US Merger & Acquisition SEC Filings — October 21, 2026

21-10-2026

Drugs Made In America Acquisition Corp. (DMAAR) and Power Analytics Global Corp (PAGC) entered Amendment No. 1 to their Amended and Restated Definitive Merger Agreement, dated October 13, 2026. If the APQC Acquisition is not completed by November 1, 2026, the Closing Valuation drops from US$2,850,000,000 to a standalone US$1,710,000,000, with APQC and other assets addable later at appraised value up to a US$2,850,000,000 ceiling. The prior fairness-opinion firm was terminated effective October 2, 2026 after it determined a dual opinion was required, and Joel A. Gallo was engaged in an individual capacity to render the opinion.

• · A Reversion Event occurs automatically if APQC is not completed by November 1, 2026, the APQC definitive agreement terminates, or the independent directors determine APQC cannot be completed
• · The fairness opinion condition under Section 6.5(a) is to be satisfied by an opinion from Joel A. Gallo, expected on or before October 19, 2026, subject to information-delivery delays
• · Prior Firm's engagement was terminated effective October 2, 2026 because the IP valuation would have required a dual opinion with a separate IP evaluator
• · Any post-Reversion additions of Contributed Assets must be approved by independent directors and supported by a supplemental opinion, with added consideration paid in Company shares at the Reference Price
• · Post-closing acquisitions of Contributed Assets from PAGC's former stockholders are related-party transactions capped at Appraised Value
• · The Company's right to terminate if APQC is not completed by December 31, 2026 is deleted upon a Reversion Event; a Reversion Event alone does not give either party a termination right
• · No earnout or contingent consideration is payable under the standalone structure

21-10-2026

Olenox Industries Inc. (NASDAQ: OLOX) announced it completed the acquisition of 100% of Wildboy Holdings, Ltd. and IPD Industries, Inc. for a purchase price of US$21.7 million, paid almost entirely in Series F preferred stock convertible into common shares, subject to conversion limitations and lock-up provisions. The Wildboy assets add a natural gas processing facility (up to 144 MMcf/d) and roughly 184,785 acres in British Columbia with 56.8 Bcf of proved developed reserves, while IPD adds a 100 MW self-generator registration near Pecos, Texas. The deal advances the company's gas-to-power-to-compute strategy, though the filing provides no financial results, revenue contribution, or pro forma impact, and the power-generation opportunity remains contingent on financing, equipment, gas supply agreements, and approvals.

• · Consideration is convertible into common stock subject to conversion limitations and lock-up provisions, creating potential future dilution
• · Management says the structure preserves near-term cash, but no cash balance, debt, or financing commitments for development are disclosed
• · The Waha Hub (West Texas) is cited as the location of the power-development platform
• · Forward-looking statements flag risks including integration, reserve accuracy, financing availability, permit receipt and gas price volatility

21-10-2026

SVAQ's 8-K (Items 1.01, 2.03, 3.02, 9.01) furnishes a Securities Purchase Agreement dated October 19, 2026 among EigenQ, Inc., SVAQ and an unsecured investor (Buyer/SPV) tied to the pending Business Combination under the June 17, 2026 Business Combination Agreement. The unsecured convertible notes and warrants are subordinated to a September 17, 2026 senior secured financing (Anchor Purchase Agreement), and the agreement imposes reservation, listing, and anti-dilution obligations on the post-closing PubCo. The filing is a deal-structure disclosure: the exhibit contains no reported financial results, and the terms are conditional on the Business Combination closing, with no SVAQ obligations if that closing does not occur.

• · Notes and warrants are unsecured and subordinate to Senior Notes under the September 17, 2026 Anchor Purchase Agreement, with Action Limitations restricting Buyer enforcement while senior notes are outstanding
• · Conversion and exercise price reference is capped at the lower of $5.00 and the then-effective Conversion or Exercise Price for reservation calculations
• · Company must maintain reserved shares at 200% of maximum Conversion Shares and Warrant Shares and seek stockholder approval for authorized share increases if needed
• · Dilutive issuances are restricted where they would breach Nasdaq Rule 5635
• · SVAQ has no obligations under the agreement if the Business Combination does not close; Buyer waives any claim to the Trust Account
• · Buyer identity is left as a blank placeholder [●] in the exhibit provided

