{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-24-132655","form_type":"8-K","ticker":null,"cik":"0001749704","company_name":"AGILITI, INC. \\DE","filed_at":"2024-05-07T23:59:59+00:00","discovered_at":"2026-05-14T18:03:19.878211+00:00","generated_at":"2026-06-02T19:23:19.062734+00:00","sec_items":["1.01","2.01","3.03","5.03","2.03","3.01","8.01","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.9,"calibrated_materiality_score":0.9,"confidence":"high","headline":"Agiliti completes $2.5B take-private acquisition by THL for $10.00/share","bullets":["Merger closed on May 7, 2024; public shareholders received $10.00 per share in cash.","Total enterprise value of $2.5 billion; THL acquired all outstanding shares not already owned.","NYSE trading suspended; delisting and deregistration of common stock requested.","Agiliti borrows $400M incremental term loan to fund merger consideration and pay down debt.","Company becomes privately held subsidiary of THL; SEC reporting obligations will cease."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-24-132655","json":"https://secwatch.observer/filing/0001193125-24-132655.json","markdown":"https://secwatch.observer/filing/0001193125-24-132655.md","text":"https://secwatch.observer/filing/0001193125-24-132655.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1749704/000119312524132655/0001193125-24-132655-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1749704/000119312524132655/d828134d8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-02T19:23:19.062734+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":"ba2f61107b0f1fb71f9c84f141ce3df535f4787a","claim":"AGILITI, INC. \\DE incurred term loan of increased the principal amount of initial term loans by $400 million with JPMorgan Chase Bank, N.A..","evidence_excerpt":"the First Amendment increased the principal amount of initial term loans by $400 million under a new incremental term facility, which otherwise has the same terms as those applicable to the existing initial term loans under the Credit Agreement","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/1749704/000119312524132655/0001193125-24-132655-index.htm","confidence":0.9,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"term loan"},{"label":"Principal","value":"increased the principal amount of initial term loans by $400 million"},{"label":"Counterparty","value":"JPMorgan Chase Bank, N.A."},{"label":"Event","value":"incurrence"}]},{"claim_id":"c3275ae07048b924f74ac5b59c74440eb20671bf","claim":"AGILITI, INC. \\DE: Amended and restated bylaws.","evidence_excerpt":"Pursuant to the terms of the Merger Agreement, at the Effective Time, the certificate of incorporation of the Company, in effect immediately prior to the Effective Time, was amended and restated in its entirety (the “ Third Amended and Restated Certificate of Incorporation ”) and the Company’s bylaws, in effect immediately prior to the Effective Time, were amended and restated in their entirety (the “ Fourth Amended and Restated Bylaws ”).","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1749704/000119312524132655/0001193125-24-132655-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"bylaw amendment"}]},{"claim_id":"c42bc79a9824c3ac8e00345d06f9198d03ab72d6","claim":"AGILITI, INC. \\DE: Amended and restated certificate of incorporation.","evidence_excerpt":"Pursuant to the terms of the Merger Agreement, at the Effective Time, the certificate of incorporation of the Company, in effect immediately prior to the Effective Time, was amended and restated in its entirety (the “ Third Amended and Restated Certificate of Incorporation ”) and the Company’s bylaws, in effect immediately prior to the Effective Time, were amended and restated in their entirety (the “ Fourth Amended and Restated Bylaws ”).","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1749704/000119312524132655/0001193125-24-132655-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"charter amendment"}]},{"claim_id":"ddfee84701c7bf5189d0c7904bbb6d78f7875671","claim":"AGILITI, INC. \\DE underwent a change of control involving Apex Intermediate Holdco, Inc. for $10.00 per Share in cash (closed 2024-05-07).","evidence_excerpt":"a demand for appraisal rights in accordance with Section 262 of the Delaware General Corporation Law (“ Dissenting Stockholders ”)), was converted into the right to receive $10.00 per Share in cash, without interest thereon (the “ Merger Consideration ”). The Significant Company Stockholder Shares that were issued and outstanding immediately prior to the","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1749704/000119312524132655/0001193125-24-132655-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"change of control"},{"label":"Counterparty","value":"Apex Intermediate Holdco, Inc."},{"label":"Consideration","value":"$10.00 per Share in cash"},{"label":"Closing","value":"2024-05-07"}]},{"claim_id":"bf5b815488bf8572b80617777e161a56fa1899f8","claim":"AGILITI, INC. \\DE amended First Amendment with the Borrower, the lenders party thereto, the subsidiary guarantors party thereto and JPMorgan Chase Bank, N.A., as administrative agent and collateral agent valued at $400 million (effective 2024-05-07).","evidence_excerpt":"On May 7, 2024, Agiliti Health, Inc. (the “ Borrower ”) and Agiliti Holdco, Inc., each a subsidiary of the Company, and certain of their subsidiaries, entered into an amendment (the “ First Amendment ”) to the Borrower’s Amended and Restated Credit Agreement, dated May 1, 2023 (as amended, the “ Credit Agreement ”), among the Borrower, the lenders party thereto, the subsidiary guarantors party thereto and JPMorgan Chase Bank, N.A., as administrative agent and collateral agent. 