{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-26-147571","form_type":"8-K","ticker":null,"cik":"0001487712","company_name":"AIR LEASE CORP","filed_at":"2026-04-08T23:59:59+00:00","discovered_at":"2026-05-14T18:02:32.351734+00:00","generated_at":"2026-05-15T06:53:18.224970+00:00","sec_items":["1.01","2.03","1.02","2.01","3.01","3.03","5.01","5.02","5.03","8.01","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":1.0,"calibrated_materiality_score":1.0,"confidence":"high","headline":"Air Lease acquired by consortium for $65/share; total value $28.2B","bullets":["Merger completed at $65.00/share cash; aggregate equity value ~$7.4B, total transaction value ~$28.2B including debt.","Post-merger ownership: Sumitomo 47.5%, Apollo 23.8%, Brookfield 23.8%, SMBC AC 5% of surviving corporation.","Prior board and CEO/CFO/etc. removed; Noriyuki Hiruta appointed CEO/President/Secretary, Sabrina Lemmens CFO.","Class A common stock and 3.700% Medium-Term Notes due 2030 delisted from NYSE; company will deregister common stock.","SMBC AC acquired aircraft orderbook; new financing includes $1B term loan, $3.5B revolver, $4B senior notes issued pre-merger."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-147571","json":"https://secwatch.observer/filing/0001193125-26-147571.json","markdown":"https://secwatch.observer/filing/0001193125-26-147571.md","text":"https://secwatch.observer/filing/0001193125-26-147571.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1487712/000119312526147571/0001193125-26-147571-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1487712/000119312526147571/d139383d8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-15T06:53:18.224970+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":"57e8bd8ed7562ce8a764d34bb6296ee0224f896a","claim":"AIR LEASE CORP incurred revolving credit of up to $3,500,000,000 with Sumitomo Mitsui Banking Corporation at not specified maturing not specified.","evidence_excerpt":"Merger Sub entered into a revolving credit agreement, dated as of November 14, 2025, by and among Merger Sub, the several banks and other financial institutions or entities from time to time as parties thereto and Sumitomo Mitsui Banking Corporation, as administrative agent, as amended by that certain First Amendment to the Revolving Credit Agreement, dated as of March 25, 2026 (as amended, the “ Revolving Credit Agreement ”), pursuant to which Merger Sub will have access to up to $3,500,000,000 in revolving loans for working capital purposes and other general corporate purposes.","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/1487712/000119312526147571/0001193125-26-147571-index.htm","confidence":0.95},{"claim_id":"70c577c74b5b015de5694ef7a534ff4d65f335df","claim":"AIR LEASE CORP incurred term loan of $1,000,000,000 with Sumitomo Mitsui Banking Corporation at not specified maturing not specified.","evidence_excerpt":"Merger Sub entered into a term loan credit agreement, dated as of November 14, 2025, by and among Merger Sub, the several banks and other financial institutions or entities from time to time as parties thereto (the “ Lenders ”) and Sumitomo Mitsui Banking Corporation, as administrative agent, as amended by that certain First Amendment to the Term Loan Credit Agreement, dated as of March 25, 2026 (as amended, the “ Term Loan Credit Agreement ”), pursuant to which the Lenders have provided, and the surviving corporation borrowed at the Effective Time, a $1,000,000,000 term loan, which was used to fund a portion of Parent’s Merger Consideration of the Company.","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/1487712/000119312526147571/0001193125-26-147571-index.htm","confidence":0.95},{"claim_id":"9ed4cddccdc1a9e251f84b197cf253d6351f406a","claim":"AIR LEASE CORP incurred senior notes of $800,000,000 aggregate principal amount of 4.400% Senior Notes due 2028, $1,200,000,000 aggregate principal amount of 4. with Computershare Trust Company, N.A. at 4.400%, 4.500%, 4.850%, 5.500% maturing due 2028, due 2029, due 2031, due 2036.","evidence_excerpt":"On March 24, 2026, in connection with the Merger, Merger Sub issued $800,000,000 aggregate principal amount of 4.400% Senior Notes due 2028 (the “ 2028 Notes ”), $1,200,000,000 aggregate principal amount of 4.500% Senior Notes due 2029 (the “ 2029 Notes ”), $1,500,000,000 aggregate principal amount of 4.850% Senior Notes due 2031 (the “ 2031 Notes ”) and $500,000,000 aggregate principal amount of 5.500% Senior Notes due 2036 (the “ 2036 Notes ” and together with the 2028 Notes, the 2029 Notes and the 2031 Notes, the “ Notes ”) pursuant to an indenture, dated as of March 24, 2026 (the “ Indenture ”), among Merger Sub and Computershare Trust Company, N.A., as trustee (the “ Trustee ”).","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/1487712/000119312526147571/0001193125-26-147571-index.htm","confidence":0.95},{"claim_id":"e9c8564216ddac5c2c89a87085e5046f50e54d53","claim":"AIR LEASE CORP underwent a change of control involving Sumisho Air Lease Corporation Designated Activity Company (Parent) (closed 2026-04-08).","evidence_excerpt":"On April 8, 2026, Air Lease Corporation, a Delaware corporation (the \" Company \"), completed the previously announced merger (the \" Merger \") of Takeoff Merger Sub Inc., a Delaware corporation (\" Merger Sub \"), with and into the Company, with the Company surviving the Merger as an indirect subsidiary of Sumisho Air Lease Corporation Designated Activity Company (formerly known as Gladiatora Designated Activity Company), an Irish private limited company (\" Parent \").","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1487712/000119312526147571/0001193125-26-147571-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: debt_financing, ma_transaction","same SEC item: 1.01, 2.01, 2.03, 3.03, 5.02, 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":"Merger Sub entered into a revolving credit agreement, dated as of November 14, 2025, by and among Merger Sub, the several banks and other financial institutions or entities from time to time as parties thereto and Sumitomo Mitsui Banking Corporation, as administrative agent, as amended by that certain First Amendment to the Revolving Credit Agreement, dated as of March 25, 2026 (as amended, the “ Revolving Credit Agreement ”), pursuant to which Merger Sub will have access to up to $3,500,000,000 in revolving loans for working capital purposes and other general corporate purposes.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1487712/000119312526147571/0001193125-26-147571-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":"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: debt_financing, ma_transaction","same SEC item: 1.01, 2.03, 3.03, 5.01, 5.02, 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":"Merger Sub entered into a revolving credit agreement, dated as of November 14, 2025, by and among Merger Sub, the several banks and other financial institutions or entities from time to time as parties thereto and Sumitomo Mitsui Banking Corporation, as administrative agent, as amended by that certain First Amendment to the Revolving Credit Agreement, dated as of March 25, 2026 (as amended, the “ Revolving Credit Agreement ”), pursuant to which Merger Sub will have access to up to $3,500,000,000 in revolving loans for working capital purposes and other general corporate purposes.","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1487712/000119312526147571/0001193125-26-147571-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":"0001193125-26-251741","ticker":"NVRI","company_name":"ENVIRI Corp","filed_at":"2026-06-01T21:15:54+00:00","headline":"Enviri completes sale of Clean Earth to Veolia for $3.04B; spins off remaining businesses as New Enviri","event_type":"m_and_a","sec_items":["1.02","2.01","3.01","3.03","5.01","9.01"],"materiality_score":0.9,"calibrated_materiality_score":0.9,"match_reasons":["same fact type: ma_transaction","same SEC item: 1.02, 2.01, 3.01, 3.03, 5.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-251741","json":"https://secwatch.observer/filing/0001193125-26-251741.json","markdown":"https://secwatch.observer/filing/0001193125-26-251741.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/45876/000119312526251741/0001193125-26-251741-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/45876/000119312526251741/d129138d8k.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"On April 8, 2026, Air Lease Corporation, a Delaware corporation (the \" Company \"), completed the previously announced merger (the \" Merger \") of Takeoff Merger Sub Inc., a Delaware corporation (\" Merger Sub \"), with and into the Company, with the Company surviving the Merger as an indirect subsidiary of Sumisho Air Lease Corporation Designated Activity Company (formerly known as Gladiatora Designated Activity Company), an Irish private limited company (\" Parent \").","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1487712/000119312526147571/0001193125-26-147571-index.htm","comparable_excerpt":"On June 1, 2026, pursuant to the terms of the Separation Agreement and the Merger Agreement, the following series of transactions occurred","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/45876/000119312526251741/0001193125-26-251741-index.htm"}},{"accession":"0001140361-26-020064","ticker":"CTLP","company_name":"CANTALOUPE, INC.","filed_at":"2026-05-08T23:59:59+00:00","headline":"Cantaloupe completes merger with 365 Retail Markets; shareholders receive $11.20/share","event_type":"m_and_a","sec_items":["1.02","2.01","3.01","3.03","5.01","5.02","9.01"],"materiality_score":1.0,"calibrated_materiality_score":1.0,"match_reasons":["same fact type: ma_transaction","same SEC item: 1.02, 2.01, 3.01, 3.03, 5.01, 5.02, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001140361-26-020064","json":"https://secwatch.observer/filing/0001140361-26-020064.json","markdown":"https://secwatch.observer/filing/0001140361-26-020064.