{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-26-034509","form_type":"8-K","ticker":"VREOF","cik":"0001771706","company_name":"Vireo Growth Inc.","filed_at":"2026-03-25T23:59:59+00:00","discovered_at":"2026-05-14T18:02:36.126777+00:00","generated_at":"2026-05-15T09:02:34.154181+00:00","sec_items":["1.01","2.01","2.03","7.01","9.01"],"event_type":"m_and_a","sentiment":"positive","materiality_score":0.85,"calibrated_materiality_score":0.85,"confidence":"high","headline":"Vireo Growth closes acquisition of Schwazze's 45 dispensaries and 2 manufacturing facilities","bullets":["Acquired 24 Colorado dispensaries, 21 New Mexico dispensaries, and one manufacturing facility in each state.","Implied estimated valuation under 4x pro forma EBITDA; credit bid of ~$111M in Senior Secured Notes.","Justin Dye appointed Chairman of Colorado/New Mexico business; Forrest Hoffmaster named CEO of those operations.","NewCo entered into $50M Tranche A and $12.7M Tranche B term loans; CO Acquisition closed $26M facility.","Transaction expands Vireo's retail footprint to over 75 dispensaries in Colorado and New Mexico over time."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-034509","json":"https://secwatch.observer/filing/0001104659-26-034509.json","markdown":"https://secwatch.observer/filing/0001104659-26-034509.md","text":"https://secwatch.observer/filing/0001104659-26-034509.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1771706/000110465926034509/0001104659-26-034509-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1771706/000110465926034509/tm269781d1_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-15T09:02:34.154181+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":"0181224989cca9826f77341abd5a2d72fd9286f9","claim":"Vireo Growth Inc. completed an acquisition involving Medicine Man Technologies, Inc. d/b/a Schwazze for $111 million credit bid (closed 2026-03-19).","evidence_excerpt":"of Schwazze’s collateral was completed, and the collateral agent under the indenture governing the Senior Secured Notes, acting at the direction of VHC, credit bid approximately $111 million principal amount of Senior Secured Notes on behalf of VHC and other noteholders (the “ Credit Bid ”). The Credit Bid was determined to be the winning bid upon conclusion of the","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1771706/000110465926034509/0001104659-26-034509-index.htm","confidence":0.9}],"comparable_filings":[{"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, 2.03, 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":"of Schwazze’s collateral was completed, and the collateral agent under the indenture governing the Senior\nSecured Notes, acting at the direction of VHC, credit bid approximately $111 million principal amount of Senior Secured Notes on behalf\nof VHC and other noteholders (the “ Credit Bid ”). The Credit Bid was determined to be the winning bid upon conclusion\nof the","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1771706/000110465926034509/0001104659-26-034509-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, 2.03, 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":"of Schwazze’s collateral was completed, and the collateral agent under the indenture governing the Senior\nSecured Notes, acting at the direction of VHC, credit bid approximately $111 million principal amount of Senior Secured Notes on behalf\nof VHC and other noteholders (the “ Credit Bid ”). The Credit Bid was determined to be the winning bid upon conclusion\nof the","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1771706/000110465926034509/0001104659-26-034509-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":"0001193125-26-210245","ticker":"VSEC","company_name":"VSE CORP","filed_at":"2026-05-07T23:59:59+00:00","headline":"VSE completes $2.025B acquisition of Precision Aviation Group; 2025 revenue pro forma +50%","event_type":"m_and_a","sec_items":["2.01","1.01","2.03","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, 2.03, 7.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-210245","json":"https://secwatch.observer/filing/0001193125-26-210245.json","markdown":"https://secwatch.observer/filing/0001193125-26-210245.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/102752/000119312526210245/0001193125-26-210245-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/102752/000119312526210245/d115996d8k.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"of Schwazze’s collateral was completed, and the collateral agent under the indenture governing the Senior\nSecured Notes, acting at the direction of VHC, credit bid approximately $111 million principal amount of Senior Secured Notes on behalf\nof VHC and other noteholders (the “ Credit Bid ”). The Credit Bid was determined to be the winning bid upon conclusion\nof the","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1771706/000110465926034509/0001104659-26-034509-index.htm","comparable_excerpt":"On May 5, 2026, pursuant to the Purchase Agreement, VSE acquired all of the capital stock of PAG HoldCo from the Seller for an up-front consideration equal to $2.025 billion","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/102752/000119312526210245/0001193125-26-210245-index.htm"}},{"accession":"0001104659-26-039206","ticker":"IPI","company_name":"Intrepid Potash, Inc.","filed_at":"2026-04-02T23:59:59+00:00","headline":"Intrepid sells South Ranch assets for $70M; extends credit facility to 2031","event_type":"m_and_a","sec_items":["1.01","2.01","2.03","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, 2.03, 7.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-039206","json":"https://secwatch.observer/filing/0001104659-26-039206.json","markdown":"https://secwatch.observer/filing/0001104659-26-039206.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1421461/000110465926039206/0001104659-26-039206-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1421461/000110465926039206/tm2610418d1_8k.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"of Schwazze’s collateral was completed, and the collateral agent under the indenture governing the Senior\nSecured Notes, acting at the direction of VHC, credit bid approximately $111 million principal amount of Senior Secured Notes on behalf\nof VHC and other noteholders (the “ Credit Bid ”). The Credit Bid was determined to be the winning bid upon conclusion\nof the","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1771706/000110465926034509/0001104659-26-034509-index.htm","comparable_excerpt":"leases, water rights located on the Ranch, and various other assets, interests,\nand related agreements (collectively, the “Ranch Assets”). Consideration for the Ranch Assets is $70.0 million in cash, subject\nto adjustment as set forth in the Purchase Agreement (the “Purchase Price”), of which the $8.0 million deposit received by\nthe Company in December 2025 was","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1421461/000110465926039206/0001104659-26-039206-index.htm"}},{"accession":"0001628280-26-023196","ticker":"ESPR","company_name":"Esperion Therapeutics, Inc.","filed_at":"2026-04-02T23:59:59+00:00","headline":"Esperion closes $75M acquisition of Corstasis, adds Enbumyst nasal spray","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, 2.03, 7.