{"schema_version":"secwatch.filing_event.v1","accession":"0001213900-25-104007","form_type":"8-K","ticker":"ELAB","cik":"0001840563","company_name":"PMGC Holdings Inc.","filed_at":"2025-10-30T23:59:59+00:00","discovered_at":"2026-05-14T18:02:40.747372+00:00","generated_at":"2026-05-17T01:24:46.470395+00:00","sec_items":["1.01","2.01","7.01","9.01"],"event_type":"m_and_a","sentiment":"positive","materiality_score":0.4,"calibrated_materiality_score":0.4,"confidence":"high","headline":"PMGC subsidiary AGA acquires Indarg Engineering assets for $548K; expands aerospace/defense CNC platform","bullets":["Acquisition price $548,000: $350K to satisfy SBA loan, $28K cash at closing, $170K two-year promissory note at 8% interest.","AGA hires Indarg's CEO Joel Alvarez as General Manager of Hawthorne site; employment agreement includes base salary, signing bonus, discretionary bonus, and incentive compensation.","Transaction closed Oct 26, 2025; Indarg's 40-year-old precision CNC machining business rebranded under AGA Precision Systems.","Seller agreed to 2-year non-compete and non-solicitation provisions; customary reps, warranties, and indemnities included."],"urls":{"canonical":"https://secwatch.observer/filing/0001213900-25-104007","json":"https://secwatch.observer/filing/0001213900-25-104007.json","markdown":"https://secwatch.observer/filing/0001213900-25-104007.md","text":"https://secwatch.observer/filing/0001213900-25-104007.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1840563/000121390025104007/0001213900-25-104007-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1840563/000121390025104007/ea0262663-8k_pmgc.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-17T01:24:46.470395+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":"1476636ea90134665121b279633cb6bf7a8c71a6","claim":"PMGC Holdings Inc. completed an acquisition involving Indarg Engineering, Inc. for $548,000.00 (closed 2025-10-26).","evidence_excerpt":"Current Report on Form 8-K (“Form 8-K”) but not otherwise defined have the meanings set forth in the Asset Purchase Agreement. The Purchase Price for the Purchased Assets was $548,000.00, payable at Closing as follows: (a) $350,000.00 to be used to satisfy and discharge Seller’s outstanding Small Business Administration loan; (b) $28,000.00 to be paid to Seller","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1840563/000121390025104007/0001213900-25-104007-index.htm","confidence":0.9}],"comparable_filings":[{"accession":"0001140361-26-012981","ticker":"BBBY","company_name":"BED BATH & BEYOND, INC.","filed_at":"2026-04-02T23:59:59+00:00","headline":"Bed Bath & Beyond completes acquisition of The Brand House Collective; contributes $30M capital","event_type":"m_and_a","sec_items":["2.01","8.01","9.01"],"materiality_score":0.5,"calibrated_materiality_score":0.5,"match_reasons":["same fact type: ma_transaction","same SEC item: 2.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001140361-26-012981","json":"https://secwatch.observer/filing/0001140361-26-012981.json","markdown":"https://secwatch.observer/filing/0001140361-26-012981.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1130713/000114036126012981/0001140361-26-012981-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1130713/000114036126012981/ef20069680_8k.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"Current Report on Form 8-K (“Form 8-K”) but not otherwise defined have the meanings set forth in the Asset\nPurchase Agreement. The Purchase Price for the Purchased Assets was\n$548,000.00, payable at Closing as follows: (a) $350,000.00 to be used to satisfy and discharge Seller’s outstanding Small Business\nAdministration loan; (b) $28,000.00 to be paid to Seller","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1840563/000121390025104007/0001213900-25-104007-index.htm","comparable_excerpt":"shares of TBHC Common Stock held directly by the Company\n or Knight Merger Sub, which were automatically cancelled and ceased to exist) was converted into the right to receive 0.1993 (the “ Exchange Ratio ”) of a share of common stock, par value\n $0.0001 per share, of the Company (“ BBBY Common Stock ”). Treatment of Fractional Shares No fractional shares of","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1130713/000114036126012981/0001140361-26-012981-index.htm"}},{"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: 1.01, 2.01, 7.01, 9.01","same event type: m_and_a"],"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":"Current Report on Form 8-K (“Form 8-K”) but not otherwise defined have the meanings set forth in the Asset\nPurchase Agreement. The Purchase Price for the Purchased Assets was\n$548,000.00, payable at Closing as follows: (a) $350,000.00 to be used to satisfy and discharge Seller’s outstanding Small Business\nAdministration loan; (b) $28,000.00 to be paid to Seller","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1840563/000121390025104007/0001213900-25-104007-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":"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, 