21-10-2026

Nuburu, Inc. (BURUW) entered into an implementation agreement with Tekne S.p.A.'s existing shareholders under which its subsidiary Nuburu Defense LLC will acquire 67.1% of Tekne's share capital for an aggregate price of EUR 5.2 million, of which EUR 1.2 million was paid at signing and EUR 4.0 million is deferred in four EUR 1.0 million installments through March 31, 2027. The agreement also contemplates a recapitalization of Tekne, whose losses as of June 30, 2026 may require urgent measures under Italian Civil Code Articles 2446 and 2447, and an earn-out of EUR 20.0 million payable to the existing shareholders, including a guaranteed minimum of EUR 2.0 million per year. The transaction carries significant financial strain signals alongside the acquisition, as Nuburu has already advanced EUR 27.7 million in shareholder loans to Tekne.

• · Golden Power Authorization was obtained subject to requirements on August 5, 2026, making the Investment Agreement effective
• · Tekne's losses as of June 30, 2026 may trigger urgent equity-strengthening measures under Italian Civil Code Articles 2446 and 2447
• · Earn-Out was reduced from EUR 29.692M to EUR 20.0M, with the Existing Shareholders waiving the difference as part of the recapitalization
• · Nuburu and Nuburu Defense are jointly and severally liable for Earn-Out payments; failure to pay the Guaranteed Annual Minimum within 60 days could trigger acceleration of the full outstanding Earn-Out, recoverable within a further 120 days
• · Security for Deferred Price is an SFE - SocFinEur 7.5% bond (ISIN GB00BNYKP345) held by ADA, to be returned to Nuburu after final installment
• · Purchase and Sale closing was scheduled for October 15, 2026, prior to this filing date

21-10-2026

STARRY SEA ACQUISITION CORP (SSEAR), a Cayman Islands blank-check company, filed its Third Amended and Restated Memorandum and Articles of Association (Exhibit 3.1 to an 8-K), adopted by special resolution and effective October 19, 2026. The filing sets the authorized share capital at US$50,000 divided into 500,000,000 ordinary shares of par value US$0.0001 each, and governs the Business Combination, Trust Account, and extension mechanics. The excerpt provided contains no quantified financial performance comparison and no completed acquisition terms.

• · Governing documents were adopted by special resolution dated and effective October 19, 2026, and the 8-K was filed October 21, 2026
• · Registered office is with Maples Corporate Services Limited, Ugland House, Grand Cayman
• · Business Combination must be with target business(es) having aggregate fair market value of at least 80% of Trust Account assets while NASDAQ-listed, and cannot be solely with another blank-check company
• · Extensions and a Deadline Date are governed by Article 48.7, which is referenced but not reproduced in the excerpt
• · Filing items include 1.01 (material agreement), 5.03 (amendments to articles), 5.07 (shareholder vote), 8.01 (other events), and 9.01 (exhibits)

21-10-2026

APEX Tech Acquisition Inc. (NYSE: TRAD), a blank check company, entered into a definitive merger agreement on October 20, 2026 with Korai Flix Inc., an AI-powered interactive online entertainment platform with approximately 26.0 million registered users across 15 Asian countries or regions as of June 30, 2026. The Proposed Transaction values Korai at $3.5 Billion on a pre-money equity basis, with the combined company to be renamed Krflix Group Inc. and listed on the NYSE, expected to close in Q1 2027 subject to shareholder, regulatory, and other customary approvals. No assurance of completion on the currently contemplated terms or timeframe is given.

• · Merger Agreement dated October 20, 2026; boards of both companies unanimously approved the transaction
• · Korai launched its platform in June 2024
• · APEX will re-domicile from the Cayman Islands to Delaware before the merger and rename itself Krflix Group Inc.
• · Class B common stock carries 20 votes per share versus 1 vote for Class A, concentrating voting control
• · Transaction contains no minimum cash condition
• · Risk factors cited include shareholder redemptions, failure to satisfy due diligence, NYSE listing standards, and regulatory approval conditions

21-10-2026

Pine Tree Acquisition Corp. (PAXG), a Cayman Islands special purpose acquisition company, announced that holders of its units may begin separately trading the Class A ordinary shares and rights comprising those units on or about October 23, 2026. The separated shares and rights will trade on Nasdaq under the symbols PAXG and PAXGR, while units not separated continue under PAXGU. This is a routine administrative step for a SPAC and does not itself involve an acquisition or financial results.

