US Corporate Distress Financial Stress SEC Filings — May 28, 2026

28-05-2026

ENDRA Life Sciences Inc. entered into a securities purchase agreement on May 27, 2026, to raise approximately $3.8 million in gross proceeds through a private placement of 578,387 shares (or prefunded warrants) and warrants to purchase up to 1,156,774 shares at $6.57 per share. The company concurrently entered into a side letter agreement that restricts use of the proceeds and grants the investor board observer rights, while also requiring a cash balance equal to the purchase price in a segregated account until a strategic alternative is closed or a payment obligation is met. However, the company remains non-compliant with Nasdaq's minimum stockholders' equity requirement (reporting $2.26 million as of December 31, 2025), and while it believes the offering brings equity above $2.5 million, it is awaiting formal Nasdaq confirmation and faces delisting risk if the Panel disagrees.

• · The private placement includes prefunded warrants exercisable at $0.0001 per share and common warrants exercisable at $6.57 per share.
• · Exercisability of 324,372 prefunded warrant shares and all common warrants is contingent on stockholder approval.
• · The side letter requires the company to maintain a cash balance equal to the purchase price in a segregated bank account until a strategic alternative closes or the payment obligation is paid.
• · The company has granted the investor the right to designate one board observer.
• · The company received a Nasdaq delisting notice on April 20, 2026, due to stockholders' equity of $2,260,120, below the $2.5 million minimum.
• · The company has requested a hearing before the Nasdaq Hearings Panel, which stays delisting pending a decision.

28-05-2026

Ares Management Corp's subsidiary Ares Holdings L.P. entered into Amendment No. 14 to its Sixth Amended and Restated Senior Credit Agreement, dated May 21, 2026, with JPMorgan Chase Bank as Agent and a syndicate of 25 lenders. The amendment modifies the credit agreement and replaces Schedule C-1 (Revolver Commitments), with adjustments to lender commitments and outstanding advances. No specific financial amounts or material changes to terms are disclosed in the filing.

• · The amendment was executed on May 21, 2026, and filed on May 28, 2026.
• · The credit agreement was originally dated April 21, 2014, and has been amended 14 times.
• · The amendment replaces Schedule C-1 (Revolver Commitments) and adjusts lender commitments and outstanding advances pro rata.
• · The borrower represents that no Event of Default or Unmatured Event of Default exists.
• · The amendment is governed by New York law and includes a jury trial waiver.
• · The filing includes a blacklined version of the amended credit agreement as Annex I and the new Schedule C-1 as Annex II, but these are not publicly available in the filing text.

28-05-2026

Nature's Miracle Holding Inc. (NMHIW) entered into a Settlement Agreement on May 19, 2026, with 1800 Diagonal Lending LLC to resolve claims of default on four convertible promissory notes totaling approximately $791,323.32. The settlement reduces the obligation to $575,000, payable through a combination of cash installments and conversion rights, and requires NMHI to reserve 222,000,000 shares of common stock for 1800 Diagonal. While the settlement avoids further litigation and reduces the debt by about 27%, the company faces significant cash payment obligations through November 2026 and must increase its authorized share capital by July 31, 2026, indicating ongoing financial strain.

• · The settlement reduces the total debt from $791,323.32 to $575,000, a reduction of approximately 27.3%.
• · NMHI must reserve 222,000,000 shares of common stock exclusively for 1800 Diagonal and increase authorized share capital by July 31, 2026.
• · The first $50,000 payment is due within 5 business days of the agreement (by May 27, 2026) and is an absolute condition with no cure period.
• · The September Note requires installment payments of $50,000 on July 15, August 15, September 15, October 15, and $25,000 on November 15, 2026.
• · The October Note requires an additional $50,000 payment by June 15, 2026.
• · Default interest rate on the Notes is 22% per annum.
• · The Court retains jurisdiction to enforce the Settlement Agreement.
• · Upon full payment or conversion, the Notes will be cancelled and the Action dismissed.

28-05-2026

GigCapital7 Corp. completed its business combination with Hadron Energy, effective May 22, 2026, after shareholder approval on May 7, 2026. The combined company, now named Hadron Energy, Inc., will trade on Nasdaq under symbols 'HDRN' (common stock) and 'HDRNW' (warrants) starting May 26, 2026. Hadron Energy is a pioneer in MMR (Micro Modular Reactor) technology, developing the Halo MMR for 10 MWe continuous power, targeting AI data centers and industrial hubs. No financial terms of the transaction were disclosed.

• · GigCapital7 units will cease trading as a separate security; each unit will separate into one share of common stock (HDRN) and one warrant (HDRNW).
• · Advisors: Cohen & Company Capital Markets (financial advisor to Hadron Energy), Duane Morris LLP (legal advisor to Hadron Energy), DLA Piper LLP (US) (legal advisor to GigCapital7).
• · Forward-looking statements caution about risks including Nasdaq listing standards and sufficient capital for Hadron Energy's operations.

28-05-2026

Alamo Group Inc. entered into a Fourth Amended and Restated Credit Agreement on May 27, 2026, replacing its existing credit facility. The new agreement provides aggregate commitments of up to $602,500,000 to finance working capital, general corporate purposes, and transaction fees. The facility is led by Bank of America as administrative agent, with Wells Fargo and PNC as co-syndication agents, and includes a revolving credit facility and term loan options.

• · The agreement amends and restates the Third Amended and Restated Credit Agreement dated October 28, 2022.
• · The facility includes a revolving credit facility and a term loan facility, with swingline and letter of credit subfacilities.
• · The agreement permits borrowings in multiple currencies including Canadian Dollars, Euros, Sterling, and Australian Dollars for letters of credit.
• · The agreement includes customary representations, warranties, affirmative and negative covenants, and events of default.
• · The borrower is Alamo Group Inc., a Delaware corporation, with certain subsidiaries acting as guarantors.

28-05-2026

Axalta Coating Systems Ltd. and Akzo Nobel N.V. have entered into Amendment No. 1 to their Merger Agreement, dated May 27, 2026, which restructures the transaction to include a second merger and a contribution step, and updates the governance structure of the combined company (MergeCo) to an 11-member board. The amendment also clarifies the intended U.S. federal income tax treatment as a tax-free reorganization under Section 368(a) of the Code. No financial terms or changes to the overall deal value were disclosed in this amendment.

