QXO closes $2.25B acquisition of Kodiak Building Partners; expects accretive 2026

This filing

On April 1, 2026, QXO filed a certificate of designations (the “Certificate of Designations”) with the Secretary of State of the State of Delaware to establish the preferences, limitations and relative rights of QXO’s Series C Convertible Perpetual Preferred Stock (the “Series C Preferred Stock”). The Certificate of Designations became effective upon filing.

Comparable filing

As a result of the Business Combination, the Company ceased being a shell company

This filing

On April 1, 2026, QXO filed a certificate of designations (the “Certificate of Designations”) with the Secretary of State of the State of Delaware to establish the preferences, limitations and relative rights of QXO’s Series C Convertible Perpetual Preferred Stock (the “Series C Preferred Stock”). The Certificate of Designations became effective upon filing.

Comparable filing

The Company has filed with the Secretary of State of the State of Delaware a Certificate of Designation of Preferences, Rights and Limitations of the Company Preferred Stock (the “Certificate of Designation”) in connection with the Merger referenced in Item 1.01 above.

This filing

owned subsidiary of QXO. At the effective time of the Merger (the “Effective Time”), QXO paid to equityholders of Kodiak (“Kodiak Stockholders”) an amount in cash equal to $2,000,000,000 (subject to customary adjustments for working capital, indebtedness, cash and transaction expenses as set forth in the Merger Agreement) plus 13,157,895 shares (the

Comparable filing

of Flushing (“ Flushing Common Stock ”) issued and outstanding immediately prior to the Effective Time, subject to certain exceptions, was converted into the right to receive 0.85 of a share (the “ Exchange Ratio ”) of common stock, par value $0.01 per share, of OceanFirst (“ OceanFirst Common Stock ” and such consideration, the “ Merger Consideration ”).

This filing

On April 1, 2026, QXO filed a certificate of designations (the “Certificate of Designations”) with the Secretary of State of the State of Delaware to establish the preferences, limitations and relative rights of QXO’s Series C Convertible Perpetual Preferred Stock (the “Series C Preferred Stock”). The Certificate of Designations became effective upon filing.

Comparable filing

In connection with the Spin-Off, the Board adopted the Code of Conduct, a copy of which is available on New Enviri’s website at www.enviri.com.

This filing

On April 1, 2026, QXO filed a certificate of designations (the “Certificate of Designations”) with the Secretary of State of the State of Delaware to establish the preferences, limitations and relative rights of QXO’s Series C Convertible Perpetual Preferred Stock (the “Series C Preferred Stock”). The Certificate of Designations became effective upon filing.

Comparable filing

On May 7, 2026, the Company filed an amendment to the Company’s restated certificate of incorporation (the “ Authorized Share Charter Amendment ”), effective as of such date, increasing the number of authorized shares of Company Common Stock from 1,000,000,000 to 2,000,000,000.

This filing

On April 1, 2026, QXO filed a certificate of designations (the “Certificate of Designations”) with the Secretary of State of the State of Delaware to establish the preferences, limitations and relative rights of QXO’s Series C Convertible Perpetual Preferred Stock (the “Series C Preferred Stock”). The Certificate of Designations became effective upon filing.

Comparable filing

on May 1, 2026, the Company filed the Second Amended and Restated Articles of Incorporation (the “A&R Articles”) with the Secretary of State of the State of Nevada with a delayed effective date and time of 3:00 a.m. (Eastern Time) on May 5, 2026.

This filing

owned subsidiary of QXO. At the effective time of the Merger (the “Effective Time”), QXO paid to equityholders of Kodiak (“Kodiak Stockholders”) an amount in cash equal to $2,000,000,000 (subject to customary adjustments for working capital, indebtedness, cash and transaction expenses as set forth in the Merger Agreement) plus 13,157,895 shares (the

Comparable filing

excluded shares pursuant to the terms of the Merger Agreement, was cancelled and extinguished and automatically converted into the right to receive an amount in cash equal to $5.80 per share of Class A Common Stock, without interest thereon (the “ Class A Per Share Price ”), (ii) each share of the Company’s Class B common stock, par value $0.00001 per share

This filing

owned subsidiary of QXO. At the effective time of the Merger (the “Effective Time”), QXO paid to equityholders of Kodiak (“Kodiak Stockholders”) an amount in cash equal to $2,000,000,000 (subject to customary adjustments for working capital, indebtedness, cash and transaction expenses as set forth in the Merger Agreement) plus 13,157,895 shares (the

Comparable filing

On May 6, 2026 (the “ Closing Date ”), Shuttle Pharmaceuticals Holdings, Inc., a Delaware corporation (“ Shuttle ” or “ Acquiror ”), completed its previously announced merger pursuant to an Agreement and Plan of Merger (the “ Merger Agreement ”), entered into on April 30, 2026 by and among the Acquiror, Shuttle Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Shuttle (“ Merger Sub ”) and United Dogecoin Inc., a Delaware corporation (the “ Company ”).