US Merger & Acquisition SEC Filings — July 07, 2026

07-07-2026

Osprey Acquisition Sponsor III LLC and its affiliates filed a Schedule 13D disclosing beneficial ownership of 10,740,000 shares (26.18%) of Osprey Acquisition Corp. III, a blank-check company. The sponsor acquired 486,000 placement units for $4,860,000 in connection with the IPO that closed on July 2, 2026, and holds 10,254,000 founder shares. The filing outlines lock-up restrictions, voting agreements, and indemnification provisions typical for SPAC sponsors, with no recent transactions or plans for changes in control.

• · Sponsor paid $25,000 in offering costs on February 2, 2026.
• · Sponsor surrendered 25,000 founder shares in May 2026, reducing Class B shares from 10,279,000 to 10,254,000.
• · Placement units and underlying securities are subject to a 30-day lock-up after the initial business combination.
• · Sponsor has agreed to vote in favor of any proposed business combination and not to redeem shares.
• · Sponsor has agreed to indemnify the Issuer against certain claims to protect the trust account in case of liquidation.
• · No transactions in ordinary shares occurred during the 60 days prior to the filing date.

07-07-2026

Launch One Acquisition Corp. issued 5,749,999 Class A ordinary shares to its sponsor upon conversion of Class B shares on July 6, 2026, leaving 28,749,999 Class A shares outstanding. The company is also pursuing an extension of its business combination deadline from July 15, 2026 to January 15, 2027, and plans to enter non-redemption agreements with shareholders to increase the likelihood of approval and preserve trust account funds. The filing does not provide financial performance data, but the extension effort highlights ongoing challenges in completing a merger within the original timeframe.

• · The conversion was exempt from registration under Section 3(a)(9) of the Securities Act.
• · The Class A shares issued are subject to the same restrictions as the prior Class B shares, including transfer restrictions, waiver of redemption rights, and an obligation to vote in favor of an initial business combination.
• · The EGM is scheduled to vote on the Extension Amendment Proposal; shareholders of record as of May 15, 2026 were mailed the proxy statement on or about June 12, 2026.
• · Non-Redemption Agreements will terminate upon failure of shareholders to approve the extension, fulfillment of obligations, company liquidation/dissolution, mutual agreement, or if an investor exercises redemption rights or fails to vote in favor.

07-07-2026

FortuneX Acquisition Corporation entered into Amendment No. 1 to its Underwriting Agreement on July 1, 2026, revising terms related to its IPO, including firm and option units, deferred underwriting discount, private placement units, and administrative services. The amendment involves Polaris Advisory Partners (representative of the underwriters) and Kingswood Capital Partners LLC. No financial figures or performance metrics were disclosed in this filing.

• · Amendment No. 1 to the Underwriting Agreement was dated July 1, 2026, and filed as Exhibit 10.1.
• · The original Underwriting Agreement was dated May 21, 2026.
• · The amendment revises provisions regarding Firm Units, Option Units, deferred underwriting discount, private placement units, administrative services, offering expenses, Representative's right of first refusal, and trust account acknowledgements.
• · The filing includes a Cover Page Interactive Data File (Inline XBRL).

07-07-2026

Four Leaf Acquisition Corp (FORLW) announced a comprehensive governance restructuring, with the resignation of three directors (Alvin Wang, Stephen Markscheid, Rahul Mewawalla) and CFO Coco Kou, effective July 7, 2026. The company appointed Nanuk Warman, Jay Izso, and Mark DiSabato as independent directors, and Greg McCraw as the new CFO. The resignations were not due to any disagreements with the company.

• · The company moved its headquarters to 600 Park Offices Drive, Suite 300-4133, Durham, NC 27713 and updated its telephone number to 919-526-1070.
• · Nanuk Warman is CFO of CitroTech, Inc. (NYSE: CITR) and holds CPA and CFA designations.
• · Mark DiSabato has over 22 years of experience in governance, risk, and compliance including roles at National Bank of Egypt, Citi, Deutsche Bank, and Shutterstock.
• · Greg McCraw has served as CFO of Data443 Data Risk Mitigation, Inc. since September 2022.

07-07-2026

MacroGenics completed the sale of its GMP drug substance manufacturing operations to Bora Pharmaceuticals for $122.5 million in cash, before transaction fees and expenses. The deal includes the transfer of facilities in Rockville and Frederick, Maryland, and approximately 140 former MacroGenics employees hired by Bora. MacroGenics has entered into a supply agreement with Bora to support its internal pipeline needs, but the company remains a clinical-stage biopharmaceutical firm with no mention of immediate revenue growth from this transaction.

• · MacroGenics' manufacturing site in Rockville, Maryland, and warehouse in Frederick, Maryland, have been transferred to Bora.
• · MacroGenics entered into a supply agreement with Bora for process development and drug substance production for its internal pipeline.
• · Moelis & Company LLC served as exclusive financial advisor to MacroGenics; Sidley Austin LLP and Covington & Burling served as legal counsel.
• · Jones Day served as legal counsel to Bora.
• · The filing includes cautionary forward-looking statements regarding risks related to post-closing manufacturing arrangements and the possibility that additional post-closing cash payments may not be earned or received.

