{"schema_version":"secwatch.filing_event.v1","accession":"0001362468-25-000044","form_type":"8-K","ticker":"ALGT","cik":"0001362468","company_name":"Allegiant Travel CO","filed_at":"2025-09-05T23:59:59+00:00","discovered_at":"2026-05-14T18:02:43.819099+00:00","generated_at":"2026-05-17T07:55:09.347391+00:00","sec_items":["1.01","2.01"],"event_type":"m_and_a","sentiment":"positive","materiality_score":0.9,"calibrated_materiality_score":0.9,"confidence":"high","headline":"Allegiant Travel closes sale of Sunseeker Resort to Blackstone for $200M","bullets":["Sold Sunseeker Resort, Aileron Golf Course and related properties in Southwest Florida to affiliates of Blackstone Real Estate Group.","Received cash proceeds of $200,000,000 less various closing adjustments.","Proceeds will be used primarily to pay down corporate debt and for general corporate purposes.","No material relationship between the buying entities and Allegiant other than this transaction."],"urls":{"canonical":"https://secwatch.observer/filing/0001362468-25-000044","json":"https://secwatch.observer/filing/0001362468-25-000044.json","markdown":"https://secwatch.observer/filing/0001362468-25-000044.md","text":"https://secwatch.observer/filing/0001362468-25-000044.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1362468/000136246825000044/0001362468-25-000044-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1362468/000136246825000044/algt-20250904.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud","generated_at":"2026-05-17T07:55:09.347391+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":"608b49efdbfc5a2d4759de08c1cfa0506de0a4d6","claim":"Allegiant Travel CO completed a disposition involving affiliates of Blackstone Real Estate Group for $200,000,000 (closed 2025-09-04).","evidence_excerpt":"relationship, other than in respect of the transaction, between the buying entities and the Company or any of its affiliates. At closing, the Company received cash proceeds of $200,000,000 less various closing adjustments. The Company expects to use the proceeds of the transaction to pay down corporate debt and for other general corporate purposes SIGNATURE Pursuant","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1362468/000136246825000044/0001362468-25-000044-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: 1.01, 2.01","same event type: m_and_a","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":"relationship, other than in respect of the transaction, between the buying entities and the Company or any of its affiliates. At closing, the Company received cash proceeds of $200,000,000 less various closing adjustments. The Company expects to use the proceeds of the transaction to pay down corporate debt and for other general corporate purposes SIGNATURE Pursuant","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1362468/000136246825000044/0001362468-25-000044-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","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":"ma_transaction","source_excerpt":"relationship, other than in respect of the transaction, between the buying entities and the Company or any of its affiliates. At closing, the Company received cash proceeds of $200,000,000 less various closing adjustments. The Company expects to use the proceeds of the transaction to pay down corporate debt and for other general corporate purposes SIGNATURE Pursuant","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1362468/000136246825000044/0001362468-25-000044-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","same event type: m_and_a","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":"relationship, other than in respect of the transaction, between the buying entities and the Company or any of its affiliates. At closing, the Company received cash proceeds of $200,000,000 less various closing adjustments. The Company expects to use the proceeds of the transaction to pay down corporate debt and for other general corporate purposes SIGNATURE Pursuant","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1362468/000136246825000044/0001362468-25-000044-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":"0001104659-26-068519","ticker":"FDX","company_name":"FEDEX CORP","filed_at":"2026-06-01T10:42:52+00:00","headline":"FedEx completes spin-off of FedEx Freight; 80.1% distributed to FDX stockholders","event_type":"m_and_a","sec_items":["1.01","2.01","5.02","8.01","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","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-068519","json":"https://secwatch.observer/filing/0001104659-26-068519.json","markdown":"https://secwatch.observer/filing/0001104659-26-068519.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1048911/000110465926068519/0001104659-26-068519-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1048911/000110465926068519/tm2616055d1_8k.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"relationship, other than in respect of the transaction, between the buying entities and the Company or any of its affiliates. At closing, the Company received cash proceeds of $200,000,000 less various closing adjustments. The Company expects to use the proceeds of the transaction to pay down corporate debt and for other general corporate purposes SIGNATURE Pursuant","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1362468/000136246825000044/0001362468-25-000044-index.htm","comparable_excerpt":"Effective as of 12:01 a.m., Central Time, on June 1, 2026 (the “Effective Time”), the Company completed the Spin-Off through the distribution by FedEx of 80.1% of the outstanding shares of FedEx Freight common stock on a pro rata basis to the holders of FedEx common stock.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1048911/000110465926068519/0001104659-26-068519-index.htm"}},{"accession":"0001393726-26-000034","ticker":"TIPT","company_name":"TIPTREE INC.","filed_at":"2026-05-29T20:03:28+00:00","headline":"Tiptree completes $1.65B sale of Fortegra to DB Insurance, receives ~$1.08B proceeds","event_type":"m_and_a","sec_items":["1.01","2.01","1.02","8.01","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","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001393726-26-000034","json":"https://secwatch.observer/filing/0001393726-26-000034.json","markdown":"https://secwatch.observer/filing/0001393726-26-000034.