• · The amendment introduces a second merger step where the Surviving Corporation merges into AkzoNobel Sub 2, with shares cancelled for no consideration.
• · The combined company (MergeCo) will have a one-tier board of 11 members: 2 executive directors, 9 non-executive directors, including 3 independent joint nominees.
• · The parties intend the Mergers and Contributions to qualify as a tax-free reorganization under Section 368(a) of the Code, with no gain recognized under Section 367(a) for certain shareholders.
• · No financial consideration or changes to the original merger consideration were disclosed in this amendment.

28-05-2026

Hyperscale Data, Inc. (NYSE American: GPUS) terminated its ATM Issuance Sales Agreement, which had raised approximately $24.7 million in gross proceeds from the sale of about 137.6 million shares at an average price of ~$0.1793 per share. The termination process began May 27, 2026, and will take effect June 8, 2026, with no further sales under the ATM. The company may evaluate future capital markets options. Separately, it expects the divestiture of Ault Capital Group (ACG) to occur in Q2 2027, which would transition the company to a pure-play AI data center and digital asset holder. However, the ATM sale was executed at a heavily dilutive price (approximately $0.18/share), and the divestiture remains more than a year away, introducing execution risk.

• · The average sale price per share under the ATM was approximately $0.1793, indicating heavy dilution.
• · The official termination date for the ATM agreement is June 8, 2026.
• · The divestiture of ACG is expected to occur in Q2 2027, more than 12 months away.
• · Hyperscale Data issued 1,000,000 shares of Series F Preferred Stock on December 23, 2024, to facilitate the eventual divestiture.
• · The company is considering future capital markets options but has no current commitments.

28-05-2026

Caesars Entertainment, Inc. (CZR) has entered into a definitive agreement to be acquired by Fertitta Entertainment in an all-cash transaction valued at approximately $17.6 billion, including the assumption of about $11.9 billion of Caesars' outstanding debt. Shareholders will receive $31.00 per share, representing a 49% premium over the unaffected share price as of February 25, 2026. The transaction is expected to close subject to shareholder approval, regulatory approvals, and other customary conditions, with a go-shop period through July 11, 2026.

• · The transaction is not subject to a financing condition; financing includes equity from Fertitta Entertainment, assumed debt, and new committed debt from a group of 10 banks.
• · The Carano family, owning approximately 5% of Caesars' outstanding shares, has agreed to roll a portion of their equity into Fertitta Entertainment.
• · Caesars' current management team, including CEO Tom Reeg, CFO Bret Yunker, and President/COO Anthony Carano, is expected to remain in their roles post-acquisition.
• · The go-shop period runs through July 11, 2026, allowing Caesars to solicit alternative proposals.
• · Upon completion, Caesars' common stock will be delisted from NASDAQ.
• · Advisors: PJT Partners (financial), Latham & Watkins (legal), Skadden (antitrust) for Caesars; Morgan Stanley and Goldman Sachs (financial), White & Case (legal) for Fertitta Entertainment; Freshfields for Carano family.

28-05-2026

Royalty Pharma plc entered into a $1.8 billion revolving credit agreement on May 22, 2026, with Bank of America as administrative agent and several co-syndication agents. The facility provides loans and letters of credit to Royalty Pharma Holdings Ltd, with Royalty Pharma plc as holdings company and Royalty Pharma Manager, LLC as a party. The agreement includes customary representations, covenants, and events of default.

• · The credit agreement is dated May 22, 2026 and filed as an 8-K on May 28, 2026.
• · The facility is a revolving credit agreement with an aggregate principal amount not to exceed $1,800,000,000.
• · The borrower is Royalty Pharma Holdings Ltd, a private limited company incorporated in England and Wales.
• · The agreement includes an expansion option (Section 2.19) and extended revolving commitments (Section 2.21).
• · The agreement contains financial covenants (Section 6.06) and negative covenants including limitations on funded debt, liens, and fundamental changes.

28-05-2026

Kinder Morgan, Inc. entered into an Amended and Restated Revolving Credit Agreement on May 21, 2026, replacing its existing $3.5 billion facility. The new agreement extends the maturity date from August 20, 2026 to May 21, 2031, and increases swingline loan availability from $50 million to $400 million. The facility size remains unchanged at $3.5 billion, indicating no expansion of total borrowing capacity.

• · The Amended Credit Facility amends and restates the $3.5 billion Revolving Credit Agreement dated August 20, 2021.
• · The facility size remains unchanged at $3.5 billion; no increase in total borrowing capacity.
• · The swingline loan availability increased from $50 million to $400 million, a 700% increase.
• · The maturity date was extended from August 20, 2026 to May 21, 2031, adding approximately 5 years.
• · Barclays Bank PLC serves as administrative agent for the facility.

28-05-2026

Lulu's Fashion Lounge Holdings, Inc. (LVLU) received a Nasdaq deficiency notice on May 21, 2026, for failing to meet the minimum $2.5 million stockholders' equity requirement for continued listing on the Nasdaq Capital Market. As of March 29, 2026, the company reported negative stockholders' equity of approximately $(525) thousand and does not meet alternative compliance standards. The company has until July 6, 2026, to submit a compliance plan, and if accepted, may receive up to 180 days to regain compliance; however, there is no assurance of acceptance or successful regaining of compliance.

• · The company does not meet alternative compliance standards of $35 million market value of listed securities or $500,000 net income from continuing operations in the most recently completed fiscal year or in two of the last three fiscal years.
• · The letter has no immediate effect on the listing or trading of LVLU common stock, which continues to trade on the Nasdaq Capital Market.
• · The company is evaluating various options to regain compliance, but there is no assurance the plan will be accepted or compliance regained.

28-05-2026

Sidus Space, Inc. announced the pricing of a $100 million registered direct offering of 19,685,039 shares of Class A common stock (or pre-funded warrants in lieu thereof) at $5.08 per share in a best-efforts offering. The proceeds are earmarked for working capital and general corporate purposes, with ThinkEquity acting as sole placement agent and the offering expected to close on May 29, 2026.

