Blue Foundry Bancorp completes merger with Fulton Financial; each share converted into 0.650 Fulton shares

This filing

As a result of the Merger, at the Effective Time, Blue Foundry ceased to exist and the Amended and Restated Certificate of Incorporation and the Bylaws of Blue Foundry ceased to be in effect by operation of law.

Comparable filing

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

This filing

share of common stock, $0.01 par value, of Blue Foundry (“Blue Foundry Common Stock”) outstanding immediately prior to the Effective Time was converted into the right to receive 0.650 of a share of common stock, $2.50 par value, of Fulton (“Fulton Common Stock”) and cash in lieu of fractional shares of Fulton Common Stock (the “Merger Consideration”). In

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

share of common stock, $0.01 par value, of Blue Foundry (“Blue Foundry Common Stock”) outstanding immediately prior to the Effective Time was converted into the right to receive 0.650 of a share of common stock, $2.50 par value, of Fulton (“Fulton Common Stock”) and cash in lieu of fractional shares of Fulton Common Stock (the “Merger Consideration”). In

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

As a result of the Merger, at the Effective Time, Blue Foundry ceased to exist and the Amended and Restated Certificate of Incorporation and the Bylaws of Blue Foundry ceased to be in effect by operation of law.

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

share of common stock, $0.01 par value, of Blue Foundry (“Blue Foundry Common Stock”) outstanding immediately prior to the Effective Time was converted into the right to receive 0.650 of a share of common stock, $2.50 par value, of Fulton (“Fulton Common Stock”) and cash in lieu of fractional shares of Fulton Common Stock (the “Merger Consideration”). In

Comparable filing

the closing of the Transaction, after giving effect to estimated working capital, the assumption of finance leases by the Purchaser and before certain transaction expenses, was $110 million in cash (subject to a post-closing working capital adjustment). The foregoing summary of the Transaction and the terms and conditions of the Purchase Agreement is subject to, and

This filing

share of common stock, $0.01 par value, of Blue Foundry (“Blue Foundry Common Stock”) outstanding immediately prior to the Effective Time was converted into the right to receive 0.650 of a share of common stock, $2.50 par value, of Fulton (“Fulton Common Stock”) and cash in lieu of fractional shares of Fulton Common Stock (the “Merger Consideration”). In

Comparable filing

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

This filing

share of common stock, $0.01 par value, of Blue Foundry (“Blue Foundry Common Stock”) outstanding immediately prior to the Effective Time was converted into the right to receive 0.650 of a share of common stock, $2.50 par value, of Fulton (“Fulton Common Stock”) and cash in lieu of fractional shares of Fulton Common Stock (the “Merger Consideration”). In

Comparable filing

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.

This filing

share of common stock, $0.01 par value, of Blue Foundry (“Blue Foundry Common Stock”) outstanding immediately prior to the Effective Time was converted into the right to receive 0.650 of a share of common stock, $2.50 par value, of Fulton (“Fulton Common Stock”) and cash in lieu of fractional shares of Fulton Common Stock (the “Merger Consideration”). In

Comparable filing

The purchase price received by Array at the Closing was $1.0 billio n, paid in cash. --- EX-99.1 (EX-99.1) --- Array completes sale of select spectrum assets to Verizon for $1.0 billion Board declares special dividend of $11.00 per share CHICAGO (June 1, 2026) – Array Digital Infrastructure, Inc. (NYSE: AD) (Array SM ) today announced the successful closing of