{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-25-081917","form_type":"8-K","ticker":"NBR","cik":"0001163739","company_name":"NABORS INDUSTRIES LTD","filed_at":"2025-08-22T23:59:59+00:00","discovered_at":"2026-05-14T18:02:43.470066+00:00","generated_at":"2026-05-17T10:30:15.602885+00:00","sec_items":["1.01","2.01","9.01","7.01"],"event_type":"m_and_a","sentiment":"positive","materiality_score":0.85,"calibrated_materiality_score":0.85,"confidence":"high","headline":"Nabors sells Quail Tools to Superior Energy for $600M; net debt to drop >25%","bullets":["Consideration: $375M cash plus $250M seller note bearing interest at 7.5%-10%; transaction closed Aug 20.","Net debt to decline by $625M (from $2.3B) after proceeds, delivering >$50M annual interest savings.","Quail generated est. 2025 adjusted EBITDA of ~$150M; retained Parker businesses expected >$55M run-rate EBITDA.","Cash taxes on sale approx. $5M after NOL utilization; Preferred Supplier Agreement with Superior included.","Parker acquisition net effect: implied share value ~$130 per issued share plus retained EBITDA."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-25-081917","json":"https://secwatch.observer/filing/0001104659-25-081917.json","markdown":"https://secwatch.observer/filing/0001104659-25-081917.md","text":"https://secwatch.observer/filing/0001104659-25-081917.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1163739/000110465925081917/0001104659-25-081917-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1163739/000110465925081917/tm2523985d1_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-17T10:30:15.602885+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":"6017c59fa46c39274591190b4fedac0293345e92","claim":"NABORS INDUSTRIES LTD completed a disposition involving Covey Holdings, LLC for $600.0 million plus adjustments for net working capital (closed 2025-08-20).","evidence_excerpt":"equity interests in Quail Tools, LLC (“Quail”) were sold by Sellers to Buyer on the Sale Date (the “Sale”). The net consideration paid by Buyer in connection with the Sale was $600.0 million plus adjustments for net working capital. Pursuant to the terms of the Agreement, the consideration consisted of (a) $375.0 million in cash which was paid by Buyer on the Sale","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1163739/000110465925081917/0001104659-25-081917-index.htm","confidence":0.9}],"comparable_filings":[{"accession":"0000107140-26-000034","ticker":"WLY","company_name":"JOHN WILEY & SONS, INC.","filed_at":"2026-06-02T12:30:39+00:00","headline":"Wiley acquires Emerald Publishing for $452M; adds ~500 journals, expected accretive in year one","event_type":"m_and_a","sec_items":["1.01","2.01","7.01","9.01"],"materiality_score":0.85,"calibrated_materiality_score":0.85,"match_reasons":["same fact type: ma_transaction","same SEC item: 1.01, 2.01, 7.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0000107140-26-000034","json":"https://secwatch.observer/filing/0000107140-26-000034.json","markdown":"https://secwatch.observer/filing/0000107140-26-000034.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/107140/000010714026000034/0000107140-26-000034-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/107140/000010714026000034/jwa-20260601.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"equity interests in\nQuail Tools, LLC (“Quail”) were sold by Sellers to Buyer on the Sale Date (the “Sale”). The net consideration paid by Buyer in connection with the Sale was\n$600.0 million plus adjustments for net working capital. Pursuant to the terms of the Agreement, the consideration consisted of (a) $375.0\nmillion in cash which was paid by Buyer on the Sale","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1163739/000110465925081917/0001104659-25-081917-index.htm","comparable_excerpt":"pursuant to which Buyer acquired from the Seller all of the issued and outstanding equity securities of Emerald Holding (the \"Transaction\") in exchange for GBP £337.5 million (approximately $452 million)","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/107140/000010714026000034/0000107140-26-000034-index.htm"}},{"accession":"0001193125-26-251758","ticker":"OCFC","company_name":"OCEANFIRST FINANCIAL CORP","filed_at":"2026-06-01T21:19:28+00:00","headline":"OceanFirst closes acquisition of Flushing Financial; issues shares to Warburg Pincus","event_type":"m_and_a","sec_items":["1.01","3.02","2.01","2.03","3.03","5.02","5.03","7.01","9.01"],"materiality_score":0.9,"calibrated_materiality_score":0.9,"match_reasons":["same fact type: ma_transaction","same SEC item: 1.01, 2.01, 7.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-251758","json":"https://secwatch.observer/filing/0001193125-26-251758.json","markdown":"https://secwatch.observer/filing/0001193125-26-251758.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1004702/000119312526251758/0001193125-26-251758-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1004702/000119312526251758/d145829d8k.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"equity interests in\nQuail Tools, LLC (“Quail”) were sold by Sellers to Buyer on the Sale Date (the “Sale”). The net consideration paid by Buyer in connection with the Sale was\n$600.0 million plus adjustments for net working capital. Pursuant to the terms of the Agreement, the consideration consisted of (a) $375.0\nmillion in cash which was paid by Buyer on the Sale","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1163739/000110465925081917/0001104659-25-081917-index.htm","comparable_excerpt":"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 ”).","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1004702/000119312526251758/0001193125-26-251758-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 loan","event_type":"m_and_a","sec_items":["1.01","2.01","1.02","9.01","2.03","7.01"],"materiality_score":0.85,"calibrated_materiality_score":0.85,"match_reasons":["same fact type: ma_transaction","same SEC item: 1.01, 2.01, 7.