{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-25-297647","form_type":"8-K","ticker":"SRG","cik":"0001628063","company_name":"Seritage Growth Properties","filed_at":"2025-11-25T23:59:59+00:00","discovered_at":"2026-05-14T18:02:39.977206+00:00","generated_at":"2026-05-16T16:56:20.407228+00:00","sec_items":["2.01","7.01","9.01"],"event_type":"debt","sentiment":"positive","materiality_score":0.85,"calibrated_materiality_score":0.85,"confidence":"high","headline":"Seritage sells Aventura property for $131M, prepays $130M on term loan, leaving $70M outstanding","bullets":["Closed sale of Aventura, FL property for $131M on Nov 25, 2025; proceeds used for debt prepayment.","Voluntary prepayment of $130M toward $1.6B Berkshire Hathaway term loan; $70M remains outstanding.","Cumulative repayments since Dec 2021 total $1.53B, reducing annual interest by ~$108.6M.","Current prepayment reduces annual interest expense by approximately $9.2M.","Pro forma balance sheet shows cash of $173M and total equity of $340M after adjustments."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-25-297647","json":"https://secwatch.observer/filing/0001193125-25-297647.json","markdown":"https://secwatch.observer/filing/0001193125-25-297647.md","text":"https://secwatch.observer/filing/0001193125-25-297647.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1628063/000119312525297647/0001193125-25-297647-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1628063/000119312525297647/srg-20251125.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-16T16:56:20.407228+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":"7fee18fd9be4d6cf836c6f527fa50114678afaaf","claim":"Seritage Growth Properties completed a disposition involving Boulevard Step Ventures LLC for $131.0 million less a credit for unpaid leasing costs as of the closing date for existing leases (closed 2025-11-25).","evidence_excerpt":"As previously reported by Seritage Growth Properties (the \"Company\") in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission (the \"SEC\") on September 8, 2025, a subsidiary of the Company entered into a purchase and sale agreement (the \"PSA\") as of September 2, 2025 (the \"effective date\") with Boulevard Step Ventures LLC (the \"Buyer\") for the sale of the Company’s property located in Aventura, Florida (the \"Aventura Property\"). The purchase price for the sale of the Aventura Property was $131.0 million less a credit for unpaid leasing costs as of the closing date for existing leases. The transaction closed on November 25, 2025, in accordance with the terms of the PSA.","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1628063/000119312525297647/0001193125-25-297647-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: 2.01, 7.01, 9.01","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":"As previously reported by Seritage Growth Properties (the \"Company\") in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission (the \"SEC\") on September 8, 2025, a subsidiary of the Company entered into a purchase and sale agreement (the \"PSA\") as of September 2, 2025 (the \"effective date\") with Boulevard Step Ventures LLC (the \"Buyer\") for the sale of the Company’s property located in Aventura, Florida (the \"Aventura Property\"). The purchase price for the sale of the Aventura Property was $131.0 million less a credit for unpaid leasing costs as of the closing date for existing leases. The transaction closed on November 25, 2025, in accordance with the terms of the PSA.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1628063/000119312525297647/0001193125-25-297647-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":"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: ma_transaction","same SEC item: 2.01, 7.01, 9.01","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001213900-26-063775","json":"https://secwatch.observer/filing/0001213900-26-063775.json","markdown":"https://secwatch.observer/filing/0001213900-26-063775.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1877322/000121390026063775/0001213900-26-063775-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1877322/000121390026063775/ea0292710-8k_esab.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"As previously reported by Seritage Growth Properties (the \"Company\") in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission (the \"SEC\") on September 8, 2025, a subsidiary of the Company entered into a purchase and sale agreement (the \"PSA\") as of September 2, 2025 (the \"effective date\") with Boulevard Step Ventures LLC (the \"Buyer\") for the sale of the Company’s property located in Aventura, Florida (the \"Aventura Property\"). The purchase price for the sale of the Aventura Property was $131.0 million less a credit for unpaid leasing costs as of the closing date for existing leases. The transaction closed on November 25, 2025, in accordance with the terms of the PSA.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1628063/000119312525297647/0001193125-25-297647-index.htm","comparable_excerpt":"Québec and a wholly owned indirect subsidiary of the Company (the “ Purchaser ”), acquired\nall of the issued and outstanding shares of Eddyfi from the vendors for cash equal to $1.45 billion, subject to customary purchase price\nadjustments set forth in the Purchase Agreement relating to cash, indebtedness, transaction expenses, and net working capital of Eddyfi,\nits","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1877322/000121390026063775/0001213900-26-063775-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: 2.01, 7.01, 9.01","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":"As previously reported by Seritage Growth Properties (the \"Company\") in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission (the \"SEC\") on September 8, 2025, a subsidiary of the Company entered into a purchase and sale agreement (the \"PSA\") as of September 2, 2025 (the \"effective date\") with Boulevard Step Ventures LLC (the \"Buyer\") for the sale of the Company’s property located in Aventura, Florida (the \"Aventura Property\"). The purchase price for the sale of the Aventura Property was $131.0 million less a credit for unpaid leasing costs as of the closing date for existing leases. The transaction closed on November 25, 2025, in accordance with the terms of the PSA.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1628063/000119312525297647/0001193125-25-297647-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: 2.01, 7.01, 9.01","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":"As previously reported by Seritage Growth Properties (the \"Company\") in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission (the \"SEC\") on September 8, 2025, a subsidiary of the Company entered into a purchase and sale agreement (the \"PSA\") as of September 2, 2025 (the \"effective date\") with Boulevard Step Ventures LLC (the \"Buyer\") for the sale of the Company’s property located in Aventura, Florida (the \"Aventura Property\"). The purchase price for the sale of the Aventura Property was $131.0 million less a credit for unpaid leasing costs as of the closing date for existing leases. The transaction closed on November 25, 2025, in accordance with the terms of the PSA.