• · The offering is being conducted under a shelf registration statement on Form S-3 (File No. 333-292839) filed January 20, 2026 and declared effective February 4, 2026.
• · The offering is a best-efforts, not a firm commitment, underwriting structure.
• · The offering price of $5.08 per share was priced at-the-market under Nasdaq rules.
• · Sidus Space operates a 35,000 sq. ft. facility on Florida's Space Coast.

28-05-2026

On May 21, 2026, the Compensation Committee of Eagle Materials Inc. approved long-term incentive equity awards under the 2023 Equity Incentive Plan for named executive officers, including CEO Michael R. Haack (target award value $6.0M). The awards consist of performance-vesting restricted stock units (PSUs), performance-vesting stock options, time-vesting RSUs, and time-vesting stock options, with performance conditions based on average return on equity and total stockholder return over a three-year period ending fiscal 2029. Vesting for time-based awards is ratable over three years (2027–2029), and performance awards range from 50% (threshold) to 200% (maximum) of target.

• · Half of the target value of awards is allocated to performance awards (PSUs and performance-vesting options) and half to time-vesting awards (RSUs and time-vesting options).
• · Maximum performance scenario: CEO Haack would receive 15,066 PSUs (double target) and 39,394 performance-vesting options.
• · Time-vesting awards vest ratably on three dates: May 21, 2027; March 31, 2028; and March 31, 2029.
• · PSUs accrue dividend-equivalent restricted stock units during the performance period, payable in shares only if PSUs are earned.
• · Eric Cribbs and Tony Thompson received only PSUs and RSUs (no stock options) as part of their awards.

28-05-2026

MAXIMUS, Inc. entered into a Second Amendment to its Amended and Restated Credit Agreement on May 27, 2026, establishing $325 million in Tranche B-1 Term Loans. The proceeds will be used to repay revolving loans, repurchase capital stock, fund working capital, and pay fees and expenses. The amendment also cures certain identified inconsistencies in the credit agreement, with no defaults or events of default continuing as of the effective date.

• · The amendment was entered into on May 27, 2026, and became effective on the Second Amendment Effective Date upon satisfaction of conditions including receipt of legal opinions from four law firms, a solvency certificate, and lien search results.
• · The Tranche B-1 Term Loans are structured as a fungible increase to the existing Initial Tranche B Term Loans.
• · The amendment cures jointly identified inconsistencies in the credit agreement, with notice provided to Required Lenders on May 13, 2026, and no written objections received.
• · The borrower represented that no Default or Event of Default has occurred and is continuing as of the effective date.

28-05-2026

Autodesk (NASDAQ: ADSK) announced a definitive agreement to acquire MaintainX, a maintenance and operations solution, for approximately $3.6 billion in an all-cash transaction funded by cash on hand and debt financing. The acquisition aims to strengthen Autodesk Operations Solutions (AOS) by connecting design, make, and operate workflows, leveraging MaintainX's high growth—expecting over $135 million in ARR for CY2026 with >50% growth. However, the deal is subject to regulatory approvals and customary closing conditions, with risks including integration challenges and increased debt servicing obligations.

• · MaintainX expects to exceed $135 million in annualized recurring revenue (ARR) for calendar year 2026.
• · MaintainX's expected ARR growth is in excess of 50% for calendar year 2026.
• · The acquisition is expected to close later in fiscal year 2026, subject to regulatory reviews and customary conditions.
• · Autodesk will fund the transaction using a combination of cash on hand and debt financing.
• · The acquisition is intended to expand Autodesk’s addressable market and extend asset/system duration from years to decades.
• · AOS includes existing capabilities: Tandem, Flexsim, Fusion Operations, and Factory Design Utilities.

28-05-2026

Red Robin Gourmet Burgers announced the sale of 30 company-owned units in Washington and Western Idaho to Evergreen Dining LLC for $23.5 million in cash, with proceeds primarily used to pay down debt and support the company's 'First Choice Plan'. The transaction is expected to close in the second half of 2026. While the refranchising strengthens the balance sheet and capital structure, it reduces the company's company-operated store base and shifts future revenue from these locations to franchise royalties.

• · The 30 units are located in Washington and Western Idaho.
• · Evergreen Dining's principals have operated more than 100 restaurants across multiple national brands over nearly three decades.
• · Evergreen Dining's support center provides accounting, HR, IT, marketing, payroll, purchasing, and real estate services.
• · Red Robin expects to update guidance following the close of the transaction.
• · Parties interested in other franchising opportunities should contact Brookwood Associates.
• · Red Robin was founded in 1969 and operates nearly 500 locations in the U.S. and Canada.

28-05-2026

Guardian Pharmacy Services, Inc. (GRDN) entered into the Eighth Amendment to its Third Amended and Restated Loan and Security Agreement with Regions Bank, Bank of America, and The Huntington National Bank, dated May 21, 2026. The amendment modifies the existing credit agreement and related pledge agreement, with conditions including no default, reaffirmation of obligations, and compliance with financial covenants. No specific new borrowing amounts or financial figures were disclosed in this filing, and the amendment appears to be a routine refinancing or covenant modification.

• · The amendment is the eighth modification to the original Third Amended and Restated Loan and Security Agreement dated April 23, 2018.
• · Regions Bank acts as both administrative agent and a lender; Regions Capital Markets is the sole lead arranger and sole bookrunner.
• · Bank of America, N.A. and The Huntington National Bank (successor by merger to Cadence Bank) are also lenders under the agreement.
• · Conditions precedent for the amendment included delivery of officer certificates, good standing certificates, and compliance with know-your-customer requirements under the PATRIOT Act and Beneficial Ownership Regulation.
• · The borrower represented that no Event of Default or Default existed before or after giving effect to the amendment.
• · The amendment is governed by the laws of the State of Georgia.

28-05-2026

Polaryx Therapeutics closed a $10 million PIPE financing on May 28, 2026, consisting of 2,502,696 shares at ~$4.00 per share, to fund the launch of its Phase 2 SOTERIA basket trial (PLX-200 in four LSD indications). The company expects the proceeds to extend its operating runway through Q2 2027. However, the financing is non-dilutive in the sense that no registration statement for resale will be filed, but the share issuance itself is dilutive to existing shareholders.