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-251442","json":"https://secwatch.observer/filing/0001193125-26-251442.json","markdown":"https://secwatch.observer/filing/0001193125-26-251442.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1720592/000119312526251442/0001193125-26-251442-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1720592/000119312526251442/rpay-20260601.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"equity interests in\nQuail Tools, LLC (“Quail”) were sold by Sellers to Buyer on the Sale Date (the “Sale”). The net consideration paid by Buyer in connection with the Sale was\n$600.0 million plus adjustments for net working capital. Pursuant to the terms of the Agreement, the consideration consisted of (a) $375.0\nmillion in cash which was paid by Buyer on the Sale","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1163739/000110465925081917/0001104659-25-081917-index.htm","comparable_excerpt":"KUBRA became an indirect wholly owned subsidiary of the Company. Pursuant to the Purchase Agreement, the aggregate cash purchase price for the Acquisition was approximately $372 million, subject to customary post-closing adjustments. The closing cash consideration was funded with a combination of cash on hand and borrowings under the Credit Agreement described","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1720592/000119312526251442/0001193125-26-251442-index.htm"}},{"accession":"0001213900-26-061792","ticker":"OLOX","company_name":"OLENOX INDUSTRIES INC.","filed_at":"2026-05-28T12:30:18+00:00","headline":"Olenox acquires CS Digital for $30M upfront; launches gas-powered data center platform","event_type":"m_and_a","sec_items":["1.01","5.03","2.01","2.03","3.02","7.01","8.01","9.01"],"materiality_score":0.85,"calibrated_materiality_score":0.85,"match_reasons":["same fact type: ma_transaction","same SEC item: 1.01, 2.01, 7.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001213900-26-061792","json":"https://secwatch.observer/filing/0001213900-26-061792.json","markdown":"https://secwatch.observer/filing/0001213900-26-061792.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1023994/000121390026061792/0001213900-26-061792-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1023994/000121390026061792/ea0292420-8k_olenox.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"equity interests in\nQuail Tools, LLC (“Quail”) were sold by Sellers to Buyer on the Sale Date (the “Sale”). The net consideration paid by Buyer in connection with the Sale was\n$600.0 million plus adjustments for net working capital. Pursuant to the terms of the Agreement, the consideration consisted of (a) $375.0\nmillion in cash which was paid by Buyer on the Sale","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1163739/000110465925081917/0001104659-25-081917-index.htm","comparable_excerpt":"of CS Digital (the “Acquisition”) on the same date. Aggregate Consideration. The aggregate\nconsideration payable by the Company under the Purchase Agreement consists of: (i) US$30,000,000 in upfront consideration, payable at\nclosing, comprised of (a) US$14,000,000 in newly issued shares of the Company’s Series D Preferred Stock, par value $1.00 per share\n(the","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1023994/000121390026061792/0001213900-26-061792-index.htm"}},{"accession":"0001079973-26-000713","ticker":"NNUP","company_name":"NOCOPI TECHNOLOGIES INC/MD/","filed_at":"2026-05-21T11:05:14+00:00","headline":"Nocopi acquires Polymeric assets for $2.65M; appoints Gregory Babe as Executive Director of Operations","event_type":"m_and_a","sec_items":["1.01","2.01","3.02","7.01","9.01"],"materiality_score":0.75,"calibrated_materiality_score":0.75,"match_reasons":["same fact type: ma_transaction","same SEC item: 1.01, 2.01, 7.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001079973-26-000713","json":"https://secwatch.observer/filing/0001079973-26-000713.json","markdown":"https://secwatch.observer/filing/0001079973-26-000713.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/888981/000107997326000713/0001079973-26-000713-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/888981/000107997326000713/nnup_8k.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"equity interests in\nQuail Tools, LLC (“Quail”) were sold by Sellers to Buyer on the Sale Date (the “Sale”). The net consideration paid by Buyer in connection with the Sale was\n$600.0 million plus adjustments for net working capital. Pursuant to the terms of the Agreement, the consideration consisted of (a) $375.0\nmillion in cash which was paid by Buyer on the Sale","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1163739/000110465925081917/0001104659-25-081917-index.htm","comparable_excerpt":"contemplated thereby (the “ Closing ”) occurred simultaneously on May 18, 2026 (the\n“ Closing Date ”). Pursuant to the Asset Purchase Agreement, the aggregate\nconsideration was $2,650,000 (the “ Purchase Price ”), which consisted of (a) $1,900,000 in cash (the “ Cash\nConsideration ”), subject to customary working capital adjustments and other reductions described","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/888981/000107997326000713/0001079973-26-000713-index.htm"}},{"accession":"0001767258-26-000043","ticker":"XPEL","company_name":"XPEL, Inc.","filed_at":"2026-05-20T12:45:10+00:00","headline":"XPEL invests ~$110M in San Antonio facility and China manufacturing; reaffirms 2028 margin targets","event_type":"m_and_a","sec_items":["1.01","2.01","2.03","7.01","9.01"],"materiality_score":0.8,"calibrated_materiality_score":0.8,"match_reasons":["same fact type: ma_transaction","same SEC item: 1.01, 2.01, 7.