7.01, 9.01","same event type: m_and_a"],"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":"Current Report on Form 8-K (“Form 8-K”) but not otherwise defined have the meanings set forth in the Asset\nPurchase Agreement. The Purchase Price for the Purchased Assets was\n$548,000.00, payable at Closing as follows: (a) $350,000.00 to be used to satisfy and discharge Seller’s outstanding Small Business\nAdministration loan; (b) $28,000.00 to be paid to Seller","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1840563/000121390025104007/0001213900-25-104007-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, 7.01, 9.01","same event type: m_and_a"],"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":"Current Report on Form 8-K (“Form 8-K”) but not otherwise defined have the meanings set forth in the Asset\nPurchase Agreement. The Purchase Price for the Purchased Assets was\n$548,000.00, payable at Closing as follows: (a) $350,000.00 to be used to satisfy and discharge Seller’s outstanding Small Business\nAdministration loan; (b) $28,000.00 to be paid to Seller","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1840563/000121390025104007/0001213900-25-104007-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":"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"],"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":"Current Report on Form 8-K (“Form 8-K”) but not otherwise defined have the meanings set forth in the Asset\nPurchase Agreement. The Purchase Price for the Purchased Assets was\n$548,000.00, payable at Closing as follows: (a) $350,000.00 to be used to satisfy and discharge Seller’s outstanding Small Business\nAdministration loan; (b) $28,000.00 to be paid to Seller","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1840563/000121390025104007/0001213900-25-104007-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: 1.01, 2.01, 7.01, 9.01","same event type: m_and_a"],"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":"Current Report on Form 8-K (“Form 8-K”) but not otherwise defined have the meanings set forth in the Asset\nPurchase Agreement. The Purchase Price for the Purchased Assets was\n$548,000.00, payable at Closing as follows: (a) $350,000.00 to be used to satisfy and discharge Seller’s outstanding Small Business\nAdministration loan; (b) $28,000.00 to be paid to Seller","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1840563/000121390025104007/0001213900-25-104007-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: 1.01, 2.01, 7.01, 9.01","same event type: m_and_a"],"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":"Current Report on Form 8-K (“Form 8-K”) but not otherwise defined have the meanings set forth in the Asset\nPurchase Agreement. The Purchase Price for the Purchased Assets was\n$548,000.00, payable at Closing as follows: (a) $350,000.00 to be used to satisfy and discharge Seller’s outstanding Small Business\nAdministration loan; (b) $28,000.00 to be paid to Seller","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1840563/000121390025104007/0001213900-25-104007-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":"0000095953-26-000074","ticker":"ACNT","company_name":"ASCENT INDUSTRIES CO.","filed_at":"2026-05-06T23:59:59+00:00","headline":"Ascent Industries acquires Midwest Graphic/Sigma for $14M; Q1 net sales up 9% to $19.4M but adjusted EBITDA loss widens","event_type":"m_and_a","sec_items":["1.01","2.01","2.02","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, 7.01, 9.01","same event type: m_and_a"],"urls":{"canonical":"https://secwatch.observer/filing/0000095953-26-000074","json":"https://secwatch.observer/filing/0000095953-26-000074.json","markdown":"https://secwatch.observer/filing/0000095953-26-000074.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/95953/000009595326000074/0000095953-26-000074-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/95953/000009595326000074/acnt-20260504.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"Current Report on Form 8-K (“Form 8-K”) but not otherwise defined have the meanings set forth in the Asset\nPurchase Agreement. The Purchase Price for the Purchased Assets was\n$548,000.00, payable at Closing as follows: (a) $350,000.00 to be used to satisfy and discharge Seller’s outstanding Small Business\nAdministration loan; (b) $28,000.00 to be paid to Seller","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1840563/000121390025104007/0001213900-25-104007-index.htm","comparable_excerpt":"the Company purchased substantially all of the assets and certain specified liabilities of Seller for $14,000,000, subject to certain customary adjustments for working capital, transaction expenses, and cash, on the terms and subject to the conditions set forth in the Purchase Agreement (the “Transaction”). The Transaction closed simultaneously with the execution of the Purchase Agreement.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/95953/000009595326000074/0000095953-26-000074-index.htm"}}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}