07-07-2026

SHOREPOWER TECHNOLOGIES INC. filed an 8-K on July 7, 2026, reporting the completion of an acquisition or disposition of assets (Item 2.01), along with unregistered sales of equity securities (Item 3.02), a change in control of the registrant (Item 5.01), and related director/officer departures and appointments (Item 5.02). No specific transaction details, financial metrics, or party names were disclosed in the summary, making it impossible to assess the financial impact or strategic rationale.

• · The filing includes Item 3.02 (unregistered equity sales), suggesting that equity was used as part of the transaction consideration.
• · Item 5.01 confirms a change in control, which would require disclosure of the new controlling shareholder(s) in the exhibit but not provided in the summary.
• · Item 5.02 indicates board and officer changes concurrent with the transaction.

07-07-2026

CareDx completed the sale of its Lab Products business to Eurobio Scientific for $171.2 million in cash, closing on June 30, 2026 after Swedish regulatory clearance. The divestiture sharpens CareDx's focus on its core U.S. Precision Medicine Testing Services and Patient & Digital Solutions, while simplifying its operating model and supporting capital allocation toward high-growth areas like specialty oncology. The company will provide further financial details, including pro forma results, during its Q2 2026 earnings call.

• · The transaction closed on June 30, 2026 following receipt of required Swedish regulatory clearance.
• · The sale includes CareDx's Lab Products business of IVD PCR kits for rapid deceased donor HLA typing, IVD NGS-based kits for transplant recipient HLA typing globally, and IVD NGS-based monitoring assays for solid organ and stem cell transplant recipients outside of North America.
• · CareDx is represented by Rothschild & Co. and Fenwick & West LLP; Eurobio Scientific is represented by TD Cowen and Kahn Partners.
• · The company anticipates providing additional details regarding the financial impact of the transaction, including pro forma results, during its second quarter 2026 earnings call.

07-07-2026

Viking Acquisition Corp. II, a blank check company, priced its initial public offering of 20,000,000 units at $10.00 per unit, raising $200,000,000. The units will trade on the NYSE under the ticker 'VII U' starting July 2, 2026. The offering is expected to close on July 6, 2026, with an underwriter option for an additional 3,000,000 units.

• · The underwriters (Cohen & Company Capital Markets) have a 45-day option to purchase up to an additional 3,000,000 units to cover over-allotments.
• · Each whole warrant is exercisable at $11.50 per share, subject to adjustments.
• · The registration statement (Form S-1, File No. 333-296719) was declared effective by the SEC on June 30, 2026.
• · The Company is a blank check company formed to effect a merger or business combination, not limited to a specific industry or region.

07-07-2026

Banzai International filed an 8-K with audited financial statements of ConnectAndSell, Inc., a sales acceleration SaaS company, indicating a potential acquisition. ConnectAndSell's revenue declined 9.2% YoY to $14,715,954 in 2025, and net loss widened dramatically to ($3,111,468) from ($107,463) in 2024, primarily due to a $1,084,608 loss on debt extinguishment and higher interest expense. However, operating cash flow swung positive to $2,750,047 from ($1,946,151), and accounts receivable decreased by 53.0%. The company continues to operate with negative working capital, an accumulated deficit of $57,582,888, and a going concern opinion.

• · ConnectAndSell's operating expenses increased 1.2% YoY ($12,260,495 vs $12,119,817), with R&D and G&A up, but Sales & Marketing down.
• · Loss on debt extinguishment of $1,084,608 in 2025 (none in 2024) contributed to the net loss swing.
• · Line of credit balance decreased sharply from $2,052,593 to $207,648, while related party notes payable increased 34.6% to $4,057,046.
• · Internally developed software, net decreased 24.4% to $969,183, reflecting lower capitalization in 2025 ($438,101 vs $743,821 in 2024).
• · The company has a going concern opinion and is in negotiations to sell the company (Note 12).

07-07-2026

House of Doge Inc., the official corporate arm of the Dogecoin Foundation, completed its merger with Brag House Holdings, Inc. (formerly NASDAQ: TBH). The combined company is renamed House of Doge Inc. and will trade on Nasdaq under the new ticker symbol "HODO" as of July 1, 2026. Post-merger, House of Doge has approximately 75.9 million shares outstanding.

• · The merger was previously announced and closed on June 30, 2026.
• · The press release was issued on June 30, 2026, and filed with the SEC on July 7, 2026.
• · House of Doge gains direct access to U.S. capital markets to fund payments, digital asset treasury, real-world asset tokenization, and professional sports.