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/896429/000114036126020064/0001140361-26-020064-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/896429/000114036126020064/ef20072798_8k.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"On April 8, 2026, Air Lease Corporation, a Delaware corporation (the \" Company \"), completed the previously announced merger (the \" Merger \") of Takeoff Merger Sub Inc., a Delaware corporation (\" Merger Sub \"), with and into the Company, with the Company surviving the Merger as an indirect subsidiary of Sumisho Air Lease Corporation Designated Activity Company (formerly known as Gladiatora Designated Activity Company), an Irish private limited company (\" Parent \").","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1487712/000119312526147571/0001193125-26-147571-index.htm","comparable_excerpt":"Rollover Shares immediately prior to the Effective Time, and were canceled at the Effective Time for no\n consideration) were canceled and converted into the right to receive $11.20 in cash, without interest (such amount per share, the “ Merger Consideration ”). At the Effective Time, (i) each Company RSU (as defined in the Merger Agreement) that was","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/896429/000114036126020064/0001140361-26-020064-index.htm"}},{"accession":"0001104659-26-057278","ticker":"CTRA","company_name":"Coterra Energy Inc.","filed_at":"2026-05-07T23:59:59+00:00","headline":"Coterra Energy completes merger with Devon; shares converted at 0.70x ratio","event_type":"m_and_a","sec_items":["1.02","2.01","3.01","3.03","5.01","5.02","9.01"],"materiality_score":1.0,"calibrated_materiality_score":1.0,"match_reasons":["same fact type: ma_transaction","same SEC item: 1.02, 2.01, 3.01, 3.03, 5.01, 5.02, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-057278","json":"https://secwatch.observer/filing/0001104659-26-057278.json","markdown":"https://secwatch.observer/filing/0001104659-26-057278.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/858470/000110465926057278/0001104659-26-057278-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/858470/000110465926057278/tm2613882d1_8k.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"On April 8, 2026, Air Lease Corporation, a Delaware corporation (the \" Company \"), completed the previously announced merger (the \" Merger \") of Takeoff Merger Sub Inc., a Delaware corporation (\" Merger Sub \"), with and into the Company, with the Company surviving the Merger as an indirect subsidiary of Sumisho Air Lease Corporation Designated Activity Company (formerly known as Gladiatora Designated Activity Company), an Irish private limited company (\" Parent \").","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1487712/000119312526147571/0001193125-26-147571-index.htm","comparable_excerpt":"ith Devon Energy Corporation, a Delaware corporation (“Devon”), and Cubs Merger Sub, Inc., a Delaware corporation and","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/858470/000110465926057278/0001104659-26-057278-index.htm"}},{"accession":"0001493152-26-021767","ticker":"SHPH","company_name":"Shuttle Pharmaceuticals Holdings, Inc.","filed_at":"2026-05-07T23:59:59+00:00","headline":"Shuttle Pharma completes merger with United Dogecoin, pivots to crypto, raises $9.55M PIPE","event_type":"m_and_a","sec_items":["1.01","2.01","3.02","3.03","5.02","5.03","9.01"],"materiality_score":0.95,"calibrated_materiality_score":0.95,"match_reasons":["same fact type: ma_transaction","same SEC item: 1.01, 2.01, 3.03, 5.02, 5.03, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001493152-26-021767","json":"https://secwatch.observer/filing/0001493152-26-021767.json","markdown":"https://secwatch.observer/filing/0001493152-26-021767.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1757499/000149315226021767/0001493152-26-021767-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1757499/000149315226021767/form8-k.