Executive Summary
The 41 filings from June 11, 2026, paint a picture of a market with significant capital churn and distress signals, particularly in the small-cap and pre-revenue biotech sectors. A dominant theme is the aggressive use of equity-linked financing (convertible notes, PIPEs, equity lines) by cash-burning companies like PureCycle, AIM ImmunoTech, and Atossa Therapeutics, signaling ongoing liquidity pressure.
Conversely, several energy and industrial firms (Presidio Production, Venture Global, AECOM) are successfully refinancing debt at lower costs, indicating a bifurcation between distressed and healthy balance sheets. The most critical development is the Chapter 11 filing and Nasdaq delisting of GoHealth, a high-materiality event that underscores the risks in the insurtech space. Portfolio-level trends show a clear pattern of distressed companies using reverse stock splits (Verano, Shuttle Pharma) to maintain listing compliance, while larger firms (Ciena, IQVIA) execute large-scale debt offerings for refinancing and strategic purposes. Insider activity is limited in these filings, but the CEO-led PIPE at Edesa Biotech provides a positive signal, contrasting with the general lack of insider buying in most distressed issuers.
Materiality, sentiment, and priority are scored by Gunpowder’s analysis pipeline. How we score filings →
Filing types in this digest: 8-K
Tracking the trend? Catch up on the prior US Corporate Distress Financial Stress SEC Filings digest from June 04, 2026.
Investment Signals (10)
- GoHealth ↓ (BEARISH)▲
Chapter 11 bankruptcy filing and imminent Nasdaq delisting (June 16) with no appeal planned, signaling zero recovery for equity holders. The company had previously flagged non-compliance with a $35M market value rule.
- Presidio Production ↓ (BULLISH)▲
Closed a $350M ABS refinancing that reduced its weighted-average coupon by 184 bps (from 8.22% to 6.38%), enhancing free cash flow for dividends. This is a clear positive for credit holders and equity income.
- Venture Global ↓ (BULLISH)▲
Completed a $2.25B refinancing of 8.125% notes with new 6.375%/6.625% notes, reducing annual interest cost by ~$35M. This strengthens the balance sheet for a capital-intensive LNG business.
- Edesa Biotech ↓ (BULLISH)▲
CEO participated in a $3.5M PIPE at a premium ($5.21/share) vs. other investors ($4.69/share), signaling strong management conviction in the clinical-stage biotech's vitiligo program.
- Ciena ↓ (MIXED)▲
Priced a $2.5B zero-coupon convertible note offering (upsized from $2.0B) with a 60% conversion premium, using proceeds to repay term loans and buy back $140M in stock. The high premium suggests strong credit confidence, but the massive dilution overhang is a concern.
- PureCycle Technologies ↓ (BEARISH)▲
Announced concurrent $250M convertible note and $145M stock offerings to repurchase existing 7.25% green converts. The need for dilutive equity to address near-term debt maturities signals financial strain.
- Bally's Corp ↓ (BEARISH)▲
Subsidiary Bally's Intralot agreed to acquire Evoke PLC for £243M, secured with €200M bridge financing and a £889M term facility. The large debt commitment for a cross-border gambling deal introduces integration and leverage risk.
- Hyperscale Data ↓ (BEARISH)▲
Entered a $15.96M Pre-Paid Advance with a 6% discount and a conversion floor of $0.10, indicating severe financing constraints. The planned Q2 2027 divestiture of Ault Capital Group suggests a strategic pivot to focus on data centers.
- Porch Group ↓ (MIXED)▲
Purchased 2.1M shares from an affiliate for $15M to boost statutory surplus, but this is a related-party transaction, not an open-market buyback. The prior buyback program was exhausted after repurchasing only 0.3M shares for $2.5M, indicating limited capital return.
- Blue Owl Credit Income Corp ↓ (NEUTRAL)▲
Issued $1.5B in 6.550% notes due 2031, locking in a relatively high fixed rate for a BDC. The registration rights agreement (due June 2027) adds a potential overhang if the exchange offer is not consummated.
Risk Flags (10)
- GoHealth/Bankruptcy↓ [HIGH RISK]▼
Chapter 11 filing with Nasdaq delisting. The prepackaged plan likely wipes out existing equity, making this a total loss event for common shareholders.
- PureCycle Technologies/Liquidity↓ [HIGH RISK]▼
The need for a $395M combined offering (convert + equity) to repurchase a portion of its 7.25% notes suggests the company is struggling to generate sufficient cash flow to service debt, a classic distress signal.
- VSee Health/Dilution↓ [HIGH RISK]▼
Entered a $10M Standby Equity Purchase Agreement (SEPA) with a 3% VWAP discount and a 19.99% share cap. This equity line of credit is highly dilutive and signals the company's inability to access traditional capital markets.
- Cardiff Lexington/Dilution↓ [HIGH RISK]▼
Secured a $25M (expandable to $75M) equity facility with a 3-10% market discount. The 4.99% ownership cap and prohibition on other equity lines suggest the company is relying on this as its primary funding source, creating a toxic dilution risk.
- Shuttle Pharmaceuticals/Reverse Split↓ [MEDIUM RISK]▼
Effected a 1-for-10 reverse stock split. While typical for maintaining listing, it often precedes further price declines and does not address underlying business fundamentals.
- Verano Holdings/Reverse Split↓ [MEDIUM RISK]▼
Completed a 1-for-5 reverse split and reduced authorized shares. The move is a prerequisite for a potential Nasdaq uplisting, but it does not guarantee improved liquidity or institutional interest, and the stock remains on OTC markets.
- AIM ImmunoTech/Dilution↓ [MEDIUM RISK]▼
Raised $2.65M via a complex structure of registered and unregistered shares with warrants, priced at-market. The large warrant coverage (10.2M shares vs. 2.5M registered shares) signals heavy future dilution.
- Atossa Therapeutics/Dilution↓ [MEDIUM RISK]▼
Raised ~$4.1M via a registered direct offering with warrants. The warrants have a 5.5-year term, creating a long-term dilution overhang of up to 2.7M shares if exercised.
- Jaguar Health/Complex Capital Structure↓ [MEDIUM RISK]▼
Filed a Certificate of Designation for Series P Non-Convertible Preferred Stock with redemption rights and numerous triggering events. This complex structure can lead to accelerated obligations and further financial strain.
- Vireo Growth/Regulatory Risk↓ [MEDIUM RISK]▼
The $1.55M Maryland dispensary acquisition is subject to regulatory approval from the Maryland Cannabis Administration. While obtained, the broader cannabis regulatory environment remains uncertain, and the adjusted $13.66M Bridgewell acquisition price (from $40M) suggests significant renegotiation.
Opportunities (10)
- Presidio Production/Refinancing Catalyst↓ (OPPORTUNITY)◆
The 184 bps reduction in coupon on its ABS debt is a tangible catalyst for free cash flow generation. With the RBL undrawn at $65M, the company has ample liquidity for dividends or bolt-on acquisitions.
