciais Ltda., a related party of Seller, for logistics and related services, for which the minimum fees total approximately $2.1 million USD.”
WDFC WD 40 CO

WD 40 CO entered into Quota Purchase Agreement with M12 Participações Empresarias S.A. valued at approximate purchase price of $6.9 million USD (effective 2024-03-04).

“On March 4, 2024 (“Closing Date”), WD-40 Holding Company Brasil Ltda. (“Buyer”), a wholly-owned subsidiary of WD-40 Company (“Company”), acquired all of the issued and outstanding capital stock of Brazilian distributor, Theron Marketing Ltda. (“Theron”), from M12 Participações Empresarias S.A. (“Seller”) in a cash-for-stock transaction. The approximate purchase price of $6.9 million USD is subject to a 90-day post closing adjustment.”
American Cannabis Company, Inc.

American Cannabis Company, Inc. terminated Agreement and Plan of Merger with HyperScale Nexus Holding Corporation (effective 2024-03-01).

“On March 1, 2024, pursuant to Section 8.1(a) of the Agreement and Plan of Merger ("Agreement") and Section 12.1(a) of the Separation and Distribution Agreement with HyperScale Nexus Holding Corporation, previously disclosed on Form 8-K, and Form 14C, the parties mutually agreed to completely terminate the respective transactions.”
SNEX StoneX Group Inc.

StoneX Group Inc. entered into Indenture with The Bank of New York Mellon valued at $550 million (effective 2024-03-01).

“On March 1, 2024, StoneX Group Inc. (the “Company”) completed the issuance and sale of $550 million in aggregate principal amount of its 7.875% Senior Secured Notes due 2031 (the “Notes”). The Notes were issued pursuant to an Indenture, dated March 1, 2024 (the “Indenture”), by and among the Company, the guarantors party thereto from time to time and The Bank of New York Mellon, as trustee (in such capacity, the “Trustee”) and collateral agent (in such capacity, the “Collateral Agent”).”
PRGS PROGRESS SOFTWARE CORP /MA

PROGRESS SOFTWARE CORP /MA entered into Indenture with U.S. Bank Trust Company, National Association valued at $450.0 million aggregate principal amount (effective 2024-03-01).

“On March 1, 2024, Progress Software Corporation (the “ Company ”) issued and sold $450.0 million aggregate principal amount of its 3.50% Convertible Senior Notes due 2030 (the “ Notes ”), pursuant to an indenture (the “ Indenture ”), dated as of March 1, 2024, between the Company and U.S. Bank Trust Company, National Association, as trustee (the “ Trustee ”).”
CTRA Coterra Energy Inc.

Coterra Energy Inc. entered into Underwriting Agreement with J.P. Morgan Securities LLC, TD Securities (USA) LLC, Wells Fargo Securities, LLC and BofA Securities, Inc., as representatives of the several underwriters valued at $500,000,000 (effective 2024-02-28).

“On February 28, 2024, Coterra Energy Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with J.P. Morgan Securities LLC, TD Securities (USA) LLC, Wells Fargo Securities, LLC and BofA Securities, Inc., as representatives of the several underwriters named in Schedule 1 of the Underwriting Agreement (the “Underwriters”), relating to the underwritten public offering of $500,000,000 aggregate principal amount of the Company’s 5.60% Senior Notes due 2034 (CUSIP: 127097AL7; ISIN: US127097AL75) (the “Notes”).”
EAGLE PHARMACEUTICALS, INC.

EAGLE PHARMACEUTICALS, INC. amended Second Amendment to Third Amended and Restated Credit Agreement with JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto (effective 2024-02-29).

“On February 29, 2024 (the “Amendment Date”), Eagle Pharmaceuticals, Inc. (the “Company”), entered into a Second Amendment to Third Amended and Restated Credit Agreement (the “Second Amendment Agreement”) with JPMorgan Chase Bank, N.A., as administrative agent (the “Agent”), and the lenders party thereto (the “Lenders”), which amends the terms of (i) the Company’s Third Amended and Restated Credit Agreement, dated as of November 1, 2022”
DOC HEALTHPEAK PROPERTIES, INC.

HEALTHPEAK PROPERTIES, INC. entered into Revolver Amendment with Bank of America, N.A. valued at Consent and Amendment No. 2 and Joinder to Second Amended and Restated Credit Agreement (effective 2024-03-01).

“On the Closing Date, concurrently with the consummation of the Mergers, Healthpeak OP and Healthpeak entered into (a) the Consent and Amendment No. 2 and Joinder (the " Revolver Amendment ") to its Second Amended and Restated Credit Agreement, dated as of September 20, 2021, by and among Healthpeak OP, Healthpeak, DOC DR Holdco, DOC DR OP Sub, the lenders party thereto and Bank of America, N.A., as administrative agent”
DOC HEALTHPEAK PROPERTIES, INC.

