{"schema_version":"secwatch.filing_event.v1","accession":"0000320017-26-000012","form_type":"8-K","ticker":"LSTA","cik":"0000320017","company_name":"LISATA THERAPEUTICS, INC.","filed_at":"2026-02-27T23:59:59+00:00","discovered_at":"2026-05-14T18:02:37.360006+00:00","generated_at":"2026-05-15T23:17:01.056259+00:00","sec_items":["1.01","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.5,"calibrated_materiality_score":0.5,"confidence":"high","headline":"Lisata and Kuva extend exclusive negotiation deadline to March 7, 2026 for acquisition","bullets":["Amendment to binding term sheet extends expiration from Feb 28 to March 7, 2026.","Kuva Labs to acquire Lisata via tender offer and short-form merger under Section 251(h).","No other changes to term sheet; parties continue negotiating purchase agreement.","Acquisition remains subject to tender offer conditions and regulatory approvals."],"urls":{"canonical":"https://secwatch.observer/filing/0000320017-26-000012","json":"https://secwatch.observer/filing/0000320017-26-000012.json","markdown":"https://secwatch.observer/filing/0000320017-26-000012.md","text":"https://secwatch.observer/filing/0000320017-26-000012.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/320017/000032001726000012/0000320017-26-000012-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/320017/000032001726000012/clbs-20260227.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-15T23:17:01.056259+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"3c16bddcae6529c135ff49e36c318c12142df5fc","claim":"LISATA THERAPEUTICS, INC. amended Term Sheet Amendment with Kuva Labs Inc. (effective 2026-02-27).","evidence_excerpt":"On February 27, 2026, Lisata and Kuva entered into an amendment to the Term Sheet (the “Term Sheet Amendment”), whereby the parties agreed to extend the expiration date of the Term Sheet to March 7, 2026.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/320017/000032001726000012/0000320017-26-000012-index.htm","confidence":0.9}],"comparable_filings":[{"accession":"0001493152-26-026559","ticker":"WINV","company_name":"WinVest Acquisition Corp.","filed_at":"2026-06-01T15:20:55+00:00","headline":"WinVest amends business combination agreement to add ADS structure and share restructuring","event_type":"m_and_a","sec_items":["1.01","9.01"],"materiality_score":0.55,"calibrated_materiality_score":0.55,"match_reasons":["same fact type: material_agreement","same SEC item: 1.01, 9.01","same event type: m_and_a","similar 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agreements contemplating the same, on the terms and subject to the conditions set forth in a Termination Agreement dated May 6, 2026.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1750106/000149315226021752/0001493152-26-021752-index.htm"}},{"accession":"0001914496-26-000076","ticker":null,"company_name":"Sculptor Diversified Real Estate Income Trust, Inc.","filed_at":"2026-05-07T23:59:59+00:00","headline":"Sculptor Diversified Real Estate acquires JW Marriott Marco Island for $835M via $690M loan, $87M equity","event_type":"m_and_a","sec_items":["1.01","2.01","2.03","9.01"],"materiality_score":0.6,"calibrated_materiality_score":0.6,"match_reasons":["same fact type: material_agreement","same SEC item: 1.01, 9.01","same event type: m_and_a","similar 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(the “Company,” “we,” “our”), through our wholly owned subsidiary MIH Investor LLC, entered into a joint venture (the “MIH Member JV”) with Sculptor Real Estate MI Fund, LP (“MI Fund”), Sculptor Real Estate Parallel Fund V D Co-Investments, LP (“Fund V D”), and Sculptor Real Estate Fund V C Co-Investments, LP (“Fund V C”), each of which is an investment fund managed by affiliates of our Adviser.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1914496/000191449626000076/0001914496-26-000076-index.htm"}},{"accession":"0001193125-26-251752","ticker":null,"company_name":"Enviri II Corp","filed_at":"2026-06-01T21:18:36+00:00","headline":"New Enviri completes spin-off; starts trading June 2 under NVRI; ~$1.2B revenue, ~$140M EBITDA","event_type":"m_and_a","sec_items":["1.01","2.03","3.03","5.03","5.01","5.02","5.05","7.01","9.01"],"materiality_score":0.9,"calibrated_materiality_score":0.9,"match_reasons":["same fact type: material_agreement","same SEC item: 1.01, 9.01","same event type: m_and_a"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-251752","json":"https://secwatch.observer/filing/0001193125-26-251752.json","markdown":"https://secwatch.observer/filing/0001193125-26-251752.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/2104052/000119312526251752/0001193125-26-251752-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2104052/000119312526251752/d258410d8k.htm"},"side_by_side_evidence":{"fact_type":"material_agreement","source_excerpt":"On February 27, 2026, Lisata and Kuva entered into an amendment to the Term Sheet (the “Term Sheet Amendment”), whereby the parties agreed to extend the expiration date of the Term Sheet to March 7, 2026.