- Venture Global/Refinancing Catalyst↓ (OPPORTUNITY)◆
The $2.25B refinancing at a ~6.5% blended rate (vs. 8.125% prior) significantly reduces interest expense. As the company ramps up LNG production, this lower cost of capital should flow directly to EBITDA and equity value.
- Edesa Biotech/Insider Confidence↓ (OPPORTUNITY)◆
The CEO's participation in the PIPE at a 11% premium to other investors is a strong vote of confidence. The proceeds are earmarked for the vitiligo program, a high-value dermatology indication with significant market potential.
- Ciena/Convertible Arbitrage↓ (OPPORTUNITY)◆
The 60% conversion premium on the $2.5B zero-coupon note is unusually high, suggesting strong demand. For sophisticated investors, this creates a potential convertible arbitrage opportunity, especially with the $140M share repurchase providing a price floor.
- AECOM/Refinancing Catalyst↓ (OPPORTUNITY)◆
The new $1.5B revolver with a 4.25x leverage covenant provides ample liquidity. The accordion feature allows for up to $500M in additional commitments, positioning the company for strategic M&A or share buybacks.
- Prairie Operating Co./Stable Borrowing Base↓ (OPPORTUNITY)◆
The reaffirmation of a $475M borrowing base through Q2 2026 provides stability for the E&P company's capital plans. The retroactive effective date suggests a smooth redetermination process, indicating lender confidence.
- Badger Meter/Financial Flexibility↓ (OPPORTUNITY)◆
The extension of its $150M revolver to 2031 with no amounts drawn provides significant financial flexibility. The low 87.5 bps spread over SOFR is a sign of strong credit quality, allowing the company to fund growth initiatives cheaply.
- Humacyte/Commercial Catalyst↓ (OPPORTUNITY)◆
The proposed public offering to fund commercialization of Symvess (FDA-approved for extremity vascular trauma) is a pivotal moment. If the company can execute on its commercial launch, the stock could re-rate significantly from its current development-stage valuation.
- eXp World Holdings/Corporate Transformation↓ (OPPORTUNITY)◆
The rebranding to AGNT and redomestication to Texas, along with the integration of NextHome and FrameVR.io, creates a multi-model platform story. This could attract a new base of investors focused on the real estate technology theme.
- IQVIA Holdings/Refinancing Catalyst↓ (OPPORTUNITY)◆
The €950M issuance of 4.625% senior notes due 2033 to refinance existing debt locks in a low fixed rate for a long duration, reducing interest rate risk for a highly leveraged healthcare services firm.
Sector Themes (6)
- Distressed Biotech & Small-Cap Financing◆
6 out of 41 filings (AIM ImmunoTech, Atossa, Edesa, Humacyte, Shattuck Labs, VSee) involve dilutive equity or equity-linked financings. This signals a systemic cash crunch in the small-cap biotech sector, where companies are forced to raise capital at unfavorable terms to survive. The prevalence of warrants and pre-funded warrants indicates investors are demanding downside protection.
- Energy Sector Debt Refinancing◆
Two energy companies (Presidio Production, Venture Global) successfully executed multi-hundred-million-dollar debt refinancings at lower interest rates. This contrasts with the broader market and suggests that cash-flow positive energy firms with hard assets (oil & gas reserves, LNG facilities) are able to access credit markets on favorable terms, creating a bifurcation between 'haves' and 'have-nots'.
- SPAC and Reverse Merger Activity◆
The $200M SPAC IPO by RMG ML Sports Holdings (targeting sports industry) and the planned spin-off/merger of Eaton's mobility business with Dana Inc. indicate continued activity in the SPAC and corporate separation space. This provides opportunities for event-driven investors, though SPACs carry inherent de-SPAC risk.
- Convertible Note Market as a Distress Indicator◆
Three companies (PureCycle, Ciena, Blue Owl Credit Income) issued convertible notes. While Ciena's was a high-premium, zero-coupon structure for refinancing, PureCycle's was a distressed exchange. The convertible market is serving dual purposes: a cheap financing tool for high-grade companies and a last-resort funding source for distressed firms.
- Reverse Stock Splits as a Red Flag◆
Two companies (Verano, Shuttle Pharma) executed reverse stock splits. While often a technical move to maintain listing, they are frequently a precursor to further price declines and signal that the company's market value has deteriorated significantly. This is a recurring theme in micro-cap filings.
- Asset-Backed Securitization (ABS) Market Health◆
Two large ABS deals were filed (Wells Fargo Commercial Mortgage Trust $1.5B, Hyundai Auto Receivables Trust $2.2B). The continued flow of new issuance in CMBS and auto ABS suggests the securitization market remains open and functioning, providing a positive signal for credit markets overall, despite pockets of distress.
Watch List (8)
- GoHealth↓ (HIGH PRIORITY)👁
Monitor the Chapter 11 proceedings for the treatment of equity holders and any potential recovery for unsecured creditors. The stock will be delisted on June 16, 2026.
- PureCycle Technologies↓ (HIGH PRIORITY)👁
Watch for the pricing and completion of the $250M convertible and $145M stock offerings. Failure to complete would trigger a liquidity crisis. The use of proceeds to repurchase 7.25% notes is a key catalyst.
- Bally's Corp↓ (HIGH PRIORITY)👁
Monitor the Evoke PLC acquisition timeline (closing expected Q4 2026 - Q1 2027) and the associated €200M bridge financing. Any regulatory hurdles or financing delays could pressure the stock.
- Edesa Biotech↓ (MEDIUM PRIORITY)👁
Watch for the closing of the PIPE (June 15, 2026) and the subsequent filing of the resale registration statement (within 45 days). The CEO's participation is a key sentiment indicator to track.
- Vireo Growth↓ (MEDIUM PRIORITY)👁
Monitor regulatory approvals for the Maryland dispensary acquisition and the integration of Bridgewell Agribusiness. The convertible note conversion at $0.62/share (vs. current price) creates a potential overhang.
- Humacyte↓ (MEDIUM PRIORITY)👁
The proposed public offering is a key catalyst. Watch for pricing and the underwriters' exercise of the 15% option. Successful execution would provide a multi-year cash runway for Symvess commercialization.
- Hyperscale Data↓ (MEDIUM PRIORITY)👁
The planned Q2 2027 divestiture of Ault Capital Group is a key catalyst. Monitor for any updates on the exchange of Series F Preferred Stock and the company's transition to a pure-play data center operator.
- Blue Owl Credit Income Corp↓ (LOW PRIORITY)👁
The registration rights agreement requires an exchange offer by June 11, 2027. Failure to meet this deadline would trigger additional interest payments, a negative for the stock.
Filing Analyses
(41)
11-06-2026
Verano Holdings Corp. completed a 1-for-5 reverse stock split effective June 11, 2026, and reduced authorized shares from 5,000,000,000 to 1,000,000,000 to position for a potential U.S. stock exchange listing. The company's outstanding shares dropped from 367,690,781 to approximately 73,918,135 post-split, and the stock continues to trade on Cboe Canada and OTCQX with a temporary symbol change for 20 business days. The reverse split follows its November 2025 redomiciling to Nevada and aims to attract institutional interest, though it does not guarantee an uplisting or improved liquidity.