HEALTHPEAK PROPERTIES, INC. entered into DOC Amendment to Third Amended and Restated Credit Agreement with KeyBank National Association valued at $400 million term loan; borrowings repaid and revolvers terminated (effective 2024-03-01).

“On the Closing Date, upon consummation of the Mergers, Healthpeak, Healthpeak OP, DOC DR Holdco and DOC DR OP Sub executed the Consent and Third Amendment (the " DOC Amendment ") to that certain Third Amended and Restated Credit Agreement, dated as of September 24, 2021, by and among Physicians Partnership, as borrower, Physicians Realty Trust, as guarantor, the lenders party thereto and KeyBank National Association, as administrative agent”
CLDX Celldex Therapeutics, Inc.

Celldex Therapeutics, Inc. entered into Underwriting Agreement with Leerink Partners LLC and Cowen and Company, LLC valued at approximately $376.2 million (effective 2024-02-29).

“On February 29, 2024, Celldex Therapeutics, Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Leerink Partners LLC and Cowen and Company, LLC (the “Representatives”), as representatives of the several underwriters named therein (the “Underwriters”), relating to the offering, issuance and sale of 8,520,000 shares (the “Shares”) of the Company’s common stock, par value $0.001 (the “Common Stock”), at a price to the public of $47.00 per share (the “Offering”). The net proceeds to the Company from the Offering are expected to be approximately $376.2 million, after deducting underwriting discounts and commissions and other estimated offering expenses payable by the Company.”
RFIL R F INDUSTRIES LTD

R F INDUSTRIES LTD entered into Amendment No. 3 to Loan Agreement with Bank of America, N.A. valued at Defers additional principal payment of $1.0 million from March 1, 2024 to April 1, 2024; reduces add (effective 2024-02-29).

“On February 29, 2024, RF Industries, Ltd., a Nevada corporation (the “Company”) entered into Amendment No. 3 to Loan Agreement (“Loan Amendment No. 3”), effective as of February 29, 2024, with Bank of America, N.A. (the “Bank”), amending that certain Loan Agreement, dated as of February 25, 2022, between the Company and the Bank (as amended, the “Loan Agreement”), under which the Bank provided the Company with a $17 million term loan (the “Term Loan”) and a $3 million revolving credit facility (the “Revolving Credit Facility” and together with the Term Loan, the “Credit Facility”). Loan Amendment No. 3, among other matters, defers the requirement that the Company make an additional principal payment of $1.0 million on the Term Loan, from March 1, 2024, as was required under Amendment No. 2 to the Loan Agreement, entered into between the Company and the Bank on January 26, 2024 (“Loan Amendment No. 2”), to April 1, 2024.”
INVACARE HOLDINGS Corp

INVACARE HOLDINGS Corp amended First Amendment to Loan and Security Agreement with White Oak Commercial Finance, LLC as agent and certain lenders (effective 2024-02-26).

“On February 26, 2024, Invacare Holdings Corporation (the “ Company ”) entered into the First Amendment to Loan and Security Agreement (the “ First Amendment ”) by and among the Company, certain of the Company’s direct and indirect North American subsidiaries (the “ ABL Borrowers ”), certain other of the Company’s direct and indirect North American subsidiaries (together with the Company, the “ ABL Guarantors ”), Invacare International Holdings Corp., each lender party thereto (collectively, the “ New Lenders ”, each of which is a stockholder of the Company), and White Oak Commercial Finance, LLC, as administrative and as collateral agent (the “ Agent ”).”
SLNH Soluna Holdings, Inc

Soluna Holdings, Inc amended Fourth Amendment Agreement with certain institutional and accredited investors (the "Purchasers") (effective 2024-02-28).

“On February 28, 2024 the Company and the Purchasers entered into a Fourth Amendment Agreement to amend the Notes, SPA and related agreements”
SHEN SHENANDOAH TELECOMMUNICATIONS CO/VA/

SHENANDOAH TELECOMMUNICATIONS CO/VA/ entered into Purchase and Sale Agreement with Vertical Bridge Holdco, LLC valued at $310.3 million (effective 2024-02-29).

“On February 29, 2024, Shenandoah Mobile, LLC, a wholly-owned subsidiary of Shenandoah Telecommunications Company (collectively, “Shentel”), entered into a Purchase and Sale Agreement (the “Transaction Agreement”) with Vertical Bridge Holdco, LLC (“Vertical Bridge”) to sell substantially all of Shentel’s tower portfolio and operations (“Tower Portfolio”) to Vertical Bridge for $310.3 million in cash (the “Transaction”).”
GATX GATX CORP

GATX CORP entered into Underwriting Agreement with BofA Securities, Inc., Citigroup Global Markets Inc. and Morgan Stanley & Co. LLC, as representatives of the several underwriters valued at $350,000,000 aggregate principal amount of 5.400% Senior Notes due 2027 (effective 2024-02-27).