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/320017/000032001726000012/0000320017-26-000012-index.htm","comparable_excerpt":"On June 1, 2026, New Enviri entered into a transition services agreement (the “Transition Services 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m_and_a"],"urls":{"canonical":"https://secwatch.observer/filing/0001829126-26-005923","json":"https://secwatch.observer/filing/0001829126-26-005923.json","markdown":"https://secwatch.observer/filing/0001829126-26-005923.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/2009183/000182912626005923/0001829126-26-005923-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2009183/000182912626005923/titanacq_8k.htm"},"side_by_side_evidence":{"fact_type":"material_agreement","source_excerpt":"On February 27, 2026, Lisata and Kuva entered into an amendment to the Term Sheet (the “Term Sheet Amendment”), whereby the parties agreed to extend the expiration date of the Term Sheet to March 7, 2026.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/320017/000032001726000012/0000320017-26-000012-index.htm","comparable_excerpt":"On June 1, 2026, Titan Acquisition Corp, a Cayman Islands exempted company (“Titan”), entered into a Business Combination Agreement (the “Business Combination Agreement”), by and among OpenPayd Global Holdings Limited, a Cayman Islands exempted company (“PubCo”), Titan Acquisition Sponsor Holdco LLC, a Delaware limited liability company (the “Sponsor”), solely in its capacity as the Purchaser Representative, OpenPayd Holdings Limited, a company limited by shares incorporated in England and Wales (“Company”), Ozan Özerk, solely in his capacity as the Company Shareholders Representative, and the shareholders of the Company party thereto (collectively, the “Parties”).","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/2009183/000182912626005923/0001829126-26-005923-index.htm"}},{"accession":"0001193125-26-251442","ticker":"RPAY","company_name":"Repay Holdings Corp","filed_at":"2026-06-01T20:14:04+00:00","headline":"REPAY closes $372M acquisition of KUBRA, funded with new $500M term 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Questex","event_type":"m_and_a","sec_items":["1.01","5.07","8.01","9.01"],"materiality_score":0.9,"calibrated_materiality_score":0.9,"match_reasons":["same fact type: material_agreement","same SEC item: 1.01, 9.01","same event type: m_and_a"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-215652","json":"https://secwatch.observer/filing/0001193125-26-215652.json","markdown":"https://secwatch.observer/filing/0001193125-26-215652.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1579214/000119312526215652/0001193125-26-215652-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1579214/000119312526215652/d22741d8k.htm"},"side_by_side_evidence":{"fact_type":"material_agreement","source_excerpt":"On February 27, 2026, Lisata and Kuva entered into an amendment to the Term Sheet (the “Term Sheet Amendment”), whereby the parties agreed to extend the expiration date of the Term Sheet to March 7, 2026.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/320017/000032001726000012/0000320017-26-000012-index.htm","comparable_excerpt":"On May 9, 2026, Emerald Holding, Inc., a Delaware corporation (the “ Company ”), entered into an Agreement and Plan of Merger (the “ Merger Agreement ”) with Emma Buyer, LLC, a Delaware limited liability company (“ Parent ”), and Emma Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Parent (“ Merger Sub ”).","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1579214/000119312526215652/0001193125-26-215652-index.htm"}},{"accession":"0001683168-26-003637","ticker":"UMAC","company_name":"Unusual Machines, Inc.","filed_at":"2026-05-11T23:59:59+00:00","headline":"Unusual Machines signs $52M merger to acquire Upgrade Energy (battery/power systems)","event_type":"m_and_a","sec_items":["1.01","7.01","9.01"],"materiality_score":0.85,"calibrated_materiality_score":0.85,"match_reasons":["same fact type: 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(the “Company”), a manufacturer of NDAA-compliant drone components, entered into a $52 million agreement and plan of merger (the “Merger Agreement”), with Upgrade Energy LLC, a newly formed subsidiary of the Company (the “Surviving Company”), DroneNX LLC d/b/a Upgrade Energy (“Upgrade”), and Matthew Barnard as the Member Representative of Upgrade, pursuant to which, the Surviving Company, will acquire all of the property, rights, privileges, licenses, powers and authority of Upgrade in exchange for 1,792,012 shares of Company common stock at $13.9508 per share and $1 million cash at closing with a potential post-closing earn-out payment of up to $26 million in cash, subject to the Surviving Company achieving an annual revenue target of $10 million during a two-year calculation period following the date of the Merger Agreement (with proportional adjustment for the second year).","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1956955/000168316826003637/0001683168-26-003637-index.htm"}}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}