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1393726/000139372626000034/0001393726-26-000034-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1393726/000139372626000034/tipt-20260529.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"relationship, other than in respect of the transaction, between the buying entities and the Company or any of its affiliates. At closing, the Company received cash proceeds of $200,000,000 less various closing adjustments. The Company expects to use the proceeds of the transaction to pay down corporate debt and for other general corporate purposes SIGNATURE Pursuant","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1362468/000136246825000044/0001362468-25-000044-index.htm","comparable_excerpt":"on April 8, 2026, executed a joinder to the Merger Agreement to become a party thereto. Pursuant to the Merger Agreement, Purchaser acquired Fortegra for a purchase price of $1.65 billion in cash (subject to certain adjustments set forth in the Merger Agreement) by means of a merger of Merger Sub with and into Fortegra, with Fortegra surviving the Merger (the “","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1393726/000139372626000034/0001393726-26-000034-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; launches gas-powered data center platform","event_type":"m_and_a","sec_items":["1.01","5.03","2.01","2.03","3.02","7.01","8.01","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","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001213900-26-061792","json":"https://secwatch.observer/filing/0001213900-26-061792.json","markdown":"https://secwatch.observer/filing/0001213900-26-061792.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1023994/000121390026061792/0001213900-26-061792-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1023994/000121390026061792/ea0292420-8k_olenox.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"relationship, other than in respect of the transaction, between the buying entities and the Company or any of its affiliates. At closing, the Company received cash proceeds of $200,000,000 less various closing adjustments. The Company expects to use the proceeds of the transaction to pay down corporate debt and for other general corporate purposes SIGNATURE Pursuant","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1362468/000136246825000044/0001362468-25-000044-index.htm","comparable_excerpt":"of CS Digital (the “Acquisition”) on the same date. Aggregate Consideration. The aggregate\nconsideration payable by the Company under the Purchase Agreement consists of: (i) US$30,000,000 in upfront consideration, payable at\nclosing, comprised of (a) US$14,000,000 in newly issued shares of the Company’s Series D Preferred Stock, par value $1.00 per share\n(the","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1023994/000121390026061792/0001213900-26-061792-index.htm"}},{"accession":"0001767258-26-000043","ticker":"XPEL","company_name":"XPEL, Inc.","filed_at":"2026-05-20T12:45:10+00:00","headline":"XPEL invests ~$110M in San Antonio facility and China manufacturing; reaffirms 2028 margin targets","event_type":"m_and_a","sec_items":["1.01","2.01","2.03","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","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001767258-26-000043","json":"https://secwatch.observer/filing/0001767258-26-000043.json","markdown":"https://secwatch.observer/filing/0001767258-26-000043.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1767258/000176725826000043/0001767258-26-000043-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1767258/000176725826000043/xpel-20260515.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"relationship, other than in respect of the transaction, between the buying entities and the Company or any of its affiliates. At closing, the Company received cash proceeds of $200,000,000 less various closing adjustments. The Company expects to use the proceeds of the transaction to pay down corporate debt and for other general corporate purposes SIGNATURE Pursuant","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1362468/000136246825000044/0001362468-25-000044-index.htm","comparable_excerpt":"had previously assigned its rights under the real estate purchase agreement for the Properties to Harvest. The aggregate purchase price for the Properties was approximately $60,400,000. Building Loan In connection with the Acquisition, on May 15, 2026, Harvest entered into a loan agreement (the “Building Loan”) with PNC Bank, National Association (the","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1767258/000176725826000043/0001767258-26-000043-index.htm"}},{"accession":"0001193125-26-229866","ticker":"MCW","company_name":"Mister Car Wash, Inc.","filed_at":"2026-05-19T14:08:25+00:00","headline":"Mister Car Wash completes $3.1B take-private by Leonard Green & Partners at $7.00/share","event_type":"m_and_a","sec_items":["1.01","1.02","2.01","2.03","3.01","3.03","5.01","5.03","5.02","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","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-229866","json":"https://secwatch.observer/filing/0001193125-26-229866.json","markdown":"https://secwatch.observer/filing/0001193125-26-229866.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1853513/000119312526229866/0001193125-26-229866-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1853513/000119312526229866/d128344d8k.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"relationship, other than in respect of the transaction, between the buying entities and the Company or any of its affiliates. At closing, the Company received cash proceeds of $200,000,000 less various closing adjustments. The Company expects to use the proceeds of the transaction to pay down corporate debt and for other general corporate purposes SIGNATURE Pursuant","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1362468/000136246825000044/0001362468-25-000044-index.htm","comparable_excerpt":"Report on Form 8-K is incorporated by reference into this Item 1.01. In connection with the consummation of the Merger, on May 19, 2026, Borrower entered into Amendment No. 7 (the “ Amendment ”) to its existing Amended and Restated First Lien Credit Agreement, dated as of May 14, 2019, by and among Borrower, Hotshine IntermediateCo, Inc., the other","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1853513/000119312526229866/0001193125-26-229866-index.htm"}}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}