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"On April 8, 2026, Air Lease Corporation, a Delaware corporation (the \" Company \"), completed the previously announced merger (the \" Merger \") of Takeoff Merger Sub Inc., a Delaware corporation (\" Merger Sub \"), with and into the Company, with the Company surviving the Merger as an indirect subsidiary of Sumisho Air Lease Corporation Designated Activity Company (formerly known as Gladiatora Designated Activity Company), an Irish private limited company (\" Parent \").","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1487712/000119312526147571/0001193125-26-147571-index.htm","comparable_excerpt":"On May 6, 2026 (the “ Closing Date ”), Shuttle Pharmaceuticals Holdings, Inc., a Delaware corporation (“ Shuttle ” or “ Acquiror ”), completed its previously announced merger pursuant to an Agreement and Plan of Merger (the “ Merger Agreement ”), entered into on April 30, 2026 by and among the Acquiror, Shuttle Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Shuttle (“ Merger Sub ”) and United Dogecoin Inc., a Delaware corporation (the “ Company ”).","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1757499/000149315226021767/0001493152-26-021767-index.htm"}},{"accession":"0001104659-26-055386","ticker":"FARM","company_name":"FARMER BROTHERS CO","filed_at":"2026-05-05T23:59:59+00:00","headline":"Farmer Brothers taken private by Royal Cup for $1.29/share; merger closes May 5, 2026","event_type":"m_and_a","sec_items":["1.02","2.01","3.01","3.03","5.01","5.02","5.03","7.01","9.01"],"materiality_score":1.0,"calibrated_materiality_score":1.0,"match_reasons":["same fact type: ma_transaction","same SEC item: 1.02, 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-055386","json":"https://secwatch.observer/filing/0001104659-26-055386.json","markdown":"https://secwatch.observer/filing/0001104659-26-055386.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/34563/000110465926055386/0001104659-26-055386-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/34563/000110465926055386/tm2612899d9_8k.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"On April 8, 2026, Air Lease Corporation, a Delaware corporation (the \" Company \"), completed the previously announced merger (the \" Merger \") of Takeoff Merger Sub Inc., a Delaware corporation (\" Merger Sub \"), with and into the Company, with the Company surviving the Merger as an indirect subsidiary of Sumisho Air Lease Corporation Designated Activity Company (formerly known as Gladiatora Designated Activity Company), an Irish private limited company (\" Parent \").","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1487712/000119312526147571/0001193125-26-147571-index.htm","comparable_excerpt":"was approved by stockholders in a special meeting held on Friday,\nMay 1. Under the terms of the agreement, Royal Cup has acquired all outstanding\nshares of Farmer Brothers for $1.29 per share. Farmer Brothers will now operate as part of Royal Cup and become a private company. As part of the closing of the transaction, Farmer Brothers President\nand Chief","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/34563/000110465926055386/0001104659-26-055386-index.htm"}},{"accession":"0001493152-26-021330","ticker":"CHRN","company_name":"EKSO BIONICS HOLDINGS, INC.","filed_at":"2026-05-05T23:59:59+00:00","headline":"Ekso Bionics completes reverse merger with Applied Digital subsidiary; renames to ChronoScale Corp.","event_type":"m_and_a","sec_items":["1.01","2.01","2.02","3.02","3.03","4.01","5.01","5.02","5.03","9.01"],"materiality_score":0.95,"calibrated_materiality_score":0.95,"match_reasons":["same fact type: ma_transaction","same SEC item: 1.01, 2.01, 3.03, 5.01, 5.02, 5.03, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001493152-26-021330","json":"https://secwatch.observer/filing/0001493152-26-021330.json","markdown":"https://secwatch.observer/filing/0001493152-26-021330.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1549084/000149315226021330/0001493152-26-021330-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1549084/000149315226021330/form8-ka.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"On April 8, 2026, Air Lease Corporation, a Delaware corporation (the \" Company \"), completed the previously announced merger (the \" Merger \") of Takeoff Merger Sub Inc., a Delaware corporation (\" Merger Sub \"), with and into the Company, with the Company surviving the Merger as an indirect subsidiary of Sumisho Air Lease Corporation Designated Activity Company (formerly known as Gladiatora Designated Activity Company), an Irish private limited company (\" Parent \").","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1487712/000119312526147571/0001193125-26-147571-index.htm","comparable_excerpt":"On May 5, 2026 (the “Closing Date”), Ekso Bionics Holdings, Inc., a Nevada corporation (“Ekso” or the “Company”), consummated the previously announced business combination transaction (the “Business Combination”) contemplated by that certain Contribution and Exchange Agreement","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1549084/000149315226021330/0001493152-26-021330-index.htm"}}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}