- · The company operates in 13 U.S. states with 14 production facilities and over 1.1 million square feet of cultivation capacity.
- · The redomiciling to Nevada occurred in November 2025.
- · No fractional shares will be issued; cash payments will be made to stockholders entitled to fractional shares based on the closing price on Cboe Canada on June 10, 2026, adjusted for the split.
- · The company had 367,690,781 shares issued before the split, resulting in approximately 73,918,135 shares post-split.
- · The OTCQX ticker will be VRNOD for 20 business days then revert to VRNO.
- · The Normal Course Issuer Bid amended to allow up to 3,643,858 common shares to be repurchased.
- · Exercise or conversion prices and underlying shares of stock options, RSUs, and other convertible securities were proportionately adjusted.
11-06-2026
PureCycle Technologies announced concurrent public offerings of $250.0M in convertible senior notes due 2032 and $145.0M in common stock, with underwriter over-allotment options of up to $37.5M and $18.75M respectively. The net proceeds will be used to repurchase a portion of its outstanding 7.25% green convertible notes due 2030, for working capital, and general corporate purposes. The offerings are subject to market conditions and there is no assurance of completion.
- · The notes will be general unsecured obligations and accrue interest semiannually in arrears; interest rate and conversion rate to be determined at pricing.
- · PureCycle intends to repurchase a portion of its outstanding 7.25% green convertible notes due 2030 using proceeds from the offerings.
- · The offerings are made under an automatically effective shelf registration statement on Form S-3 (File No. 333-296672) filed June 10, 2026.
- · Morgan Stanley is the sole bookrunner for both offerings.
- · PureCycle holds a global license for patented dissolution recycling technology developed by P&G to transform polypropylene plastic waste (#5 plastic) into PureFive® resin.
11-06-2026
Wells Fargo Commercial Mortgage Trust 2026-5C9 issued $1.5B in Commercial Mortgage Pass-Through Certificates on May 28, 2026, backed by 29 fixed-rate mortgage loans and subordinate interests in two commercial mortgage loans secured by 138 properties. The filing also details the transfer of servicing for The Towers at Cupertino City Center Mortgage Loan to a new pooling and servicing agreement (BANK5 2026-5YR22) effective June 1, 2026, with substantially similar terms but certain differences in servicing provisions.
- · The Certificates represent the entire beneficial ownership in the Issuing Entity, a common law trust fund formed on May 28, 2026 under New York law.
- · The Towers at Cupertino City Center Whole Loan includes three additional pari passu promissory notes not held by the Issuing Entity.
- · The BANK5 2026-5YR22 Pooling and Servicing Agreement is dated June 1, 2026 and involves KeyBank National Association as special servicer, replacing Rialto Capital Advisors, LLC.
- · The prospectus for the Certificates was filed under Rule 424(b)(2) on May 12, 2026 (SEC File Number 333-282099-13).
11-06-2026
RMG ML Sports Holdings, a newly organized SPAC, announced the pricing of its $200 million initial public offering of 20,000,000 units at $10.00 per unit. The units are expected to trade on Nasdaq under the ticker 'SHOTU' starting June 10, 2026, with the offering closing on June 11, 2026. The company, led by CEO James Carpenter and CFO Douglas Horlick, intends to target opportunities in the global sports industry and adjacent sectors.
- · The company is a Cayman Islands exempted company.
- · Each unit consists of one Class A ordinary share and one right to receive one-eighth of one Class A ordinary share upon business combination.
- · The ordinary shares and rights are expected to trade under symbols 'SHOT' and 'SHOTR' respectively after separate trading begins.
- · Santander is the sole book-running manager for the offering.
- · The registration statement was declared effective by the SEC on June 9, 2026.
- · The company intends to target opportunities in global sports, entertainment, eSports, gaming, music publishing, and real estate development focused on stadiums and venues.
11-06-2026
Presidio Production Company announced the closing of a $350 million investment-grade ABS refinancing that reduces its weighted-average coupon by 184 bps (from 8.22% to 6.38%) and lowers scheduled amortization, enhancing free cash flow for dividends. The proceeds were used to refinance prior ABS debt, pay down $37 million drawn under its RBL, add $35 million of hedges, and pay expenses; the RBL remains undrawn with a $65 million borrowing base. The press release does not include any negative metrics or flat performance, but the overall sentiment is positive due to lower cost of capital and improved liquidity.
- · The ABS was issued with a master trust and first-of-its-kind oil and gas ABS make-whole provisions.
- · The ABS is redeemable at the Company's option at 102% prior to year 1, 101% prior to year 2, and 100% (par) thereafter.
- · Hedging program details: Oil swaps volume from 274 MBbl (2Q26) to 933 MBbl (Beyond); Natural gas swaps from 6,264 BBtu (2Q26) to 47,417 BBtu (Beyond); Natural gas basis swaps from 5,990 BBtu (2Q26) to 0 (Beyond); NGL swaps from 556 MBbl (2Q26) to 1,316 MBbl (Beyond).
- · Strike prices for oil swaps range from $57.35/Bbl (2Q26) to $108.29/Bbl (2Q27).
- · Strike prices for natural gas swaps range from $6.23/MMBtu (2Q26) to $3.49/MMBtu (Beyond).
- · Previous ABS debt (including accrued interest and make-whole fees) paid off with $263 million of proceeds.
- · RBL borrowing base of $65 million remains undrawn after the $37 million pay down.
11-06-2026
PetVivo Holdings received $150,000 in gross proceeds from a partial exercise of an investor's purchase option under a Subscription Agreement dated March 13, 2026, bringing total aggregate investment to $1,150,000. The company issued 187,500 Units at $0.80 per Unit, each consisting of one common share and one warrant exercisable at $1.10 per share for three years. While the company has raised a meaningful cumulative amount, the current tranche of $150,000 is relatively modest, and the weighted average price of $0.80 per Unit is well below the warrant exercise price of $1.10, implying limited near-term upside for the warrants.
- · The Offering is conducted under the exemption from registration under Section 4(a)(2) of the Securities Act and Regulation D; the investor is an accredited investor.
- · The Securities issued (shares, warrants, and underlying shares) are restricted securities under Rule 144 and bear a restrictive legend.
- · The investor's remaining purchase option is exercisable through July 15, 2026.
- · The warrants have a three-year expiration from the date of issuance.
- · Common stock trades on OTCQX under symbol PETV; warrants trade on OTCID under symbol PETVW.
11-06-2026
Blue Owl Credit Income Corp. issued $1.5B in 6.550% notes due 2031 and entered into a Registration Rights Agreement with initial purchasers including Wells Fargo Securities and others. The company must file an exchange offer registration statement by June 11, 2027, or pay additional interest to noteholders.