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1628063/000119312525297647/0001193125-25-297647-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":"0001574085-26-000093","ticker":"BHR","company_name":"Braemar Hotels & Resorts Inc.","filed_at":"2026-06-01T20:11:33+00:00","headline":"Braemar completes sale of Park Hyatt Beaver Creek for $176M; repays $86.25M convertible notes","event_type":"m_and_a","sec_items":["2.01","7.01","8.01","9.01"],"materiality_score":0.75,"calibrated_materiality_score":0.75,"match_reasons":["same fact type: ma_transaction","same SEC item: 2.01, 7.01, 9.01","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001574085-26-000093","json":"https://secwatch.observer/filing/0001574085-26-000093.json","markdown":"https://secwatch.observer/filing/0001574085-26-000093.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1574085/000157408526000093/0001574085-26-000093-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1574085/000157408526000093/bhr-20260526.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"As previously reported by Seritage Growth Properties (the \"Company\") in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission (the \"SEC\") on September 8, 2025, a subsidiary of the Company entered into a purchase and sale agreement (the \"PSA\") as of September 2, 2025 (the \"effective date\") with Boulevard Step Ventures LLC (the \"Buyer\") for the sale of the Company’s property located in Aventura, Florida (the \"Aventura Property\"). The purchase price for the sale of the Aventura Property was $131.0 million less a credit for unpaid leasing costs as of the closing date for existing leases. The transaction closed on November 25, 2025, in accordance with the terms of the PSA.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1628063/000119312525297647/0001193125-25-297647-index.htm","comparable_excerpt":"On May 26, 2026, Ashford BC LP and Ashford TRS BC LLC (together “Seller”), indirect subsidiaries of Braemar Hotels & Resorts Inc. (the “Company”), completed the sale of the Park Hyatt Beaver Creek Resort & Spa located in Avon, Colorado (the “Hotel”) pursuant to an Agreement of Purchase and Sale, dated as of April 27, 2026, by and among Seller and Apres Owner, LLC, as purchaser, for $176 million in cash, subject to customary pro-rations and adjustments.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1574085/000157408526000093/0001574085-26-000093-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: 2.01, 7.01, 9.01","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":"As previously reported by Seritage Growth Properties (the \"Company\") in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission (the \"SEC\") on September 8, 2025, a subsidiary of the Company entered into a purchase and sale agreement (the \"PSA\") as of September 2, 2025 (the \"effective date\") with Boulevard Step Ventures LLC (the \"Buyer\") for the sale of the Company’s property located in Aventura, Florida (the \"Aventura Property\"). The purchase price for the sale of the Aventura Property was $131.0 million less a credit for unpaid leasing costs as of the closing date for existing leases. The transaction closed on November 25, 2025, in accordance with the terms of the PSA.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1628063/000119312525297647/0001193125-25-297647-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"}},{"accession":"0001104659-26-057182","ticker":"RMIX","company_name":"Suncrete, Inc.","filed_at":"2026-05-07T23:59:59+00:00","headline":"Suncrete acquires Nelson Bros. Ready Mix for $42.3M cash + stock; earnout up to $18M","event_type":"m_and_a","sec_items":["1.01","2.01","3.02","7.01","9.01"],"materiality_score":0.8,"calibrated_materiality_score":0.8,"match_reasons":["same fact type: ma_transaction","same SEC item: 2.01, 7.01, 9.01","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-057182","json":"https://secwatch.observer/filing/0001104659-26-057182.json","markdown":"https://secwatch.observer/filing/0001104659-26-057182.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/2094433/000110465926057182/0001104659-26-057182-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2094433/000110465926057182/tm2613866d1_8k.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"As previously reported by Seritage Growth Properties (the \"Company\") in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission (the \"SEC\") on September 8, 2025, a subsidiary of the Company entered into a purchase and sale agreement (the \"PSA\") as of September 2, 2025 (the \"effective date\") with Boulevard Step Ventures LLC (the \"Buyer\") for the sale of the Company’s property located in Aventura, Florida (the \"Aventura Property\"). The purchase price for the sale of the Aventura Property was $131.0 million less a credit for unpaid leasing costs as of the closing date for existing leases. The transaction closed on November 25, 2025, in accordance with the terms of the PSA.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1628063/000119312525297647/0001193125-25-297647-index.htm","comparable_excerpt":"Mr. Owens, Ms. Owens and JAO, the “Sellers”),\nand Jacob Owens in his capacity as representative of the Sellers. The aggregate consideration\nfor the Acquisition consisted of (i) 1,296,456 shares of Class A Common Stock, par value $0.0001 per share, of the Company (“Class\nA Common Stock”) issued to the Sellers (the “Stock Consideration”) and (ii) a $42.3 million net","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/2094433/000110465926057182/0001104659-26-057182-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: 2.01, 7.01, 9.01","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":"As previously reported by Seritage Growth Properties (the \"Company\") in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission (the \"SEC\") on September 8, 2025, a subsidiary of the Company entered into a purchase and sale agreement (the \"PSA\") as of September 2, 2025 (the \"effective date\") with Boulevard Step Ventures LLC (the \"Buyer\") for the sale of the Company’s property located in Aventura, Florida (the \"Aventura Property\"). The purchase price for the sale of the Aventura Property was $131.0 million less a credit for unpaid leasing costs as of the closing date for existing leases. The transaction closed on November 25, 2025, in accordance with the terms of the PSA.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1628063/000119312525297647/0001193125-25-297647-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"}}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}