US Merger & Acquisition SEC Filings — August 07, 2026

07-08-2026

Trulieve Cannabis Corp. filed an 8-K on August 7, 2026, reporting the completion of an acquisition or disposition of assets under Item 2.01, along with Regulation FD disclosure (Item 7.01) and financial statements (Item 9.01). The filing does not disclose the counterparty, deal size, valuation, or strategic rationale, limiting actionable insights. No financial metrics, scheduled events, or insider activity are provided.

07-08-2026

Yum! Brands completed the sale of Pizza Hut in Mainland China to Yum China Holdings for $1.2 billion, part of a larger $2.7 billion aggregate sale of the Pizza Hut business. The sale of Pizza Hut excluding Mainland China to LongRange Capital remains on track to close this month, subject to regulatory approvals. The transaction is a strategic divestiture, and the company flagged risks including the July 2026 cyclospora outbreak and geopolitical exposure.

• · The sale of Pizza Hut excluding Mainland China to LongRange Capital is expected to close in August 2026, subject to customary closing conditions and regulatory approvals.
• · Yum! Brands was named one of TIME magazine's Best Companies for Future Leaders for the third consecutive year in 2026.
• · KFC, Taco Bell, and Pizza Hut led Entrepreneur's 2026 Franchise 500 rankings and its Top Global Franchises 2025 list.
• · The company cited the July 2026 cyclospora outbreak as a risk factor that could impact sales and recovery pace.

07-08-2026

Yum China completed the acquisition of the Pizza Hut brand in Mainland China from Yum! Brands for $1.2 billion, funded by a 12-month offshore RMB-denominated bridge loan at ~2% interest. The deal is expected to be accretive to diluted EPS (slightly in 2026, mid-single-digit in 2027-2028) and will save the 3% license fee, adding 2.8% to Pizza Hut's restaurant and OP margins net of VAT. However, the company faces risks from potential disruption during brand ownership transition, the need to refinance the bridge loan, and the possibility that anticipated savings or growth targets may not be achieved.

• · The acquisition was first announced on June 16, 2026.
• · Yum China has operated the Pizza Hut brand in Mainland China for 36 years.
• · The bridge loan has a tenor of up to 12 months; longer-term financing options remain under consideration.
• · Yum China operates over 19,000 restaurants under six brands across over 2,700 cities in China.
• · The company is a Fortune 500 company.

07-08-2026

Plains All American reported Q2 2026 net income attributable to PAA of $1.830 billion, including a $1.6 billion gain from the sale of its Canadian NGL business, and Adjusted EBITDA attributable to PAA of $738 million, up 10% YoY. The company used proceeds to reduce debt by ~$2.9 billion, bringing leverage to 3.3x, and raised 2026 organic growth capital guidance to $400-450 million. However, Adjusted EBITDA from NGL declined 54% YoY due to the divestiture, and six-month adjusted net income fell 2% YoY.

• · Pro forma leverage ratio at quarter-end was 3.3x, toward the low-end of the 3.25-3.75x target range.
• · 2026 organic growth capital guidance increased from $350 million to $400-450 million.
• · Maintenance capital guidance reduced by $10 million to $175 million.
• · Adjusted Free Cash Flow after Distributions for Q2 2026 was $3.842 billion, up from $28 million in Q2 2025.
• · Adjusted Free Cash Flow after Distributions (Excluding Changes in Assets & Liabilities) for H1 2026 was $3.501 billion, versus a negative $478 million in H1 2025.
• · Q2 2026 Adjusted EBITDA from NGL declined 54% YoY due to the Canadian NGL Business sale.
• · H1 2026 Implied DCF per common unit declined 1% YoY.
• · The Canadian NGL Business sale closed on May 12, 2026.
• · Conference call held on August 7, 2026 at 9:00 a.m. CT.

07-08-2026

Plains All American Pipeline reported strong Q2 2026 results, with net income attributable to PAA surging to $1.830 billion from $210 million a year ago, driven by a ~$1.6 billion gain from the sale of its Canadian NGL business to Keyera Corp. Adjusted EBITDA attributable to PAA grew 10% YoY to $738 million, and the company used proceeds to reduce debt by ~$2.9 billion, bringing its leverage ratio to 3.3x. However, NGL segment Adjusted EBITDA declined sharply by 54% YoY due to the divestiture, and on a six-month basis, adjusted net income and implied DCF per unit were flat to slightly down.

• · Pro forma leverage ratio at quarter-end was 3.3x, toward the low-end of the target range of 3.25 to 3.75x.
• · Quarterly cash distribution increased 10% YoY to $0.4175 per unit ($1.67 annualized), representing a ~7% yield.
• · 2026 organic growth capital guidance increased from $350M to a range of $400-450M, including a 75 Mb/d Cactus III expansion.
• · Maintenance capital guidance reduced by $10M to $175M largely due to timing of the NGL divestiture.
• · Adjusted Free Cash Flow after Distributions for Q2 2026 was $3.842B, compared to $28M in Q2 2025, largely reflecting the $3.483B net cash inflow from the NGL sale.
• · On a six-month basis, Adjusted EBITDA attributable to PAA grew only 3% YoY to $1.468B, and Adjusted net income attributable to PAA declined 2% YoY to $674M.
• · NGL segment Adjusted EBITDA for H1 2026 declined 33% YoY to $186M, reflecting the divestiture.