• · Separate trading of Class A ordinary shares and rights begins on or about October 23, 2026
• · No fractional rights will be issued upon separation of units
• · Filing is an emerging growth company
• · Units not separated remain listed under PAXGU

21-10-2026

Group 1 Automotive, Inc. (GPI) disclosed completion of an acquisition under a Purchase and Sale Agreement dated July 30, 2026, in which it acquires the operating assets of a group of Hennessy-controlled dealership, collision center, and management companies along with related real estate. The operating assets are valued at a Blue Sky (franchise value and goodwill) figure of $1,080,000,000, with additional purchase price components for fixed assets, new and used vehicles, parts, and supplies. The excerpt provided does not include closing financials or any negative or flat performance metrics for the acquired business.

• · Acquired assets include Dealership Companies, a Collision Center Company, a Management Company, and Real Estate Companies, with the Principals (Hennessy family) controlling the Sellers
• · Demo vehicle Value is reduced by $0.60 per mile above 500 miles on the odometer
• · Pinnacle program monies related to General Motors are excluded from new vehicle value adjustments
• · Section 2.01 covers the Operations Purchase Price; the excerpt is truncated before the used vehicle, other vehicle, and remaining purchase price components are detailed

21-10-2026

Frazier Life Sciences Holdings II LLC, together with its controlling persons Albert Cha, Frazier Life Sciences Public Fund, L.P., FHMLSP, L.P., and FHMLSP, L.L.C., filed a Schedule 13D reporting beneficial ownership of 1,983,749 ordinary shares (300,000 Class A and 1,683,749 Class B) of Frazier Life Sciences Acquisition Corp. II, equal to approximately 20.5% of outstanding ordinary shares following the company's October 15, 2026 IPO of 7,500,000 Class A shares. The filing reflects sponsor share acquisitions, transfers to directors and officers, a partial forfeiture of Class B shares, and a $3,000,000 private placement at $10.00 per share, alongside forward purchase and registration rights arrangements. The position is a passive SPAC sponsor stake acquired for investment purposes, with no current plans for a business combination disclosed in this filing.

• · Sponsor is a Cayman Islands LLC; the other reporting persons are Delaware entities and Albert Cha is a U.S. citizen
• · Class B shares convert one-for-one into Class A shares upon or before the initial business combination
• · Letter Agreement requires Sponsor and officers/directors to vote in favor of the initial business combination and restricts the Company from signing a definitive combination agreement without Sponsor consent
• · Filing is a joint filing with Exhibit 99.1 Joint Filing Agreement; the Reporting Persons state shares were acquired solely for investment purposes

21-10-2026

Smith & Wesson Brands (SWBI) completed the acquisition of Savage Arms from JDH Capital on October 21, 2026, for $160.0 million, paid through approximately 9 million SWBI shares valued at $13.62 per share and $37.5 million in cash. The deal is expected to be immediately cash accretive, adding about $0.04 to fiscal 2027 EPS for the remainder of the year and about $0.07 for full-year fiscal 2027 (excluding acquisition accounting), with roughly $160 million of Savage net sales (twelve months ended September 30, 2026). JDH Capital now owns 16.7% of SWBI and has a board representative, and pro forma net leverage is 1.16x.

• · Purchase price equals approximately 7.9x Savage Adjusted EBITDA for the twelve months ended September 30, 2026, after expected initial run-rate synergies of $2.5M
• · Share consideration valued at $13.62 per share, the 45-trading-day VWAP ending three trading days before closing
• · Pro forma net leverage of 1.16x following closing, described as a strong balance sheet
• · Savage is headquartered in Westfield, Massachusetts; the transaction was completed by merger from an indirect JDH subsidiary
• · Savage financials were prepared under accounting policies that differ from SWBI's; SWBI states these differences are not material
• · Forward-looking statements flag risks including integration, tariffs, firearm regulation, litigation, and the potential for cancellation of backlog orders