• · SOTERIA is an open-label, single-arm Phase 2 trial assessing safety, tolerability, and clinical activity in four LSDs (CLN2, CLN3, Krabbe, Sandhoff) representing ~25% of the LSD population.
• · FDA Fast Track Designation has been granted for all four planned indications.
• · FDA safe-to-proceed letter received October 2025.
• · Trial initiation planned for H2 2026 in US, Europe, and Asia.
• · CLN2 and CLN3 cohorts will use natural history data as control arm.
• · Company may seek conditional marketing authorization if data show compelling clinical activity.
• · No registration statement will be filed for resale of PIPE shares.

28-05-2026

Hexcel Corporation redeemed all $400 million of its outstanding 3.950% Senior Notes due 2027 on May 28, 2026, using net proceeds from a new $400 million issuance of 4.900% Senior Notes due 2031 and cash on hand. This refinancing extends the company's debt maturity profile by four years but at a higher coupon rate (4.900% vs. 3.950%).

• · The 2027 Notes were originally issued under an Indenture dated August 3, 2015, as supplemented by a Second Supplemental Indenture dated February 16, 2017.
• · The redemption was funded with net proceeds from the new notes issuance plus cash on hand.
• · The new notes have a maturity of 2031, extending the debt maturity by four years compared to the 2027 notes.

28-05-2026

PBF Holding Co LLC, a subsidiary of PBF Energy Inc., issued $500.0 million in aggregate principal amount of 7.250% Senior Notes due 2034 on May 28, 2026. The net proceeds of approximately $492.7 million will be used, together with available cash, to redeem the outstanding 6.00% senior unsecured notes due 2028. The new notes are senior unsecured obligations and rank equally with the company's existing senior indebtedness, including its asset-based revolving credit facility.

• · The Notes and guarantees are senior unsecured obligations and rank equally with the Issuers' and Guarantors' existing and future senior indebtedness, including the Revolving Credit Facility and the outstanding 7.875% and 9.875% senior unsecured notes due 2030.
• · The Notes are effectively subordinated to any secured indebtedness (including the Revolving Credit Facility) to the extent of the collateral value.
• · The Notes are structurally subordinated to any indebtedness of subsidiaries that do not guarantee the Notes.
• · Interest on the Notes is payable semi-annually on June 1 and December 1, beginning December 1, 2026.
• · The Notes mature on June 1, 2034.
• · The Indenture contains customary covenants for non-investment grade debt, including limitations on incurring additional debt, making restricted payments, transactions with affiliates, creating liens, mergers, and designating unrestricted subsidiaries.
• · Many covenants will cease or be modified if the Notes achieve investment grade rating.
• · Prior to June 1, 2029, the Issuers may redeem up to 40% of the Notes with net cash proceeds from equity offerings at 107.250% of principal, provided at least 60% of the original principal remains outstanding.
• · On or after June 1, 2029, the Issuers may redeem all or part of the Notes at specified redemption prices.
• · Prior to June 1, 2029, the Issuers may redeem all or part of the Notes at a make-whole redemption price.
• · Upon a change of control with ratings decline, the Issuers must offer to purchase the Notes at 101% of principal plus accrued interest.
• · Prior to a covenant termination event, the Issuers may be required to use net cash proceeds from certain asset dispositions to offer to purchase the Notes at 100% of principal plus accrued interest.
• · The Issuers may issue additional Notes from time to time under the Indenture.

28-05-2026

Blue Owl Technology Finance Corp. (OTF) entered into a Loan Financing and Servicing Agreement dated May 21, 2026, through its subsidiary Athena Funding III LLC as borrower, with Deutsche Bank AG, New York Branch as facility agent and State Street Bank and Trust Company as collateral agent and custodian. The agreement establishes a secured financing facility backed by collateral obligations, with OTF acting as both equityholder and services provider, but no specific dollar amounts, interest rates, or facility size were disclosed in the filing.

• · The agreement was executed on May 21, 2026, and filed as an 8-K on May 28, 2026.
• · The facility is structured as a secured borrowing facility with collateral obligations pledged by the borrower.
• · The agreement includes standard provisions for advances, yield, fees, repayment, prepayments, and facility termination events.
• · The borrower is a Delaware limited liability company (Athena Funding III LLC), a wholly owned subsidiary of OTF.
• · The facility agent is Deutsche Bank AG, New York Branch; the collateral agent and collateral custodian is State Street Bank and Trust Company.
• · No financial terms (e.g., facility amount, interest rate, maturity) were disclosed in the exhibit.

28-05-2026

Etsy and eBay have entered into a Letter Agreement amending their existing Sale and Purchase Agreement (SPA) due to a prolonged regulatory approval process and strong competitive pressures in the US and Australia. The agreement establishes a tiered Business Disruption Fee payable by eBay to Etsy if the SPA is terminated after certain dates, ranging from $34 million to a maximum of $136 million, with no fee due if termination occurs on or before June 15, 2026. The fee is not payable if eBay terminates due to Etsy's willful breach or fraud.

• · The Letter Agreement is dated May 21, 2026, and amends the SPA originally dated February 15, 2026.
• · The Business Disruption Fee is payable within two business days following termination of the SPA, except in cases of Etsy's willful breach or fraud.
• · No interest accrues on any payment under this agreement.
• · The agreement automatically terminates upon the earliest of: Closing, payment of the Business Disruption Fee, or termination of the SPA under Section 2 (willful breach/fraud by Etsy).
• · The agreement cites strong competitive pressure in several countries, specifically mentioning the US and Australia.

28-05-2026

Stratus Properties Inc. (STRS) disclosed via an 8-K filing that its subsidiary, Brixmor Operating Partnership LP, has entered into a definitive agreement to acquire the Jones Crossing Shopping Center in College Station, Texas for $46.5 million. The transaction involves the purchase of ground leasehold interests and improvements from College Station 1892 Properties, L.L.C., with a $930,000 total earnest money deposit. The acquisition is subject to standard due diligence and a right of first refusal held by anchor tenant H-E-B, which has already been declined, though a re-offer could terminate the deal.