- · The notes were issued under an Eleventh Supplemental Indenture dated June 11, 2026, with Truist Bank as trustee.
- · The Registration Rights Agreement requires the company to use commercially reasonable efforts to consummate the exchange offer by June 11, 2027.
- · Failure to meet registration obligations triggers additional interest payments to noteholders.
- · The filing includes forms of notes sold under Rule 144A and Regulation S of the Securities Act.
11-06-2026
W.R. Berkley Corporation has amended its existing Credit Agreement dated April 1, 2022, to extend the Maturity Date and modify certain provisions, with the amendment executed on June 9, 2026, and reported on Form 8-K on June 11, 2026. The amendment was entered with Bank of America, N.A. as Administrative Agent, and other lenders including M&T Bank, JPMorgan Chase Bank, and Morgan Stanley Bank. The borrower has certified no Default and no Material Adverse Effect since December 31, 2025.
- · The amendment was effective as of June 9, 2026 (the First Amendment Effective Date).
- · Lenders party to the amendment include Bank of America, M&T Bank, JPMorgan Chase Bank, and Morgan Stanley Bank.
- · The amended Credit Agreement was originally entered as of April 1, 2022.
- · The borrower has certified that since December 31, 2025, no event or circumstance that has had or could reasonably be expected to have a Material Adverse Effect has occurred.
- · Legal opinion provided by Norton Rose Fulbright US LLP, counsel to the borrower.
- · The amendment includes standard representations and warranties, including no Default, and compliance with KYC and PATRIOT Act requirements.
- · The exhibit replaced is Exhibit C (Form of Compliance Certificate); other exhibits remain unchanged.
11-06-2026
AIM ImmunoTech Inc. announced a $2.65 million financing consisting of a registered direct offering and concurrent private placement priced at-market under NYSE American rules. The offering includes 2,554,119 registered shares and 2,554,119 unregistered shares (or pre-funded warrants) plus Class J Warrants to purchase up to 10,216,476 shares at $0.5189 per share, with net proceeds intended for clinical drug supply manufacturing, ongoing and planned Phase 3 clinical trial activities, and working capital. The offering is expected to close on June 10, 2026, subject to customary conditions.
- · The Class J Warrants have a five-year term from the initial exercise date and are exercisable subject to stockholder approval.
- · The registered direct offering is conducted under a shelf registration statement on Form S-3 (File No. 333-286319) declared effective on July 3, 2025.
- · The private placement relies on exemption under Section 4(a)(2) of the Securities Act and Regulation D.
- · Ladenburg Thalmann & Co. Inc. is the exclusive placement agent, with contact details provided for prospectus requests.
11-06-2026
GoHealth, Inc. received a Nasdaq delisting notice on June 9, 2026, following its Chapter 11 bankruptcy filing on June 7, 2026. Trading of its Class A common stock (GOCO) will be suspended at the opening on June 16, 2026, and the company does not plan to appeal. The stock may trade on the OTC markets, but the company warns of substantial risks and limited recovery for existing equity holders under the prepackaged reorganization plan.
- · The company had previously been notified on March 18, 2026 of non-compliance with Nasdaq Listing Rule 5550(b)(2) requiring a minimum market value of $35 million.
- · Nasdaq's delisting determination was also based on public interest concerns from the Chapter 11 filing and concerns about residual equity interest of existing holders.
- · The company does not intend to appeal the delisting determination.
- · The company expects its Class A common stock may be quoted on the OTC Basic Market or another over-the-counter market, but provides no assurance of continued trading or liquidity.
- · The company cautions that trading in its stock during the Chapter 11 Cases is highly speculative and may bear little relation to actual recovery for holders.
11-06-2026
Bally's Corp subsidiary Bally's Intralot S.A. has agreed to acquire Evoke PLC in an all-share acquisition valued at approximately £243.1 million, with a cash alternative capped at £117.1 million. The acquisition is expected to close between Q4 2026 and Q1 2027, subject to shareholder and regulatory approvals. Bally's Intralot has secured up to €200 million in bridge financing from Deutsche Bank and Jefferies, as well as commitments for a £889 million second lien term facility to refinance Evoke's existing debt, though Bally's Intralot will not provide guarantee or collateral support beyond specific funding obligations.
- · Bally's Corp has agreed to vote its Bally's Intralot shares in favor of resolutions necessary for the acquisition, including share issuance and articles amendment.
- · Evoke has obtained pre-emptive change of control consent waivers from holders of its senior secured notes due 2030 and 2031 and its revolving credit facility.
- · The acquisition is structured as a scheme of arrangement under Part VIII of the Gibraltar Companies Act.
- · Bally's Intralot will not provide guarantee or collateral support for the second lien term facility, except for the mandatory repayment and synergy cost funding obligations.
11-06-2026
Parabilis Medicines, Inc. filed an 8-K on June 11, 2026, announcing the adoption of its Seventh Amended and Restated Certificate of Incorporation, effective upon filing. The amendment reclassifies existing common stock into Voting Common Stock (600M shares authorized) and Non-Voting Common Stock (200M shares authorized), with the Non-Voting Common Stock convertible into Voting Common Stock subject to a 4.99% beneficial ownership limitation (which can be increased up to 19.99% by holders). The filing also authorizes 10M shares of undesignated Preferred Stock. No financial metrics or period-over-period comparisons are provided in this filing.
- · The original Certificate of Incorporation was filed on July 10, 2015, under the name FOG Pharmaceuticals, Inc.
- · The Sixth Amended and Restated Certificate was filed on January 6, 2026, and amended on June 3, 2026.
- · The registered office is at 251 Little Falls Drive, Wilmington, DE 19808, with Corporation Service Company as registered agent.
- · Common stock par value is $0.0001 per share; Preferred Stock par value is also $0.0001 per share.
- · Holders of Non-Voting Common Stock may convert shares into Voting Common Stock only if doing so does not exceed the Beneficial Ownership Limitation.
- · Conversion requires written notice and surrender of certificates (if any) to the Corporation or its transfer agent.
11-06-2026
Natural Gas Services Group, Inc. (NGS) held its 2026 annual meeting on June 10, 2026, where shareholders elected three directors, including new board member John E. Jackson, and approved all proposals including executive compensation, ratification of auditors, and the redomestication from Colorado to Texas. The company also entered into an indemnification agreement with Mr. Jackson. Shareholder turnout was high at 84% of outstanding shares, but broker non-votes of 1,215,264 shares were present on all non-routine proposals.
- · The indemnification agreement with John E. Jackson includes expense advancement rights in legal proceedings, subject to repayment if indemnification is later determined not to be owed.
- · Proposal 2 (advisory vote on executive compensation) received 560,762 against votes and 201,904 abstentions, indicating some shareholder dissent.
- · Proposal 3 (ratification of auditor) passed with 10,425,583 for, 3,207 against, and 125,531 abstentions.
- · Proposal 4 (redomestication to Texas) passed with 9,219,513 for, 113,692 against, and 5,852 abstentions.
