{"schema_version":"secwatch.filing_event.v1","accession":"0001641172-25-024187","form_type":"8-K","ticker":"RHEP","cik":"0001004724","company_name":"REGIONAL HEALTH PROPERTIES, INC","filed_at":"2025-08-14T23:59:59+00:00","discovered_at":"2026-05-14T18:02:43.110395+00:00","generated_at":"2026-05-17T12:43:27.020584+00:00","sec_items":["1.01","2.01","3.03","2.03","5.02","8.01","9.01"],"event_type":"m_and_a","sentiment":"positive","materiality_score":0.8,"calibrated_materiality_score":0.8,"confidence":"high","headline":"Regional Health Properties completes merger with SunLink Health Systems","bullets":["Merger closed Aug 14, 2025: each 5 SunLink shares converted to 1.1330 Regional common share + 1 Series D preferred share.","Total consideration ~1,595,400 Regional common shares and ~1,408,120 Series D preferred shares.","Combined company led by Brent Morrison (CEO); SunLink's Thornton as EVP Corp Strategy, Stockslager as CFO.","Board expanded to 7: 3 incumbents, 2 SunLink directors (Baileys, Burleson), 2 mutually agreed (Kellman, Winkle).","Stock trades on OTCQB under existing tickers; NYSE American delisting occurred June 2025."],"urls":{"canonical":"https://secwatch.observer/filing/0001641172-25-024187","json":"https://secwatch.observer/filing/0001641172-25-024187.json","markdown":"https://secwatch.observer/filing/0001641172-25-024187.md","text":"https://secwatch.observer/filing/0001641172-25-024187.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1004724/000164117225024187/0001641172-25-024187-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1004724/000164117225024187/form8-k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-17T12:43:27.020584+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":"1cbfe03a4785fafef52df498a4aecfab85d3aecd","claim":"REGIONAL HEALTH PROPERTIES, INC completed an acquisition involving SunLink Health Systems, Inc. for approximately 1,595,400 shares of Regional common stock and approximately 1,408,120 shares of Regional Series D preferred stock (closed 2025-08-14).","evidence_excerpt":"common stock or Regional Series D preferred stock in accordance with the terms of the Merger Agreement. The total aggregate consideration payable in the merger was approximately 1,595,400 shares of Regional common stock and approximately 1,408,120 shares of Regional Series D preferred stock. The foregoing descriptions of the merger and the Merger Agreement do not","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1004724/000164117225024187/0001641172-25-024187-index.htm","confidence":0.98}],"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: ma_transaction","same SEC item: 1.01, 2.01, 2.03, 3.03, 5.02, 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":"ma_transaction","source_excerpt":"common stock or Regional\nSeries D preferred stock in accordance with the terms of the Merger Agreement. The total aggregate consideration payable in the merger\nwas approximately 1,595,400 shares of Regional common stock and approximately 1,408,120 shares of Regional Series D preferred stock. The\nforegoing descriptions of the merger and the Merger Agreement do not","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1004724/000164117225024187/0001641172-25-024187-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":"0001193125-26-229866","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, 2.03, 3.03, 5.02, 9.01","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":"common stock or Regional\nSeries D preferred stock in accordance with the terms of the Merger Agreement. The total aggregate consideration payable in the merger\nwas approximately 1,595,400 shares of Regional common stock and approximately 1,408,120 shares of Regional Series D preferred stock. The\nforegoing descriptions of the merger and the Merger Agreement do not","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1004724/000164117225024187/0001641172-25-024187-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"}},{"accession":"0001193125-26-222960","ticker":"TPH","company_name":"Tri Pointe Homes, Inc.","filed_at":"2026-05-14T13:08:52+00:00","headline":"Sumitomo Forestry completes acquisition of Tri Pointe Homes for $47.00 per share; TPH delisted","event_type":"m_and_a","sec_items":["1.01","2.01","3.01","3.03","5.01","5.02","5.03","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, 3.03, 5.02, 8.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-222960","json":"https://secwatch.observer/filing/0001193125-26-222960.json","markdown":"https://secwatch.observer/filing/0001193125-26-222960.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1561680/000119312526222960/0001193125-26-222960-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1561680/000119312526222960/d317054d8k.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"common stock or Regional\nSeries D preferred stock in accordance with the terms of the Merger Agreement. The total aggregate consideration payable in the merger\nwas approximately 1,595,400 shares of Regional common stock and approximately 1,408,120 shares of Regional Series D preferred stock. The\nforegoing descriptions of the merger and the Merger Agreement do not","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1004724/000164117225024187/0001641172-25-024187-index.htm","comparable_excerpt":"par value $0.01 per share (“ Company Common Stock ”), issued and outstanding as of immediately prior to the Effective Time was automatically converted into the right to receive $47.00 per share, in cash, without interest thereon (the “ Merger Consideration ”), except for shares of Company Common Stock that were (A)(1) held by the Company as treasury stock; (2)","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1561680/000119312526222960/0001193125-26-222960-index.htm"}},{"accession":"0001193125-26-213462","ticker":"EWCZ","company_name":"European Wax Center, Inc.","filed_at":"2026-05-08T23:59:59+00:00","headline":"European Wax Center completes take-private by General Atlantic at $5.80/share; stock delisted","event_type":"m_and_a","sec_items":["1.01","1.02","2.01","2.03","3.01","3.03","5.02","5.03","5.01","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, 2.03, 3.03, 5.02, 8.