• · The agreement was dated May 21, 2026, and filed on May 28, 2026.
• · The property includes ground leasehold estates under a Master Ground Lease and an HEB Separated Ground Lease, but excludes a Multi-Family Separated Ground Lease.
• · H-E-B holds a right of first refusal (ROFR) on the sale, which was declined prior to the effective date; however, if a re-offer is required and H-E-B exercises it, the agreement automatically terminates and earnest money is returned.
• · The inspection period runs until 5 business days after the effective date (May 21, 2026), with Purchaser having sole discretion to terminate for any reason.
• · Purchaser has already conducted due diligence under a prior Access and Indemnity Agreement dated March 23, 2026.
• · The purchase price is payable in full in immediately available funds at closing.

28-05-2026

Woodward, Inc. (WWD) filed an 8-K on May 28, 2026, disclosing entry into a Third Amended and Restated Credit Agreement with Wells Fargo, Bank of America, Citibank, and JPMorgan. The new unsecured revolving credit facility provides a $1.0 billion aggregate commitment, replacing the previous credit agreement.

• · The credit agreement includes a letter of credit facility and a swing line loan facility.
• · The agreement provides for up to $1.0 billion in revolving loan commitments, with the ability to increase under certain conditions.
• · Four series of senior notes issued under the 2018 Note Agreement (Series Q, R, S, T) total $315 million in combined principal, with maturities from 2027 to 2033.
• · 2016 Senior Notes of €40 million (Series M) are due September 23, 2026.
• · The credit agreement is governed by New York law and includes standard representations, warranties, covenants, and events of default.
• · Foreign subsidiary borrowers are initially Woodward Aken GmbH (Germany) and Woodward Swiss Holding GmbH (Switzerland).

28-05-2026

Tennessee Valley Authority (TVC) filed an 8-K on May 28, 2026, disclosing a material agreement related to a basic lease for the Cumberland facility. The lease requires semi-annual rent payments from November 15, 2026, through May 15, 2056, with a debt portion of $62,416,544 per payment for the first 20 years, increasing to $69,944,911 for the remaining 10 years, and an equity portion ranging from $5,708,444 to $20,608,000. The filing indicates a long-term financing obligation with no period-over-period comparisons available.

• · Lease term spans from November 15, 2026 to May 15, 2056 (30 years).
• · Debt portion increases from $62,416,544 to $69,944,911 after May 15, 2046.
• · Equity portion varies: $5,708,444 (first payment), $7,310,866 (most payments), $6,934,725 (2046-2055), and $20,608,000 (final payment).
• · No prior period data or comparative financial metrics are provided in this filing.

28-05-2026

CDT Equity Inc. received a Nasdaq deficiency notice on May 21, 2026 for failing to timely file its quarterly report (Form 10-Q) for the period ended March 31, 2026, violating the Periodic Filing Requirement. The company has until July 20, 2026 to submit a compliance plan and expects to file the 10-Q soon, but the risk of delisting remains if compliance is not regained. No financial data or period-over-period comparisons are provided in this filing.

• · The deficiency letter was issued under Nasdaq Listing Rule 5250(c)(1) for failure to file the Form 10-Q for the three-month period ended March 31, 2026.
• · The deadline to submit a formal plan to regain compliance is July 20, 2026.
• · The notice has no immediate effect on the listing or trading of CDT's common stock (CDT) or warrants (CDTTW).
• · The company is an emerging growth company and has not elected the extended transition period for new accounting standards.

28-05-2026

FOXO Technologies Inc. (OTC: FOXO) entered into an exclusive license agreement with LongevityFP Technologies, LLC (LFP) to commercialize its epigenetics technology, including two patents and related IP. LFP will pay FOXO a 3% royalty on net revenues capped at $1.3 million, and has a 10-year option to acquire majority ownership of FOXO Labs in exchange for a 40% equity interest in the resulting enterprise. The agreement resolves prior matters and provides FOXO a royalty stream and potential upside, but the royalty cap is low and the option's value depends on future commercialization success.

• · The agreement resolves all prior matters between the parties.
• · FOXO's epigenetics technology has not been commercialized in recent years under the current corporate structure.
• · FOXO's core healthcare services operations include a critical access hospital, a behavioral health facility, and a biospecimen sourcing provider.
• · Jon R. Sabes is the named inventor on the platform's core patents and the original architect of the epigenetics underwriting platform.

28-05-2026

ADT Inc. entered into an Incremental Assumption and Amendment Agreement No. 1 on May 27, 2026, to incur $100 million in incremental Term A loans under its existing credit agreement. The proceeds will be used for general corporate purposes, including permitted acquisitions, investments, new projects, and capital expenditures. The new loans have terms identical to the existing Term A loans and will increase the outstanding principal amount of that class.

• · The agreement was dated May 27, 2026, and filed as an 8-K on May 28, 2026.
• · The incremental loans are governed by the existing Term Loan Credit Agreement dated October 28, 2025.
• · The loans amortize on each Term A Loan Installment Date at the same effective rate as the Existing Term A Loans.
• · Conditions to funding include delivery of organizational documents, legal opinions, a solvency certificate, and no default or event of default continuing.

28-05-2026

Richtech Robotics Inc. (RR) received a Nasdaq notice on May 22, 2026, for failing to timely file its Form 10-Q for the quarter ended March 31, 2026, violating Listing Rule 5250(c)(1). The company has 60 days (until July 21, 2026) to submit a compliance plan, and Nasdaq may grant up to 180 days (until November 16, 2026) to regain compliance. While the notice has no immediate effect on trading, failure to regain compliance could lead to delisting from the Nasdaq Capital Market.

• · The company is an emerging growth company and has not elected to use the extended transition period for complying with new financial accounting standards.
• · If Nasdaq does not accept the compliance plan, the company has the opportunity to appeal to a Nasdaq hearings panel.
• · The company issued a press release on May 28, 2026, announcing the receipt of the notice.

28-05-2026

Vestand Inc. (VSTD) entered into a Loan Agreement with Good Mood Studio Inc. for a principal amount of $200,000. The loan bears 16% simple annual interest, matures on September 16, 2026, and is secured by 100% of Vestand's equity interest in its subsidiary Vestand Korea Co., Ltd. The proceeds are for general corporate and operating purposes. The filing involves debt financing with a relatively high interest rate and full equity collateral in a subsidiary, which increases financial risk.