07-07-2026

The Glimpse Group, Inc. (NASDAQ: GGRP) announced the sale of its non-core legacy asset, Glimpse Learning, LLC, as part of a strategic transformation into a pureplay Physical AI infrastructure company. The company is now focusing on its Brightline Interactive subsidiary and its SpatialCore platform, which reduces integration timelines for autonomous systems from nearly a year to several weeks. The divestiture follows the appointment of CEO Tyler Gates, a new board chaired by Ret. Admiral Scott Swift, and a $1.85 million capital infusion earlier this year.

• · SpatialCore is an open standards-based interoperability and operational context platform for drones, robotics, autonomous vehicles, digital twins, and AI models.
• · The platform was designed in partnership with the US Navy and is used in live operations.
• · Brightline holds Cooperative Research and Development Agreements with both the U.S. Navy and U.S. Army.
• · The company's strategy is sequenced around deepening its footprint within the Department of War, extending into the defense-industrial base through OEM partnerships, and addressing the broader commercial autonomy market.

07-07-2026

Olaplex Holdings, Inc. filed an 8-K on July 7, 2026, announcing the adoption of a Second Amended and Restated Certificate of Incorporation, which reduces authorized shares from a prior larger amount to just 1,000 shares of Common Stock (par value $0.001 per share). The filing also includes standard provisions limiting director and officer liability under Delaware law. No financial results or operational metrics were disclosed in this filing.

• · The filing includes items 1.02 (Termination of a Material Definitive Agreement), 2.01 (Completion of Acquisition or Disposition of Assets), 3.01 (Notice of Delisting or Failure to Satisfy a Continued Listing Rule), 3.03 (Material Modification to Rights of Security Holders), 5.01 (Changes in Control of Registrant), 5.02 (Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers), 5.03 (Amendments to Articles of Incorporation or Bylaws), 8.01 (Other Events), and 9.01 (Financial Statements and Exhibits).
• · The certificate of incorporation reduces the total authorized shares to 1,000 shares of Common Stock, suggesting a significant corporate restructuring or going-private transaction.
• · The filing includes a provision eliminating director and officer liability for monetary damages for breach of fiduciary duty to the fullest extent permitted by Delaware law.

07-07-2026

D. Boral ARC Acquisition I Corp. (BCAR) filed a definitive proxy statement (DEFM14A) for its business combination with Exascale Labs Inc., an AI infrastructure provider. The all-stock deal will issue 50,000,000 shares of PubCo common stock to Exascale securityholders, and the combined entity will be renamed 'Exascale Labs Holdings Inc.' and list on Nasdaq under 'XLAB' and 'XLABW'. However, the filing highlights significant dilution risk for public shareholders, with non-affiliated public ownership dropping from 30.7% to as low as 0% under a 100% maximum redemption scenario, and the combined company's new modular data center and energy solutions have not yet generated any revenue.

• · Exascale's modular data center, liquid cooling, HVDC power and energy storage solutions have not yet generated any revenue as of the proxy date.
• · The Business Combination Agreement was entered into on January 11, 2026.
• · BCAR's units, Class A ordinary shares and public warrants currently trade on Nasdaq under BCARU, BCAR and BCARW.
• · The combined company will be domiciled in Delaware after a domestication merger from the British Virgin Islands.
• · Exascale's core business is asset-light, software-defined GPU compute platform (GaaS) sourced from third-party data centers.
• · Under a 100% maximum redemption scenario, non-affiliated public shareholders would hold 0% of PubCo Class A shares and 0% voting power.
• · PubCo Class B Super Common Stock carries 20 votes per share vs. 1 vote per share for Class A, giving former Exascale stockholders 91-95% voting control.

07-07-2026

Valuence Merger Corp. I and its sponsor VMCA Sponsor, LLC mutually terminated an undrawn $1.5 million convertible promissory note dated February 27, 2026, as of June 30, 2026. No amounts were ever drawn under the note, and the termination is part of the company's restructuring of related-party advances and notes. No cash or financial impact occurred from this termination.

• · The convertible promissory note was issued on February 27, 2026, less than five months before its termination.
• · The termination is described as part of the 'Maker's restructuring of its outstanding related-party advances and notes.'
• · All physical or electronic counterparts of the note held by the payee are deemed automatically cancelled and void.

07-07-2026

GSR V Acquisition Corp. announced that holders of its 23,000,000 public units (including 3,000,000 units from the full exercise of the underwriter's over-allotment option) may elect to separately trade the underlying Class A ordinary shares and rights starting July 2, 2026. The units were issued in the company's initial public offering, which became effective May 13, 2026. As a blank-check company formed for the purpose of effecting a merger or similar business combination, this development is a standard procedural step enabling separate trading of the IPO securities.

• · The separate trading of Class A ordinary shares and rights commenced on July 2, 2026.
• · No fractional rights will be issued upon separation; only whole rights will trade.
• · Separated shares trade under symbol 'GSRV', rights under 'GSRVR', and units continue under 'GSRVU' on Nasdaq.
• · The company is a blank-check company incorporated in the Cayman Islands targeting businesses with compelling public-market narratives and high visibility of growth prospects.