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001767258-26-000043","json":"https://secwatch.observer/filing/0001767258-26-000043.json","markdown":"https://secwatch.observer/filing/0001767258-26-000043.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1767258/000176725826000043/0001767258-26-000043-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1767258/000176725826000043/xpel-20260515.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"equity interests in\nQuail Tools, LLC (“Quail”) were sold by Sellers to Buyer on the Sale Date (the “Sale”). The net consideration paid by Buyer in connection with the Sale was\n$600.0 million plus adjustments for net working capital. Pursuant to the terms of the Agreement, the consideration consisted of (a) $375.0\nmillion in cash which was paid by Buyer on the Sale","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1163739/000110465925081917/0001104659-25-081917-index.htm","comparable_excerpt":"had previously assigned its rights under the real estate purchase agreement for the Properties to Harvest. The aggregate purchase price for the Properties was approximately $60,400,000. Building Loan In connection with the Acquisition, on May 15, 2026, Harvest entered into a loan agreement (the “Building Loan”) with PNC Bank, National Association (the","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1767258/000176725826000043/0001767258-26-000043-index.htm"}},{"accession":"0001193125-26-229866","ticker":"MCW","company_name":"Mister Car Wash, Inc.","filed_at":"2026-05-19T14:08:25+00:00","headline":"Mister Car Wash completes $3.1B take-private by Leonard Green & Partners at $7.00/share","event_type":"m_and_a","sec_items":["1.01","1.02","2.01","2.03","3.01","3.03","5.01","5.03","5.02","7.01","9.01"],"materiality_score":0.9,"calibrated_materiality_score":0.9,"match_reasons":["same fact type: ma_transaction","same SEC item: 1.01, 2.01, 7.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-229866","json":"https://secwatch.observer/filing/0001193125-26-229866.json","markdown":"https://secwatch.observer/filing/0001193125-26-229866.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1853513/000119312526229866/0001193125-26-229866-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1853513/000119312526229866/d128344d8k.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"equity interests in\nQuail Tools, LLC (“Quail”) were sold by Sellers to Buyer on the Sale Date (the “Sale”). The net consideration paid by Buyer in connection with the Sale was\n$600.0 million plus adjustments for net working capital. Pursuant to the terms of the Agreement, the consideration consisted of (a) $375.0\nmillion in cash which was paid by Buyer on the Sale","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1163739/000110465925081917/0001104659-25-081917-index.htm","comparable_excerpt":"Report on Form 8-K is incorporated by reference into this Item 1.01. In connection with the consummation of the Merger, on May 19, 2026, Borrower entered into Amendment No. 7 (the “ Amendment ”) to its existing Amended and Restated First Lien Credit Agreement, dated as of May 14, 2019, by and among Borrower, Hotshine IntermediateCo, Inc., the other","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1853513/000119312526229866/0001193125-26-229866-index.htm"}},{"accession":"0001193125-26-228013","ticker":"NBIX","company_name":"NEUROCRINE BIOSCIENCES INC","filed_at":"2026-05-18T13:04:56+00:00","headline":"Neurocrine completes $2.9B acquisition of Soleno Therapeutics, adds VYKAT XR for Prader-Willi","event_type":"m_and_a","sec_items":["1.01","2.03","2.01","7.01","9.01"],"materiality_score":0.85,"calibrated_materiality_score":0.85,"match_reasons":["same fact type: ma_transaction","same SEC item: 1.01, 2.01, 7.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-228013","json":"https://secwatch.observer/filing/0001193125-26-228013.json","markdown":"https://secwatch.observer/filing/0001193125-26-228013.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/914475/000119312526228013/0001193125-26-228013-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/914475/000119312526228013/d94926d8k.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"equity interests in\nQuail Tools, LLC (“Quail”) were sold by Sellers to Buyer on the Sale Date (the “Sale”). The net consideration paid by Buyer in connection with the Sale was\n$600.0 million plus adjustments for net working capital. Pursuant to the terms of the Agreement, the consideration consisted of (a) $375.0\nmillion in cash which was paid by Buyer on the Sale","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1163739/000110465925081917/0001104659-25-081917-index.htm","comparable_excerpt":"through Purchaser, commenced a tender offer to purchase all the outstanding shares of Soleno’s common stock, par value $0.001 per share (the “ Soleno Shares ”), at a price of $53.00 per Soleno Share (the “ Offer Price ”), in cash, without interest and subject to any required withholding taxes, upon the terms and subject to the conditions set forth in the","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/914475/000119312526228013/0001193125-26-228013-index.htm"}}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}