• · The loan was disbursed on the effective date, March 17, 2026.
• · Interest accrues on a simple interest basis using actual/365 day count.
• · Prepayment is allowed without penalty; interest stops at repayment date.
• · Upon an Event of Default, Lender can accelerate all amounts due immediately.
• · Collateral is 100% of equity interest in Vestand Korea Co., Ltd., with rights to take ownership, sell, or exercise voting and economic rights.
• · Loan agreement is governed by California law with exclusive jurisdiction in Orange County, California.
• · Both parties represent arm's length negotiation, independent evaluation, and compliance with laws.

28-05-2026

Celularity Inc. entered into a Settlement Agreement with Helena Global Investment Opportunities 1 Ltd to resolve existing claims, including defaults and breaches under prior transaction documents. The settlement requires Celularity to pay $500,000 in cash at closing, plus $500,000 in five monthly installments of $100,000 each, and assign a $2,500,000 promissory note from NEXGEL, Inc. to the Holder. The agreement restructures obligations and secures them under an amended Security Agreement, with the Holder retaining a security interest until all conditions are met.

• · The settlement resolves Triggering Events, Events of Default, breaches, and claims for liquidated damages, accrued dividends, default interest, redemption amounts, and prepayment amounts.
• · The NEXGEL Note assignment is absolute and unconditional, not subject to revocation even if the Conditional Release fails.
• · The Security Agreement remains in full force and effect until all Release Conditions are satisfied, including full payment of the Cash Payment and all Installment Payments.
• · Failure to pay any Installment Payment on time constitutes an immediate Event of Default without notice or cure period.
• · The Company represents it is solvent as of the Effective Date and expects to pay its debts as they become due.

28-05-2026

Kennametal Inc. completed a public offering of $300 million aggregate principal amount of 5.800% Senior Notes due May 28, 2036, generating net proceeds of approximately $295.9 million. The company intends to use the proceeds primarily to fund the purchase of its existing 4.625% Senior Notes due 2028 via a concurrent tender offer, with any excess used for general corporate purposes including potential redemption of untendered 2028 notes. The offering was underwritten by BofA Securities, BNP Paribas Securities Corp., and PNC Capital Markets LLC.

• · The Notes were issued under a Base Indenture dated February 14, 2012, supplemented by a Fifth Supplemental Indenture dated May 28, 2026.
• · The Underwriting Agreement includes customary representations, warranties, indemnification, and contribution provisions.
• · Certain underwriters and their affiliates have engaged or may engage in commercial banking, derivatives, financial advisory, and investment banking transactions with Kennametal in the ordinary course.
• · The filing includes exhibits: Underwriting Agreement, Fifth Supplemental Indenture, form of Note, and legal opinion from Willkie Farr & Gallagher LLP.

28-05-2026

Allbirds, Inc. entered into a Third Amendment to its Credit Agreement on May 26, 2026, which reduces revolving commitments from the prior amount to $44.2 million and introduces two new term loan tranches (Term Loan A and Term Loan B). The amendment waives certain prepayment obligations triggered by the commitment reduction. The filing references a contemplated sale and requires the borrower to represent that no material adverse effect has occurred since December 31, 2025. While the restructuring provides additional liquidity through new debt facilities, the need for multiple amendments in rapid succession (first, second, and now third amendments within roughly 11 months of the original June 2025 agreement) signals ongoing financial strain and complex negotiations with lenders.

• · The Credit Agreement was originally dated June 30, 2025, with the First Amendment (Consent and First Amendment) dated March 29, 2026, and the Second Amendment dated April 19, 2026 — indicating three amendments in roughly 11 months.
• · The borrower must represent that no event or circumstance since December 31, 2025 has had or could reasonably be expected to have a Material Adverse Effect.
• · The borrower represents that it 'is taking all reasonable steps to complete the Contemplated Sale' and believes it 'will close without material changes to its principal terms and conditions on the timeline disclosed to the Agent.'
• · The amendment waives prepayment obligations triggered by the revolving commitment reduction (Section 2.05(h) of the Amended Credit Agreement and certain fees under the original Fee Letter), except as required under a new Fee Letter dated the Third Amendment Effective Date.
• · The amendment requires Solvency certification from the loan parties after giving effect to the new borrowings and transactions.

28-05-2026

First National Master Note Trust issued $500M Class A, $67.308M Class B, and $73.718M Class C Series 2026-1 Asset Backed Notes on May 28, 2026. Net proceeds from Class A Notes after underwriting discounts and expenses were approximately $497.5M, used to purchase credit card receivables from FNBO. The Class B and C Notes were sold privately to FNBO.

• · The Class A Notes were issued under a Registration Statement on Form SF-3 (File No. 333-288012) declared effective on August 8, 2025.
• · The Class B and C Notes were sold without registration under the Securities Act in reliance on Section 4(2) exemption.
• · Underwriters for Class A Notes were J.P. Morgan Securities LLC, Wells Fargo Securities, LLC, and BMO Capital Markets Corp.
• · Net proceeds from Class A Notes were used to purchase credit card receivables from FNBO.
• · No proceeds were used for payments to directors, officers, or 10%+ owners of the Issuer.

28-05-2026

Presurance Holdings, Inc. (PRHIZ) filed a Certificate of Amendment to effect a 1-for-7 reverse stock split, effective June 1, 2026 at 5:00 p.m. ET. The amendment also restates authorized capital to 110,000,000 shares (10M preferred, 100M common). Fractional shares will be paid in cash at the Nasdaq closing price on the last trading day before the effective time. The amendment was approved by shareholders on June 3, 2025.

• · The reverse stock split was approved by shareholders on June 3, 2025
• · Company identification number: 800722912
• · Cash payment for fractional shares will be based on Nasdaq closing price on last trading day before Effective Time
• · No fractional shares will be issued; cash is paid for fractional interests

28-05-2026

Piedmont Operating Partnership, LP, the borrower, and Piedmont Realty Trust, Inc. (PDM) entered into Amendment No. 4 to their Term Loan Agreement, securing an additional $75 million in term loans from Morgan Stanley Bank, N.A. (New Lender) and six increasing lenders, including JPMorgan Chase, Bank of America, and Wells Fargo. The amendment also extends the maturity date of the existing loans. The transaction closed on May 28, 2026, and the company represented that no event of default exists.