- · The record date for the meeting was April 16, 2026, with 12,590,213 shares outstanding.
11-06-2026
AECOM entered into a new $1.5 billion revolving credit facility on June 10, 2026, replacing its existing credit agreement. The facility includes an accordion feature allowing for up to $500 million in additional commitments and is priced based on AECOM's consolidated leverage ratio, with initial margins of 1.25% for Term SOFR loans and 0.15% commitment fees. However, the agreement contains extensive negative covenants and events of default that could restrict AECOM's financial flexibility.
- · The credit agreement includes a financial covenant requiring a maximum Consolidated Leverage Ratio of 4.25 to 1.00.
- · The facility is secured by collateral and includes guarantees from certain domestic subsidiaries.
- · The agreement contains provisions for defaulting lenders and mandatory prepayment events.
- · The facility matures on June 10, 2026 (the Closing Date) with a five-year term.
- · The agreement includes representations and warranties related to Sanctions and Anti-Corruption Laws compliance.
11-06-2026
VSEE HEALTH, INC. entered into a Securities Purchase Agreement with ADI Funding LLC on June 8, 2026, for the sale of a Note and Conversion Shares. The agreement includes representations and warranties, and an Event of Default provision if the Company breaches material representations. No specific financial amounts are disclosed in the filing.
- · The agreement is dated June 8, 2026, with a closing date of June 1, 2026.
- · The Buyer is an accredited investor and the Securities are unregistered.
- · The Company represents that it has filed all required SEC documents and that there has been no material adverse change since June 30, 2025.
- · The Note includes an Event of Default provision for breach of material representations.
11-06-2026
VSee Health, Inc. entered into a Standby Equity Purchase Agreement (SEPA) with YA II PN, LTD. on June 2, 2026, allowing the company to sell up to $10 million of common stock over three years at a 3% discount to the lowest daily VWAP. The agreement includes a $25,000 structuring fee and 532,481 commitment shares, but is capped at 9,715,140 shares (19.99% of outstanding stock) unless shareholder approval is obtained. The company cannot draw on the facility until a resale registration statement is effective, and the investor's beneficial ownership is limited to 4.99%.
- · The SEPA has a term ending June 2, 2029, unless terminated earlier.
- · The maximum advance amount per notice is 100% of the 5-day average daily trading volume of VSEE common stock on Nasdaq.
- · The pricing period for each advance is 3 consecutive trading days starting from the advance notice delivery date.
- · The company may terminate the SEPA at any time with 5 trading days' notice, provided no outstanding advances and all fees paid.
- · The investor cannot assign or transfer its rights under the SEPA.
- · The company must file a registration statement for resale of the shares before it can request any advances.
11-06-2026
Cardiff Lexington Corporation (CDIX) entered into a common stock purchase agreement and registration rights agreement with an institutional investor on June 5, 2026, securing a committed equity facility of up to $25,000,000, which can be increased to $75,000,000 at the company's sole discretion. The company issued commitment shares valued at $250,000 (or $750,000 if the facility is increased) to the investor. The facility allows CDIX to sell shares at a 3% discount to market price, with a higher 10% discount if the stock price falls below $0.20, and includes a 4.99% beneficial ownership cap and a prohibition on short selling by the investor.
- · The purchase price is the lesser of 97% of the lowest daily VWAP over the prior 5 trading days and 97% of the lowest trading price on the 3rd full trading day after the purchase date.
- · If the stock price is below $0.20 and the investor waives the minimum price requirement, the discount increases to 10% (90% of market price) and the company must reimburse the investor for incremental trading commissions and clearing costs.
- · The company cannot enter into any other equity line of credit, at-the-market offering, or similar continuous offering during the term of the agreement.
- · If the company completes an equity transaction before termination, the investor can require the company to repurchase all outstanding shares (excluding commitment shares) at 100% of the purchase price.
- · The investor is prohibited from engaging in any direct or indirect short selling or hedging of the company's common stock.
- · The company may terminate the agreement at any time without fee, penalty, or cost upon 5 trading days' written notice.
11-06-2026
Dana Incorporated (DAN) entered into a Separation and Distribution Agreement with Eaton Corporation plc on June 10, 2026, under which Eaton will spin off its mobility business (SpinCo) and immediately merge SpinCo with Dana. The transaction is structured as a tax-free spin-off and merger, with Dana shareholders receiving SpinCo shares. The filing does not disclose financial terms or performance metrics.
- · The spin-off is intended to qualify as tax-free under Section 355(a) of the Code for U.S. federal income tax purposes.
- · The merger is intended to qualify as a reorganization under Section 368(a) of the Code.
- · The distribution may be effected as a one-step spin-off or an exchange offer followed by a clean-up spin-off.
- · The agreement includes non-solicitation and non-competition covenants between the parties post-distribution.
- · The filing includes exhibits for Employee Matters, Intellectual Property, Tax Matters, Real Estate, and Transition Services agreements.
11-06-2026
Ciena Corporation announced the pricing of an upsized $2.5 billion aggregate principal amount of 0.00% convertible senior notes due 2031, increased from the previously announced $2.0 billion. The company intends to use approximately $1.14 billion of the net proceeds to repay amounts outstanding under its term loan, $100 million to pay the net cost of convertible note hedge transactions, and $140 million to repurchase approximately 0.3 million shares of common stock at $466.67 per share. The notes carry a conversion premium of approximately 60% over the stock's last reported sale price, and the offering is expected to close on June 11, 2026.
- · The notes will mature on September 15, 2031, unless earlier converted, redeemed or repurchased.
- · Initial conversion rate is 1.3393 shares per $1,000 principal amount of notes.
- · Notes are redeemable at the company's option on or after September 20, 2029, subject to conditions, and also redeemable via a cleanup redemption if less than 10% of the initial principal remains outstanding.
- · The company granted initial purchasers an option to purchase up to an additional $375.0 million in notes within a 13-day period beginning on the first issuance date.
- · The offering is being made only to qualified institutional buyers under Rule 144A.
- · The notes and guarantees have not been registered under the Securities Act.
11-06-2026
Veea Inc. raised $8.0 million in a private investment in public equity (PIPE) and a debt conversion, issuing 2.2 million shares of common stock and warrants to purchase an additional 1.5 million shares.
11-06-2026
Hyperscale Data, Inc. (GPUS-PD) entered into a Pre-Paid Advance Agreement with Yorkville for a $15,958,000 principal advance, subject to a 6% discount resulting in an actual commitment of $15,000,520. The advance bears 4% annual interest and is due by December 10, 2027, with Yorkville having the option to convert outstanding amounts into Class A common stock at a price per share between $0.10 and the lower of $0.2153 or 90% of the 5-day VWAP. The company also reiterated its planned divestiture of Ault Capital Group in Q2 2027, which will occur through an exchange of Series F Preferred Stock for ACG shares.
- · The conversion price for shares issued to Yorkville is capped at $0.2153 per share and floored at $0.10 per share, with a 90% of 5-day VWPA calculation.