“GATX Corporation (“GATX”) entered into an Underwriting Agreement (the “Underwriting Agreement”), with BofA Securities, Inc., Citigroup Global Markets Inc. and Morgan Stanley & Co. LLC, as representatives of the several underwriters listed therein (collectively, the “Underwriters”), dated February 27, 2024”
FLNC Fluence Energy, Inc.

Fluence Energy, Inc. entered into Master Receivables Purchase Agreement with Credit Agricole Corporate and Investment Bank valued at $75.0 million (effective 2024-02-27).

“Master Receivables Purchase Agreement On February 27, 2024, Fluence Energy, LLC ("Fluence"), a wholly-owned subsidiary of Fluence Energy, Inc., entered into a Master Receivables Purchase Agreement, by and among Fluence and any other seller from time to time party thereto, as sellers and servicers, and Credit Agricole Corporate and Investment Bank ("CACIB"), as purchaser (the "Agreement").”
ALLR Allarity Therapeutics, Inc.

Allarity Therapeutics, Inc. amended Amendment to Senior Convertible Notes with 3i, LP (effective 2024-02-27).

“On February 27, 2024, Allarity Therapeutics, Inc., a Delaware corporation (“we,” “our,” or the “Company”) and 3i, LP, a Delaware limited partnership, (the “Holder” and together with us, the “Parties”) entered into an Amendment to Senior Convertible Notes (the “Amendment”) to two senior convertible notes dated as of January 18, 2024 and February 13, 2024”
Collective Audience, Inc.

Collective Audience, Inc. entered into Interim License Agreement with The Odyssey SAS (dba BeOp) valued at €150,000 (effective 2024-02-29).

“on February 29, 2024, the Company and BeOp entered into a Joint Venture and Software License Agreement (the “Interim License Agreement”), pursuant to which the Company obtained an exclusive right to commercialize the BeOp software and services in North America for an interim period of up to ninety (90) days from the opening of restructuring proceedings related to the Restructured Debt”
Collective Audience, Inc.

Collective Audience, Inc. entered into Binding LOI with The Odyssey SAS (dba BeOp) valued at €2,000,000 (effective 2024-02-29).

“On February 29, 2024, Collective Audience, Inc. (the “Company”), a Delaware corporation, entered into two agreements with The Odyssey SAS (dba BeOp) (“BeOp”), a company organized under the laws of France specializing in conversational advertising: (i) the parties entered into a binding Letter of Intent (the “Binding LOI”) whereby the Company is bound to acquire 100% of the ownership of BeOp, subject to certain closing conditions (the “Acquisition”)”
HODL VanEck Bitcoin ETF

VanEck Bitcoin ETF entered into Third Amended and Restated Declaration of Trust and Trust Agreement with Delaware Trust Company (effective 2024-03-01).

“On March 1, 2024, VanEck Digital Assets, LLC (the “Sponsor”), sponsor of VanEck Bitcoin Trust (the “Trust”), and Delaware Trust Company, in its capacity as trustee of the Trust (the “Trustee”), entered into a Third Amended and Restated Declaration of Trust and Trust Agreement (the “Trust Agreement”) to reflect the change of the definition of the term “Creation Basket” from a block of 50,000 common shares of beneficial interest (“Shares”) to 25,000 Shares.”
BBAI BigBear.ai Holdings, Inc.

BigBear.ai Holdings, Inc. entered into Joinder & Second Amendment to Amended & Restated Investor Rights Agreement with BBAI Ultimate Holdings, LLC, AE BBAI Aggregator, LP, Seller (effective 2024-02-29).

“BBAI entered into the Joinder & Second Amendment to Amended & Restated Investor Rights Agreement (the “IRA Amendment”) with BBAI Ultimate Holdings, LLC, AE BBAI Aggregator, LP, Seller and the other parties thereto”
Ferguson (Jersey) Ltd

Ferguson (Jersey) Ltd entered into Merger Agreement with Ferguson Enterprises Inc., Ferguson (Jersey) 2 Limited (effective 2024-02-29).

“On February 29, 2024, the Company entered into a merger agreement (the “Merger Agreement”) by and among the Company, Ferguson Enterprises Inc., a newly incorporated corporation under the laws of Delaware (“New TopCo”) and Ferguson (Jersey) 2 Limited, a newly formed Jersey incorporated private limited company and direct, wholly owned subsidiary of New TopCo (“Merger Sub”).”

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.