• · The amendment modifies the Credit Agreement originally dated January 30, 2024, which had been amended three times previously (May 2024, February 2025, September 2025).
• · The new loans are part of the same tranche and rank pari passu with existing loans.
• · Conditions to effectiveness included delivery of legal opinions from King & Spalding LLP and Venable LLP, a secretary's certificate, and compliance certificates demonstrating no default.
• · The company also reaffirmed its facility guaranty as part of the amendment.

28-05-2026

Boost Run Inc. (BRUN) entered into a material definitive agreement with Thinking Machines Lab Inc. on May 21, 2026, to provide high-performance managed GPU compute and cloud infrastructure services. The agreement includes two order forms for the rental of NVIDIA B300 GPU servers with a combined total contract value of approximately $471.7 million and a 36-month initial term. The deal involves deploying 5,000 NVIDIA B300 GPUs across Boost Run's data centers, but no prior material relationship exists between the parties beyond this agreement.

• · The MSA is the governing agreement for accessing the Boost Run platform, with individual server rentals documented through order forms that can have terms ranging from hours to multiple years.
• · Orders are non-cancelable for the specified term, and all fees are non-refundable once an order is placed.
• · The customer is obligated to pay all fees for the full duration of the initial term or any extended term, regardless of actual usage.
• · The customer may terminate for cause if Boost Run materially breaches and fails to cure within 30 days of written notice; upon termination, all outstanding fees become immediately due and payable.
• · The MSA includes customary provisions on service levels, intellectual property, data protection, confidentiality, limitation of liability, indemnification, and suspension/termination rights.
• · Neither Boost Run nor its affiliates have any material relationship with Thinking Machines Lab Inc. other than under this agreement.

28-05-2026

NextNRG, Inc. (NXXT) announced a $6.4 million private placement of 10,000,000 shares of common stock with a single new fundamental institutional investor, expected to close on May 27, 2026. The company plans to use net proceeds for growth across operating segments, working capital, strategic expansion, and eliminating outstanding convertible debt. While the CEO views this as a strong signal of institutional confidence, the offering dilutes existing shareholders by 10 million shares and the company has not disclosed the conversion terms or interest rate on the convertible debt being eliminated.

• · The offering is being conducted under Section 4(a)(2) of the Securities Act and/or Regulation D, meaning shares are not initially registered.
• · The company has agreed to file a resale registration statement with the SEC for the shares sold.
• · A.G.P./Alliance Global Partners is acting as sole placement agent.
• · The company operates one of the nation's largest on-demand fueling fleets.
• · The CEO stated the investment is a 'meaningful milestone' and a 'strong signal that sophisticated capital is paying attention.'

28-05-2026

Cheniere Energy Partners announced it has signed a lump sum turnkey EPC contract with Bechtel for Phase 1 of the Sabine Pass Expansion Project, which includes Train 7 with over 6 mtpa capacity. A limited notice to proceed has been issued for early engineering and procurement. However, FID is subject to regulatory approvals and financing, with expectations for early 2027, and FERC and DOE applications remain pending.

• · The EPC contract is lump sum turnkey for Phase 1.
• · Phase 1 includes Train 7, a boil-off gas re-liquefaction unit, supporting infrastructure, and tie-ins.
• · Phase 1 is commercially underpinned by long-term agreements with creditworthy counterparties.
• · FID on Phase 1 is subject to regulatory approvals and acceptable financing.
• · FERC and DOE applications remain pending.
• · Cheniere Partners expects to reach FID by early 2027.
• · Sabine Pass LNG terminal has operational regasification facilities including five LNG storage tanks, vaporizers, and three marine berths.
• · Cheniere Partners also owns the Creole Trail Pipeline.

28-05-2026

CID Holdco, Inc. filed a Certificate of Amendment to its Amended and Restated Certificate of Incorporation on May 27, 2026, effecting a 1-for-25 reverse stock split of its Common Stock, effective at 4:01 pm Eastern time on May 29, 2026. No fractional shares will be issued; holders otherwise entitled to a fractional share will receive a cash payment based on the fair value per share determined by the Board of Directors. The amendment was duly adopted by the board and stockholders under Delaware law.

• · The reverse stock split is effective at 4:01 pm Eastern time on May 29, 2026.
• · No fractional shares will be issued; cash payment in lieu of fractional shares is based on fair value per share determined by the Board of Directors.
• · The amendment was adopted under Section 242 of the DGCL and approved by stockholders under Section 212 of the DGCL.
• · All other provisions of the Certificate of Incorporation remain unchanged.

28-05-2026

Sabine Pass Liquefaction, LLC (SPL) entered into amendments to its Management Services Agreement and Operation and Maintenance Agreement on May 22, 2026, to update the scope of these agreements in anticipation of constructing additional liquefaction trains at its Sabine Pass LNG terminal in Louisiana. The filing does not disclose any financial terms, performance metrics, or period-over-period comparisons, so no quantitative data or balanced performance analysis is available.

• · Amendments were made to agreements originally dated May 14, 2012, and previously amended on September 28, 2015.
• · The amendments are effective as of May 22, 2026.
• · The filing includes exhibits 10.1 and 10.2, which are the full text of the amendments.
• · The registrant is a Delaware corporation with IRS employer identification number 27-3235920 and is not an emerging growth company.

28-05-2026

BBCMS Mortgage Trust 2026-5C41 issued $97 billion in commercial mortgage pass-through certificates on May 21, 2026, backed by 33 mortgage loans. The Compass Storage National Portfolio Mortgage Loan is now serviced under a separate pooling and servicing agreement (BMARK 2026-V22) with LNR Partners as special servicer, a subsidiary of Starwood Property Trust. LNR Partners has extensive experience but its portfolio face value declined from $111.8B in 2024 to $97B as of March 2026.

• · The Compass Storage National Portfolio Mortgage Loan is part of a whole loan that includes two additional pari passu promissory notes not held by the Issuing Entity.
• · LNR Partners has been engaged in special servicing for over 28 years, with resolved loans totaling approximately $95.5 billion.
• · LNR Partners' portfolio face value decreased from $111.8B (Dec 2024) to $97B (Mar 2026), a decline of 13.2%.
• · The number of domestic CMBS pools serviced by LNR Partners decreased from 196 (Dec 2024) to 184 (Mar 2026).