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001628280-26-023196","json":"https://secwatch.observer/filing/0001628280-26-023196.json","markdown":"https://secwatch.observer/filing/0001628280-26-023196.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1434868/000162828026023196/0001628280-26-023196-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1434868/000162828026023196/espr-20260402.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"of Schwazze’s collateral was completed, and the collateral agent under the indenture governing the Senior\nSecured Notes, acting at the direction of VHC, credit bid approximately $111 million principal amount of Senior Secured Notes on behalf\nof VHC and other noteholders (the “ Credit Bid ”). The Credit Bid was determined to be the winning bid upon conclusion\nof the","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1771706/000110465926034509/0001104659-26-034509-index.htm","comparable_excerpt":"On March 2, 2026, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Corstasis Therapeutics Inc., a Delaware corporation (“Corstasis”), Cirrus Transaction Subsidiary, Inc., a Delaware corporation and wholly owned subsidiary of the Company (“Merger Sub”) and certain other parties described therein. Pursuant to the Merger Agreement, on April 2, 2026, the Company completed the merger of Corstasis with and into Merger Sub, with Corstasis surviving the merger as a wholly owned subsidiary of the Company (the “Merger”). The aggregate up-front consideration for the transactions contemplated by the Merger Agreement (the “Transactions”) was $75,000,000 in cash, subject to customary adjustments and a post-closing purchase price adjustment. In addition, the equityholders of Corstasis are entitled to receive: (i) milestone payments up to an aggregate amount equal to $180,000,000 if certain regulatory approval or commercial sales milestones are achieved and (ii) r","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1434868/000162828026023196/0001628280-26-023196-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: ma_transaction","same SEC item: 1.01, 2.03, 7.01, 9.01","same event type: m_and_a","similar materiality"],"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":"ma_transaction","source_excerpt":"of Schwazze’s collateral was completed, and the collateral agent under the indenture governing the Senior\nSecured Notes, acting at the direction of VHC, credit bid approximately $111 million principal amount of Senior Secured Notes on behalf\nof VHC and other noteholders (the “ Credit Bid ”). The Credit Bid was determined to be the winning bid upon conclusion\nof the","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1771706/000110465926034509/0001104659-26-034509-index.htm","comparable_excerpt":"This Current Report on Form 8-K is being filed in connection with the completion of the spin-off of New Enviri contemplated by the Separation Agreement.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/2104052/000119312526251752/0001193125-26-251752-index.htm"}},{"accession":"0001193125-26-213462","ticker":"EWCZ","company_name":"European Wax Center, Inc.","filed_at":"2026-05-08T23:59:59+00:00","headline":"European Wax Center completes take-private by General Atlantic at $5.80/share; stock delisted","event_type":"m_and_a","sec_items":["1.01","1.02","2.01","2.03","3.01","3.03","5.02","5.03","5.01","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, 2.03, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-213462","json":"https://secwatch.observer/filing/0001193125-26-213462.json","markdown":"https://secwatch.observer/filing/0001193125-26-213462.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1856236/000119312526213462/0001193125-26-213462-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1856236/000119312526213462/d137291d8k.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"of Schwazze’s collateral was completed, and the collateral agent under the indenture governing the Senior\nSecured Notes, acting at the direction of VHC, credit bid approximately $111 million principal amount of Senior Secured Notes on behalf\nof VHC and other noteholders (the “ Credit Bid ”). The Credit Bid was determined to be the winning bid upon conclusion\nof the","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1771706/000110465926034509/0001104659-26-034509-index.htm","comparable_excerpt":"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","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1856236/000119312526213462/0001193125-26-213462-index.htm"}},{"accession":"0001628280-26-032558","ticker":"APAD","company_name":"Enhanced Group Inc.","filed_at":"2026-05-08T23:59:59+00:00","headline":"Enhanced Group completes de-SPAC merger with Enhanced Ltd; redemptions of $201.7M","event_type":"m_and_a","sec_items":["1.01","2.01","5.06","3.02","9.01","4.01","3.01","3.03","5.01","5.02","5.03","5.05","7.01"],"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/0001628280-26-032558","json":"https://secwatch.observer/filing/0001628280-26-032558.json","markdown":"https://secwatch.observer/filing/0001628280-26-032558.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1956439/000162828026032558/0001628280-26-032558-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1956439/000162828026032558/apadu-20260506.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"of Schwazze’s collateral was completed, and the collateral agent under the indenture governing the Senior\nSecured Notes, acting at the direction of VHC, credit bid approximately $111 million principal amount of Senior Secured Notes on behalf\nof VHC and other noteholders (the “ Credit Bid ”). The Credit Bid was determined to be the winning bid upon conclusion\nof the","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1771706/000110465926034509/0001104659-26-034509-index.htm","comparable_excerpt":"On May 7, 2026, as contemplated by the Business Combination Agreement and as described in the section titled “ The BCA Proposal ” beginning on pa ge 180 of the Proxy Statement/Prospectus, the Company, Enhanced and Merger Sub consummated the business combination contemplated by the Business Combination Agreement, whereby: • Merger Sub merged with and into Enhanced (the “First Merger”), with Enhanced surviving the merger as a wholly owned subsidiary of the Company;","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1956439/000162828026032558/0001628280-26-032558-index.htm"}}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}