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-213462","json":"https://secwatch.observer/filing/0001193125-26-213462.json","markdown":"https://secwatch.observer/filing/0001193125-26-213462.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1856236/000119312526213462/0001193125-26-213462-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1856236/000119312526213462/d137291d8k.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"common stock or Regional\nSeries D preferred stock in accordance with the terms of the Merger Agreement. The total aggregate consideration payable in the merger\nwas approximately 1,595,400 shares of Regional common stock and approximately 1,408,120 shares of Regional Series D preferred stock. The\nforegoing descriptions of the merger and the Merger Agreement do not","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1004724/000164117225024187/0001641172-25-024187-index.htm","comparable_excerpt":"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","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1856236/000119312526213462/0001193125-26-213462-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: ma_transaction","same SEC item: 1.01, 2.03, 3.03, 5.02, 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":"ma_transaction","source_excerpt":"common stock or Regional\nSeries D preferred stock in accordance with the terms of the Merger Agreement. The total aggregate consideration payable in the merger\nwas approximately 1,595,400 shares of Regional common stock and approximately 1,408,120 shares of Regional Series D preferred stock. The\nforegoing descriptions of the merger and the Merger Agreement do not","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1004724/000164117225024187/0001641172-25-024187-index.htm","comparable_excerpt":"This Current Report on Form 8-K is being filed in connection with the completion of the spin-off of New Enviri contemplated by the Separation Agreement.","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/2104052/000119312526251752/0001193125-26-251752-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, 5.02, 8.01, 9.01","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":"common stock or Regional\nSeries D preferred stock in accordance with the terms of the Merger Agreement. The total aggregate consideration payable in the merger\nwas approximately 1,595,400 shares of Regional common stock and approximately 1,408,120 shares of Regional Series D preferred stock. The\nforegoing descriptions of the merger and the Merger Agreement do not","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1004724/000164117225024187/0001641172-25-024187-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":"0001193125-26-249151","ticker":"GIG","company_name":"GigCapital7 Corp.","filed_at":"2026-05-29T23:45:19+00:00","headline":"Hadron Energy closes SPAC merger with GigCapital7; 84% of public shares redeemed","event_type":"m_and_a","sec_items":["2.01","3.02","5.02","9.01","3.03","4.01","5.01","5.03","5.06","8.01"],"materiality_score":0.75,"calibrated_materiality_score":0.75,"match_reasons":["same fact type: ma_transaction","same SEC item: 2.01, 3.03, 5.02, 8.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-249151","json":"https://secwatch.observer/filing/0001193125-26-249151.json","markdown":"https://secwatch.observer/filing/0001193125-26-249151.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/2023730/000119312526249151/0001193125-26-249151-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2023730/000119312526249151/d26249d8k.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"common stock or Regional\nSeries D preferred stock in accordance with the terms of the Merger Agreement. The total aggregate consideration payable in the merger\nwas approximately 1,595,400 shares of Regional common stock and approximately 1,408,120 shares of Regional Series D preferred stock. The\nforegoing descriptions of the merger and the Merger Agreement do not","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1004724/000164117225024187/0001641172-25-024187-index.htm","comparable_excerpt":"As previously announced on the Current Report on Form 8-K filed with the Securities and Exchange Commission (the “ SEC ”) on May 28, 2026 (the “ May 28 Current Report ”), Hadron Energy, Inc. (f/k/a GigCapital7 Corp. (“ GigCapital7 ”)) (the “ Company ” or “ Combined Company ” or “ Hadron Energy ”) consummated its business combination (the “ Business Combination ”) with Hadron Energy Operating Company Inc. (f/k/a Hadron Energy, Inc.) (“ Hadron Energy Operating Company ”) on May 22, 2026, pursuant to that certain Business Combination Agreement, dated as of September 27, 2025, as amended by that certain First Amendment to Business Combination Agreement, dated as of December 12, 2025, and by that certain Second Amendment to Business Combination Agreement, dated as of April 16, 2026 (the “Second Amendment”), by and among GigCapital7, MMR Merger Sub, Inc. and Hadron Energy Operating Company (the “ Business Combination Agreement ”).","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/2023730/000119312526249151/0001193125-26-249151-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, 2.03, 8.01, 9.01","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":"common stock or Regional\nSeries D preferred stock in accordance with the terms of the Merger Agreement. The total aggregate consideration payable in the merger\nwas approximately 1,595,400 shares of Regional common stock and approximately 1,408,120 shares of Regional Series D preferred stock. The\nforegoing descriptions of the merger and the Merger Agreement do not","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1004724/000164117225024187/0001641172-25-024187-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"}}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}