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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: debt_financing, governance_change, ma_transaction, material_agreement","same SEC item: 1.01, 2.03, 3.03, 5.03, 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":"debt_financing","source_excerpt":"the First Amendment increased the principal amount of initial term loans by $400 million under a new incremental term facility, which otherwise has the same terms as those applicable to the existing initial term loans under the Credit Agreement","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1749704/000119312524132655/0001193125-24-132655-index.htm","comparable_excerpt":"The Credit Agreement provides for (i) a revolving credit facility in an aggregate principal amount of $152.0 million (such facility, the “Revolving Credit Facility”)","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/2104052/000119312526251752/0001193125-26-251752-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; 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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: debt_financing, ma_transaction","same SEC item: 1.01, 2.01, 2.03, 3.03, 5.03, 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":"debt_financing","source_excerpt":"the First Amendment increased the principal amount of initial term loans by $400 million under a new incremental term facility, which otherwise has the same terms as those applicable to the existing initial term loans under the Credit Agreement","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1749704/000119312524132655/0001193125-24-132655-index.htm","comparable_excerpt":"$65,000,000 in aggregate principal amount of 6.000% Fixed-to-Floating Rate Subordinated Notes due 2032","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1004702/000119312526251758/0001193125-26-251758-index.htm"}},{"accession":"0001104659-26-066981","ticker":null,"company_name":"Veris Residential, L.P.","filed_at":"2026-05-27T20:44:11+00:00","headline":"Veris Residential taken private in $3.5B all-cash acquisition by Affinius Capital consortium","event_type":"m_and_a","sec_items":["1.02","2.01","3.01","3.03","5.01","5.02","5.03","8.01","9.01"],"materiality_score":0.9,"calibrated_materiality_score":0.9,"match_reasons":["same fact type: governance_change, ma_transaction","same SEC item: 2.01, 3.01, 3.03, 5.03, 8.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-066981","json":"https://secwatch.observer/filing/0001104659-26-066981.json","markdown":"https://secwatch.observer/filing/0001104659-26-066981.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1067063/000110465926066981/0001104659-26-066981-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/924901/000110465926066981/tm2615596d1_8k.htm"},"side_by_side_evidence":{"fact_type":"governance_change","source_excerpt":"Pursuant to the terms of the Merger Agreement, at the Effective Time, the certificate of incorporation of the Company, in effect immediately prior to the Effective Time, was amended and restated in its entirety (the “ Third Amended and Restated Certificate of Incorporation ”) and the Company’s bylaws, in effect immediately prior to the Effective Time, were amended and restated in their entirety (the “ Fourth Amended and Restated Bylaws ”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1749704/000119312524132655/0001193125-24-132655-index.htm","comparable_excerpt":"Pursuant to the Merger Agreement, following the consummation of the Merger, the Company ceased to exist and Merger Sub I continued as the Surviving Entity. As of the Effective Time, (i) the certificate of formation of Merger Sub I in effect immediately prior to the consummation of the Merger became the certificate of formation of the Surviving Entity, and (ii) the limited liability company agreement of Merger Sub I in effect immediately prior to the consummation of the Merger became the limited liability company agreement of the Surviving Entity.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1067063/000110465926066981/0001104659-26-066981-index.htm"}},{"accession":"0001213900-26-063775","ticker":"ESAB","company_name":"ESAB Corp","filed_at":"2026-06-02T10:41:21+00:00","headline":"ESAB completes $1.45B acquisition of Eddyfi Technologies","event_type":"m_and_a","sec_items":["2.01","3.02","5.03","3.03","7.01","8.01","9.01"],"materiality_score":0.8,"calibrated_materiality_score":0.8,"match_reasons":["same fact type: governance_change, ma_transaction","same SEC item: 2.01, 3.03, 5.03, 8.01, 9.01","same event type: 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Agreement","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1749704/000119312524132655/0001193125-24-132655-index.htm","comparable_excerpt":"The Credit Agreement provides for (i) a senior secured first lien term loan facility in an aggregate principal amount of $500.0 million (the “Term Loan Facility”) and (ii) a senior secured first lien revolving credit facility in an aggregate principal amount of $100.0 million","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1720592/000119312526251442/0001193125-26-251442-index.htm"}},{"accession":"0001104659-26-068661","ticker":"CECO","company_name":"CECO ENVIRONMENTAL CORP","filed_at":"2026-06-01T13:16:29+00:00","headline":"CECO Environmental completes acquisition of Thermon Group Holdings, issues ~22.5M shares and pays $329.4M cash","event_type":"m_and_a","sec_items":["2.01","2.03","5.02","5.03","7.01","9.01"],"materiality_score":0.85,"calibrated_materiality_score":0.85,"match_reasons":["same fact type: 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Agreement","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1749704/000119312524132655/0001193125-24-132655-index.htm","comparable_excerpt":"and (ii) approximately $290 million borrowed under the revolving credit facility thereunder (the \"Revolving Facility\"","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/3197/000110465926068661/0001104659-26-068661-index.htm"}}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}