- · The advance matures on December 10, 2027, with interest accruing at 4% annually.
- · Hyperscale Data expects the divestiture of ACG to occur in Q2 2027, after which the company will focus solely on data center operations and digital asset holdings.
- · On December 23, 2024, the company issued 1,000,000 shares of Series F Preferred Stock to all common and Series C Preferred stockholders on an as-converted basis.
11-06-2026
IQVIA Holdings Inc. subsidiary IQVIA Inc. issued €950 million in 4.625% senior notes due 2033, with net proceeds used to refinance existing debt and pay related fees. The notes are unsecured, mature June 15, 2033, and pay semi-annual interest starting December 15, 2026. No negative or flat performance metrics are present in this filing as it solely reports a debt offering.
- · Notes are unsecured obligations of IQVIA Inc.
- · Maturity date: June 15, 2033
- · Interest payable semi-annually on June 15 and December 15, beginning December 15, 2026
- · Issuer may redeem notes prior to June 15, 2029 with a make-whole premium; after that date, redemption premium declines from 2.313% to 0.000%
- · Certain subsidiaries of IQVIA Inc. act as guarantors under the indenture
11-06-2026
Humacyte, Inc. announced a proposed underwritten public offering of its common stock, with an option for underwriters to purchase an additional 15% of shares within 30 days. The company intends to use net proceeds to fund commercialization of Symvess®, a planned BLA supplement for hemodialysis, pipeline development, and working capital. The offering is subject to market conditions, and there is no assurance of completion or final terms.
- · The offering is conducted under a shelf registration statement on Form S-3 (No. 333-290231) filed September 12, 2025 and effective September 22, 2025.
- · Joint book-running managers: Barclays, BTIG, and Titan Partners.
- · Symvess received FDA approval for extremity vascular trauma and was commercially launched in Q1 2025.
- · The ATEV for hemodialysis and other indications remains investigational and not yet FDA-approved.
11-06-2026
Venu Holding Corp (VENU) disclosed a material agreement for the purchase of a 9.5-acre property in Colorado Springs for $49.7M, with $29.82M financed via a senior bank loan from Columbia Bank and $19.88M via a seller-financed promissory note. Concurrently, the seller will purchase $10M in Venu common shares and warrants will be issued. The transaction closed on June 5, 2026, and involves a complex distribution of proceeds among the seller's beneficial interest holders.
- · The seller is a Delaware statutory trust (Notes CS I, DST) holding the property for beneficial interest holders.
- · Proceeds distribution priority: (1) closing costs, (2) trust administrative expenses, (3) share purchase ($10M), (4) buyout of beneficial interest holders, (5) residual to seller.
- · The seller's lien from the promissory note is expressly junior and subordinate to the bank loan lien.
- · Closing occurred on June 5, 2026, the same date as the agreement's effective date.
- · Seller must deliver executed Purchase Option Agreements from each beneficial interest holder as a condition to closing.
- · Title insurance will be provided by Land Title Guarantee Company with a 2021 ALTA extended coverage policy.
11-06-2026
Shuttle Pharmaceuticals Holdings, Inc. filed a Certificate of Amendment to effect a 1-for-10 reverse stock split of its common stock, effective June 11, 2026. The amendment was approved by the board and stockholders, and fractional shares will be rounded up to whole shares. This corporate action is typically taken to meet listing requirements or improve stock price, but it does not change the company's underlying value.
- · The reverse stock split was approved by the board and stockholders under Section 242 of the DGCL.
- · The par value remains unchanged at $0.00001 per share.
- · Fractional shares will be rounded up to a whole share, not cashed out.
- · The amendment is effective as of 12:01 a.m. ET on June 11, 2026.
- · The company was originally incorporated on April 5, 2018.
11-06-2026
The Crypto Company (CRCW) entered into Subscription Agreements with institutional and accredited investors on June 6 and June 11, 2026, to sell 96,000,000 shares of common stock at $0.001 par value for an aggregate purchase price of $300,000 in cash. The private placement was exempt from registration under Regulation D. The company also issued prepaid warrants for future offerings. No period-over-period comparisons are available as this is a one-time event.
- · The Subscription Agreements include prepaid warrants for future private placements.
- · Investors are accredited and the offering is exempt under Rule 506(b) of Regulation D.
- · The filing incorporates by reference a form of Subscription Agreement from an earlier filing on April 28, 2026.
11-06-2026
Edesa Biotech announced a $3.5 million private placement (PIPE) of common shares, led by its CEO and healthcare-focused investors, with proceeds intended to advance its vitiligo program and drug candidate paridiprubart. The offering includes 729,241 common shares at $4.69 per share for investors and $5.21 per share for the CEO, expected to close on June 15, 2026. While the financing provides near-term capital, the company remains a clinical-stage biopharmaceutical firm with no approved products and faces significant execution and regulatory risks.
- · CEO purchased shares at $5.21 per share, while other investors paid $4.69 per share.
- · Edesa plans to file a resale registration statement with the SEC within 45 days of closing.
- · The PIPE was conducted without an agent, underwriter, broker, or dealer.
- · In Canada, a material change report is expected to be filed less than 21 days before closing.
- · Edesa's pipeline includes EB06 for vitiligo, EB01 for allergic contact dermatitis (Phase 3-ready), and paridiprubart for ARDS (recipient of two Canadian government funding awards).
11-06-2026
Shattuck Labs, Inc. entered into an underwriting agreement on June 9, 2026, for an underwritten public offering of 10,879,376 shares of common stock at $4.00 per share and pre-funded warrants to purchase 7,870,624 shares at $3.9999 per share. The underwriters fully exercised their option to purchase an additional 2,812,500 shares. The offering is expected to close on June 11, 2026, and the company received a legal opinion from Gibson, Dunn & Crutcher LLP regarding the validity of the securities.
- · The offering was made under a shelf registration statement (File No. 333-292697) filed on January 13, 2026 and declared effective on January 21, 2026.
- · A final prospectus supplement dated June 9, 2026 was filed with the SEC on June 11, 2026.
- · The pre-funded warrants have an exercise price of $0.0001 per share and are exercisable at any time after issuance.
- · Holders of pre-funded warrants are subject to a beneficial ownership limitation of 4.99% or 9.99%, which can be increased to up to 19.99% with 61 days' notice.
- · The underwriting agreement includes customary representations, warranties, indemnification obligations, and termination provisions.
11-06-2026
On June 11, 2026, Venture Global LNG, Inc. (VGLNG), a wholly-owned subsidiary of Venture Global, Inc., completed a $2.25 billion senior secured notes offering, consisting of $1.125 billion of 6.375% notes due 2034 and $1.125 billion of 6.625% notes due 2036. The gross proceeds were used to redeem all of VGLNG's outstanding 8.125% senior secured notes due 2028, with cash on hand covering the redemption premium and related fees. The refinancing reduces the company's interest cost from 8.125% to a blended rate of approximately 6.5%, but adds significant long-term debt with maturities extending to 2034 and 2036.