07-08-2026

Mercator Acquisition Corp. (MRCO) completed its IPO of 17,250,000 units at $10.00 per unit on July 10, 2026, raising $172.5 million in gross proceeds, which were placed in a trust account. Simultaneously, it completed a private placement of 4,500,000 warrants to the sponsor and underwriter for $4.5 million. However, the company has no operations, no target identified, and its auditor has issued a going concern qualification due to insufficient cash and working capital to sustain operations.

• · The company is a blank check company (SPAC) incorporated on November 24, 2025, with no operations and no target selected.
• · Auditor's report includes a going concern uncertainty due to insufficient cash and working capital to sustain operations.
• · Transaction costs totaled $10,755,081, including $2,250,000 cash underwriting fee, $7,350,000 deferred underwriting fee, and $1,155,081 other offering costs.
• · Total liabilities are $10,619,570, and shareholders' deficit is $8,228,904.
• · The company must complete a business combination with a target having a fair market value of at least 80% of the trust account balance.
• · The company has 200,000,000 authorized Class A shares and 20,000,000 authorized Class B shares.

07-08-2026

AI Financial Corporation (NASDAQ: AIFC) completed the sale of its indirect, wholly-owned subsidiary ALT 5 Sigma Canada, Inc. to Prime Delta Corp. on August 3, 2026. The total consideration consists of a secured $12 million promissory note (with $1 million due August 11, 2026, and the remainder in four annual installments of $2.75 million starting August 3, 2027) plus 11,551,750 restricted shares of Prime common stock. The transaction adds a secured receivable and equity stake but replaces an operating subsidiary with long-dated payment obligations.

• · The promissory note is secured by all of Prime's assets and includes three third-party personal or entity guarantees.
• · The stock consideration was issued under an exemption from registration under Section 4(a)(2) of the Securities Act.
• · The subsidiary sold was headquartered in Quebec, Canada.

07-08-2026

On August 6, 2026, Constellation Acquisition Corp I received resignations from its Chief Technology Officer, Graeme Shaw, and its President, Richard C. Davis, both effective immediately. Mr. Davis will remain on the board of directors. The resignations were not due to any disagreements with the company regarding operations, policies, or practices.

• · Mr. Shaw resigned as CTO effective August 6, 2026.
• · Mr. Davis resigned as President effective August 6, 2026, but remains on the board.
• · Both resignations were not due to any disagreements with the company.

07-08-2026

USA Rare Earth, Inc. (USAR) completed its acquisition of Texas Mineral Resources Corp. (TMRC) on August 7, 2026, through a two-step merger process. Under the terms, each TMRC share was converted into approximately 0.04328 shares of USAR common stock, based on 88,339,693 fully diluted TMRC shares outstanding. The transaction was registered under the Securities Act via an effective Form S-4 registration statement.

• · The exchange ratio was 0.043279843 shares of USAR common stock for each TMRC share.
• · The Merger Agreement was originally entered into on March 4, 2026.
• · The Form S-4 registration statement was declared effective on June 29, 2026.
• · TMRC shareholders entitled to fractional shares received cash in lieu.

07-08-2026

Kensington Capital Acquisition Corp. VI announced the confidential submission of a draft registration statement on Form S-4 with the SEC on August 7, 2026, in connection with its previously disclosed business combination with Nth Cycle, Inc. The transaction, which will combine Kensington and Nth Cycle, is subject to shareholder approval and other customary conditions. No financial terms or performance metrics were disclosed in this filing.

• · The Business Combination Agreement was entered into on July 21, 2026.
• · The draft registration statement on Form S-4 was confidentially submitted on August 7, 2026.
• · The combined company will be named 'New Nth Cycle' following the transaction.
• · Kensington's securities are listed on the New York Stock Exchange under symbols KCAC.U, KCAC, KCAC.W, and KCA.U.
• · Kensington is an emerging growth company as defined under SEC rules.

07-08-2026

Silicon Valley Acquisition Corp. (SVAQ) has filed an 8-K disclosing a First Amendment to its Business Combination Agreement with EigenQ, Inc., dated August 6, 2026. The amendment modifies key terms including sponsor support arrangements, share conversion mechanics, and board composition, with EigenQ designating all nine directors post-closing. The transaction remains on track, but the amendment introduces potential dilution through a new equity incentive plan reserving ~10% of outstanding shares and an evergreen provision, while also capping the sponsor's use of Class B shares for financing incentives at 2,165,950 shares.

• · The amendment replaces the definition of 'Fully-Diluted Shares' to include Company SARs and Company Warrants calculated using the treasury stock method.
• · SVAQ will domesticate from a Cayman Islands exempted company to a Delaware corporation before closing, converting each Class A and Class B share into one share of SVAQ Common Stock.
• · Company stock appreciation rights (SARs) will be substituted for SVAQ Common Stock SARs at the Exchange Ratio, with exercise prices adjusted accordingly.
• · SVAQ Units outstanding will be automatically separated into Class A shares and warrants immediately prior to Domestication, with fractional warrants rounded down.
• · The board of directors post-closing will consist of nine members, all designated by EigenQ, with a majority independent under Nasdaq rules.
• · The Incentive Plan includes an 'evergreen' provision increasing the reserved pool by 1% of fully-diluted shares annually.
• · The amendment does not change the overall Business Combination Agreement except as expressly modified; all other terms remain in full force.