28-05-2026

Apogee Enterprises has entered into a definitive agreement to acquire Kalwall Companies from the Keller family for up to $115 million on a cash-free, debt-free basis, consisting of $105 million cash at close and up to $10 million in earnout. The acquisition is expected to close in fiscal Q2 2027 and will be integrated into Apogee's Architectural Glass segment, with projected first-year revenue of $85 million and an adjusted EBITDA margin of approximately 15%, targeting 20% long-term. The deal is expected to be accretive to adjusted diluted EPS in the first year and generate $4 million in operational cost synergies by fiscal 2029.

• · The acquisition will be financed using cash on hand and Apogee's existing credit facility.
• · The transaction is subject to customary closing conditions and is expected to close during fiscal Q2 2027.
• · Kalwall is a vertically integrated manufacturer with 71 years of brand reputation and proprietary polymer and coating processes.
• · The earnout of up to $10 million is contingent on financial performance through the end of Apogee's fiscal 2027 third quarter.
• · Apogee will provide further details on the transaction during its first quarter fiscal 2027 earnings conference call.

28-05-2026

Elme Communities (ELME) entered into a purchase and sale agreement on May 27, 2026 to sell its 193-unit Elme Bethesda community in Bethesda, Maryland for $59.0 million. The buyer, CAPREIT Acquisition Corporation, has placed a $1 million earnest money deposit, with the first $500,000 due within two business days and the remainder after a June 3, 2026 inspection period. However, the sale is subject to customary closing conditions and the inspection period may not be successfully completed, so there is no assurance the transaction will close on the expected timeline or at all.

• · The inspection period expires on June 3, 2026, unless extended by mutual agreement.
• · The closing date is no later than the later of July 9, 2026 or 10 business days after obtaining a certificate of compliance from Montgomery County regarding its right of first refusal.
• · The earnest money deposit becomes nonrefundable after the inspection period expires (except for seller breach or failure of conditions precedent).
• · The filing also references a Plan of Sale and Liquidation, including the sale of 19 multifamily assets to an affiliate of Cortland Partners, LLC, and a $520.0 million senior secured term loan to be repaid with property sale proceeds.

28-05-2026

Host Hotels & Resorts, Inc. amended its existing Distribution Agreement on May 27, 2026, primarily to extend the expiration date from May 31, 2026 to the earlier of the sale of $600 million in shares, termination by the Company, or termination by the Agents. The amendment also updates the settlement cycle to T+1 to align with current market practices. No shares have been sold under the agreement to date, and no other terms were changed.

• · The original Distribution Agreement was entered into on May 31, 2023.
• · The amendment updates the settlement date for shares to T+1 (next business day) to conform to changes in the settlement cycle since 2023.
• · The Company has not sold any shares under the Distribution Agreement to date.

28-05-2026

PENN Entertainment, Inc. entered into a Fourth Amendment to its Second Amended and Restated Credit Agreement, effective May 28, 2026, to reduce the Applicable Margin on Term B Facility Loans and extend the Term B Facility Maturity Date. The amendment replaces non-consenting lenders with Bank of America, N.A. as the Replacement Term B Lender and allows consenting lenders to either assign their loans or continue holding them as Amended Term B Facility Loans. No financial figures or period-over-period comparisons are provided in the filing.

• · The amendment replaces non-consenting Term B Lenders with Bank of America, N.A. as Replacement Term B Lender automatically upon satisfaction of conditions.
• · Consenting Term B Lenders could choose between a 'Cashless Consent Option' (continue holding loans as Amended Term B Facility Loans) or an 'Assign and Reallocation Consent Option' (assign existing loans and purchase Amended Term B Facility Loans).
• · The amendment modifies the Existing Credit Agreement by deleting stricken text and adding double-underlined text as set forth in Exhibit A, and amending Schedule 10.01 as set forth in Exhibit B.
• · The Fourth Amendment Effective Date requires delivery of signed Consents from Required Tranche Lenders for the Term B Facility and each Lender holding Term B Facility Loans (after replacement of non-consenting lenders).

28-05-2026

Netcapital Inc. has entered into an Asset Purchase Agreement to acquire substantially all assets of Codesharp Corporation's NetNudge AI Agent Platform Business, an AI infrastructure and agent platform for enterprise operations. The acquisition closed on May 21, 2026, with an initial consideration of 600,000 shares of Netcapital preferred stock, plus additional preferred shares contingent on the acquired business unit achieving cumulative GAAP revenue of at least $3,000,000 over an unspecified earnout period. The purchase is structured as an asset deal with assumed liabilities and excluded assets, and the agreement includes standard representations, warranties, and covenants.

• · The purchase price includes 600,000 shares of Netcapital preferred stock issued at closing, plus additional preferred shares contingent on the acquired business unit achieving cumulative GAAP revenue of at least $3,000,000 over the earnout period.
• · The acquired assets include all intellectual property, systems, owned software, domain names, social media accounts, customer lists, supplier lists, and marketing materials related to the NetNudge AI Agent Platform Business.
• · The agreement includes standard representations, warranties, and covenants, and the transaction is subject to customary closing conditions.
• · The filing does not disclose the exact earnout period duration or the number of additional shares to be issued upon milestone achievement.

28-05-2026

Viridian Therapeutics voluntarily prepaid all outstanding principal, accrued interest, fees, costs, and expenses totaling approximately $55.1 million under its Loan and Security Agreement with Hercules Capital, Inc., thereby terminating the agreement. The loan, originally providing up to $300 million in borrowings, had only $50 million drawn and carried a floating interest rate capped at 9.45% per annum. The prepayment eliminates all future obligations and covenants, improving the company's balance sheet flexibility but also consuming significant cash reserves.

• · The Loan Agreement was originally entered into on April 1, 2022, and subsequently amended on August 7, 2023 and October 17, 2025.
• · Interest-only payments were due through October 1, 2029, or if certain regulatory milestones were met, through October 1, 2030.
• · After the interest-only period, principal and interest payments were due in equal monthly installments until the maturity date of October 1, 2030.
• · The prepayment was completed on May 27, 2026, and the termination was reported on May 28, 2026.