- · The Notes were offered only to qualified institutional buyers under Rule 144A and to non-U.S. investors under Regulation S; they are not registered under the Securities Act.
- · Interest on each series of Notes is payable semi-annually on June 15 and December 15, beginning December 15, 2026.
- · The Notes are initially unguaranteed by VGLNG's subsidiaries; future guarantees will be required if subsidiaries incur or guarantee certain indebtedness, except during an investment-grade rating Suspension Period.
- · The Notes are secured on a first-priority basis by the same collateral securing VGLNG's existing notes and revolving credit facility, but will cease to be secured during any Suspension Period.
- · VGLNG may redeem up to 40% of the outstanding principal amount of the Notes before certain dates using net cash proceeds from equity offerings.
- · The Indenture includes restrictive covenants limiting restricted payments, additional indebtedness, liens, affiliate transactions, and mergers, subject to exceptions and suspension during investment-grade periods.
11-06-2026
Badger Meter, Inc. amended and extended its $150 million multi-currency revolving credit facility on June 5, 2026, with an extended maturity date of July 8, 2031. As of the report date, no amounts were outstanding under the facility. Borrowings under the amended facility will bear interest based on the Term SOFR Rate, Adjusted EURIBO Rate, or Daily Simple SONIA plus 87.5 basis points, with financial covenants including a maximum Consolidated Net Debt to EBITDA Ratio of 3.00x and a minimum interest coverage ratio of 3.00x.
- · The credit facility can be denominated in U.S. dollars, euros, and British pounds sterling.
- · Interest rate benchmarks are Term SOFR (USD), Adjusted EURIBO Rate (EUR), and Daily Simple SONIA (GBP).
- · The facility has two key financial covenants: (i) maximum Consolidated Net Debt to EBITDA Ratio of 3.00:1, and (ii) minimum ratio of EBITDA to cash interest expense of 3.00:1.
- · For material acquisitions, the company may elect (up to two times in any five-year period) to increase the maximum leverage covenant to 3.50:1 for four consecutive fiscal quarters.
- · No amounts were outstanding under the facility before or after the amendment.
- · The original credit agreement was amended and extended, and the full text is filed as Exhibit 10.1.
11-06-2026
Prairie Operating Co. entered into a Second Amendment to its Amended and Restated Credit Agreement, reaffirming the borrowing base at $475 million, effective June 10, 2026 (retroactive to April 1, 2026). The amendment was executed with Citibank as administrative agent and includes KeyBank and MUFG as lenders. The company satisfied conditions including title and mortgage coverage and no defaults exist.
- · The amendment is retroactively effective from April 1, 2026, and constitutes the Scheduled Redetermination for that date.
- · Conditions included title information covering at least 90% of PV-9 of Borrowing Base Properties and mortgages covering at least 95% of PV-9.
- · Borrower must cause deposit accounts with Bank of America to be subject to Account Control Agreements.
- · No Default or Event of Default existed as of the effective date.
11-06-2026
Atossa Therapeutics entered into a securities purchase agreement on June 10, 2026, for a registered direct offering of 1,363,638 shares of common stock and Series A and Series B warrants (each to purchase 1,363,638 shares) at a combined price of $3.30 per share. The offering is expected to close on June 12, 2026, with net proceeds of approximately $4.1 million, and potential additional gross proceeds of $12 million if the warrants are fully exercised on a cash basis. However, there is no assurance that any warrants will be exercised, and the company intends to use proceeds for clinical development, working capital, and general corporate purposes.
- · The Series A warrants have an exercise price of $4.40 per share, exercisable six months after issuance, and expire on the 5.5-year anniversary.
- · The Series B warrants have an exercise price of $4.40 per share, exercisable six months after issuance, and expire on the 2-year anniversary.
- · The Placement Agent Warrants have an exercise price of $4.125 per share, exercisable 60 days after issuance, and expire on June 12, 2031.
- · The company does not plan to list the Series Warrants on any national securities exchange.
- · The offering was made under a prospectus supplement dated June 10, 2026, and a base prospectus dated May 23, 2024 (part of Form S-3, File No. 333-279367).
11-06-2026
NightFood Holdings, Inc. (NGTF), doing business as TechForce Robotics, announced a strategic supply and development agreement with Taiwan-based Jiun Jiang Enterprise Co., Ltd. (JJ Enterprise) to advance AI infrastructure, semiconductor automation, and pharmaceutical robotics. The partnership provides TechForce Robotics with access to JJ Enterprise's decades of expertise in semiconductor-grade manufacturing and precision engineering, supporting its evolution from a service robotics platform into a broader AI-enhanced automation company. No financial terms or specific revenue guidance were disclosed, and the filing contains only forward-looking statements without any current period financial results or performance metrics.
- · The agreement establishes a framework for future engineering collaboration, prototype development, manufacturing support, and commercialization initiatives.
- · JJ Enterprise operates within key segments including advanced semiconductor packaging, thermal interface material (TIM) manufacturing, gallium-based liquid metal processing, semiconductor materials production, and precision industrial automation.
- · TechForce Robotics delivers solutions through a Robotics-as-a-Service (RaaS) model, generating recurring revenue opportunities.
- · The partnership is expected to support development of next-generation automation platforms for pharmaceutical, biotechnology, laboratory, and other regulated industries.
- · No financial terms, revenue projections, or specific milestones were disclosed in the filing.
11-06-2026
Jaguar Health, Inc. filed a Certificate of Designation for a new Series P Non-Convertible Preferred Stock, consisting of 300 shares, with terms including a 9.99% beneficial ownership cap, redemption rights, and dividend provisions. The filing also outlines numerous triggering events that could accelerate obligations, including failure to register shares, trading suspension, bankruptcy, and breach of covenants. This capital structure adjustment provides the company with additional financing flexibility but introduces significant investor protections and potential dilution risks.
- · The Series P Preferred Stock is non-convertible, meaning it does not automatically convert into common stock.
- · Holders are subject to a 9.99% beneficial ownership cap, which can be increased with 61 days' notice but not above 9.99% without prior written consent.
- · The company may issue pre-funded warrants in lieu of common stock if redemption would exceed the ownership cap.
- · Triggering events include failure to register shares, trading suspension, bankruptcy, breach of covenants, default on $100,000+ indebtedness, and final judgments over $100,000.
- · If any Series P shares remain outstanding on the third anniversary of the original issue date, that itself constitutes a triggering event.
- · The Certificate of Designation was filed under Section 151 of the Delaware General Corporation Law.
11-06-2026
Porch Group, Inc. announced the purchase of approximately 2.1 million shares of its common stock from the Porch Reciprocal Exchange for $15 million in cash, or $7.17 per share, to increase the Reciprocal's statutory surplus. The Reciprocal's statutory surplus was approximately $165 million as of March 31, 2026, supporting over $800 million in Reciprocal Written Premiums, with growth continuing better than expectations. However, the company's prior open market repurchase program was exhausted in March 2026 after repurchasing only 0.3 million shares for $2.5 million, indicating limited prior buyback activity.
- · The transaction was executed by Porticus Reinsurance Ltd., a Cayman Islands captive reinsurance subsidiary of Porch Group, allowed under the 2028 Convertible Senior Notes indenture.
- · The purchase price of $7.17 per share was based on the Nasdaq closing price on March 31, 2026, the date corporate approvals were received.
- · The securities purchase agreement was entered into on June 10, 2026, after regulatory approvals from the Texas Department of Insurance and the Cayman Islands Monetary Authority.
- · The prior open market repurchase program was exhausted in March 2026 and represented the maximum amount permitted under the 2028 convertible notes indenture.
11-06-2026
eXp World Holdings, Inc. completed its corporate transformation, renaming to AGNT, Inc. and redomesticating from Delaware to Texas. The company now operates as a multi-model platform under AGNT, uniting eXp Realty, NextHome, FrameVR.io, and SUCCESS Enterprises. The redomestication to Texas was approved by stockholders and aims to align governance with agent-centric interests.
- · The company's ticker changed to AGNT in May 2026.
- · NextHome was added to the platform prior to the name change.
- · The redomestication was approved at the Annual Meeting of Stockholders on May 8, 2026.
- · Texas law permits directors and officers to consider agent interests in fiduciary duties.
- · The review process for redomestication spanned more than a year and was supported by a Special Committee of independent directors.
11-06-2026
Hyundai Auto Receivables Trust 2026-B issued $2,187,070,000 in asset-backed notes across seven classes (A-1, A-2-A, A-2-B, A-3, A-4, B, C) under an Underwriting Agreement dated June 9, 2026, with Citigroup Global Markets Inc. as representative of the underwriters. The notes are backed by retail installment sale contracts for new and used automobiles, light-duty trucks, and minivans transferred from Hyundai Capital America to Hyundai ABS Funding, LLC. The transaction involves multiple ancillary agreements including a Receivables Purchase Agreement, Sale and Servicing Agreement, Indenture, and Asset Representations Review Agreement with Clayton Fixed Income Services LLC, with the closing date expected on or about June 17, 2026.
- · The Underwriting Agreement was entered into on June 9, 2026, with Citigroup Global Markets Inc. acting as representative of the several underwriters.
- · The notes are registered under a Registration Statement on Form SF-3 (Commission File No. 333-284087).
- · The CEO of the registrant made certifications required by Paragraph I.B.1(a) of Form SF-3, filed as Exhibit 36.1.
- · The transaction includes an Asset Representations Review Agreement with Clayton Fixed Income Services LLC for review of certain representations relating to the receivables.
- · The trust was originally created on January 23, 2026, and amended and restated by the Amended and Restated Trust Agreement.
11-06-2026
Griffon Corp (GFF) disclosed via an 8-K filing that its subsidiary MERV FINCO LLC entered into a $90 million Second Lien Tranche A Credit Agreement dated June 9, 2026, with UMB Bank, N.A. as administrative agent. The proceeds will be used as part of the purchase price for the Ames Acquired Companies in the Merv Acquisition. The obligations are secured by a second-ranking security interest on assets and guaranteed by the same guarantors as the first lien facilities.
- · The credit agreement includes financial covenants, representations, warranties, and events of default typical for a second-lien facility.
- · The borrower is MERV FINCO LLC, a Delaware limited liability company, and the guarantors include its direct and indirect subsidiaries.
- · The agreement references a Second Lien Tranche A Intercreditor Agreement governing the priority of liens.
- · The filing includes exhibits such as forms of Notice of Payment Request, Compliance Certificate, Additional Guarantor Supplement, and Assignment and Acceptance.
11-06-2026
CarMax Auto Funding LLC, as depositor, entered into a Sale and Servicing Agreement dated June 1, 2026, with CarMax Select Receivables Trust 2026-B (issuer), CarMax Select Receivables Grantor Trust 2026-B, and CarMax Business Services, LLC (servicer) to sell and service a pool of motor vehicle retail installment sale contracts. The agreement establishes the trust structure, servicing duties, and distribution mechanics for the securitization. No financial figures or performance metrics are disclosed in this filing.
- · The agreement is dated as of June 1, 2026, and filed on June 11, 2026.
- · The trust intends to purchase motor vehicle retail installment sale contracts originated or acquired by CarMax in the ordinary course of business.
- · The depositor conveys the receivables to the trust, which then conveys them to the grantor trust and holds a trust certificate evidencing the entire benefit interest.
- · The servicer (CarMax Business Services, LLC) will service the contracts on behalf of the trust and grantor trust.
- · The agreement includes representations and warranties regarding the pool of receivables, including security interest perfection and title.
11-06-2026
Vireo Growth Inc. completed the acquisition of Bridgewell Agribusiness LLC for approximately $13.66 million (adjusted from a $40.0 million base purchase price) and announced two dispensary acquisitions: a Nevada dispensary from M3 Wellness for $500,000 and a 49% equity interest in Maryland dispensaries from HA-MD for $1.55 million. The Bridgewell acquisition is expected to strengthen Vireo's supply chain and ancillary cannabis segment, while the dispensary transactions are subject to regulatory approvals. However, the dispensary transactions face completion risk, and the company's forward-looking statements highlight significant uncertainties including regulatory and market risks.
- · Convertible Notes issued to Bridgewell Sellers convert on or after second anniversary of closing into an estimated 22,036,528 subordinate voting shares at a deemed price of $0.62 per share.
- · Nevada dispensary acquisition includes a performance-based earnout based on EBITDA benchmarks by December 31, 2029.
- · Maryland dispensary acquisition is subject to regulatory approval from the Maryland Cannabis Administration, which has been obtained.
- · Share consideration for dispensary transactions is subject to resale restrictions under Canadian securities law and hold period under Canadian Securities Exchange rules.
- · The Bridgewell acquisition follows Vireo's recent acquisition of The Hawthorne Gardening Company LLC.
11-06-2026
Gladstone Business Investment, LLC, a subsidiary of Gladstone Investment Corporation, entered into Amendment No. 13 to its Fifth Amended and Restated Credit Agreement, increasing the facility amount to $405,000,000. The amendment also replaces The Bank of New York Mellon with KeyBank National Association as Backup Servicer. No financial performance metrics or changes in borrowing terms were disclosed in this filing.
- · The amendment is dated June 10, 2026, and was filed on June 11, 2026.
- · The credit agreement was originally dated April 30, 2013, and has been amended 13 times.
- · KeyBank National Association serves as Administrative Agent, Joint Lead Arranger, Managing Agent, Lender, and now also as Backup Servicer.
- · The amendment includes the termination of The Bank of New York Mellon as Backup Servicer and appointment of KeyBank as successor Backup Servicer.
- · No Early Termination Event, Unmatured Termination Event, or Servicer Termination Event was continuing as of the effective date.
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