US Corporate Distress Financial Stress SEC Filings — March 05, 2026

05-03-2026

Cumulus Media Inc. and its debtor affiliates have released a Disclosure Statement soliciting votes on a joint prepackaged Chapter 11 plan of reorganization in the U.S. Bankruptcy Court for the Southern District of Texas, with voting limited to Class 3 ABL Facility Claims, Class 4 2029 Secured Claims, and Class 5 Other Funded Debt Claims ahead of anticipated case commencement. Holders representing 72.05% of 2029 Debt Claims have committed to support the plan via a Restructuring Support Agreement, and the debtors' board strongly recommends acceptance by the April 7, 2026 voting deadline. The filing highlights ongoing challenges from a declining broadcast industry and liquidity pressures, with no quantified operational improvements noted.

• ·Record date for voting eligibility: February 23, 2026
• ·Voting deadline: 4:00 p.m. Central Time on April 7, 2026
• ·Debtors' service address: 780 Johnson Ferry Road, N.E., Suite 500, Atlanta, Georgia 30342
• ·Claims and noticing agent website: www.veritaglobal.net/cumulusmedia
• ·Anticipated bankruptcy court: Southern District of Texas, Houston Division

05-03-2026

Tenaya Therapeutics, Inc. entered into a Collaboration Agreement with Alnylam Pharmaceuticals, Inc. on March 4, 2026, to discover and validate up to 15 novel gene targets for cardiovascular disease treatments over a 24-month period. Alnylam will provide an upfront payment of up to $10 million (subject to potential $0.5 million reductions for non-advancing targets) and reimburse Tenaya's research costs, with Tenaya eligible for up to $1.13 billion in milestones. Post-validation, Alnylam gains exclusive rights to develop and commercialize products, while Tenaya is restricted from independent work on collaboration targets during the term.

• ·Agreement filed as exhibit to Q1 2026 10-Q.
• ·Alnylam has 24-month post-validation evaluation period; failure to start non-human primate study reverts Company-nominated targets to Tenaya.
• ·Each party bears own costs except Alnylam's reimbursement of Tenaya's FTE and out-of-pocket expenses per research budget.
• ·Alnylam may terminate unilaterally; mutual termination for material breach.
• ·Upfront payment due within 30 days of Tenaya's invoice.

05-03-2026

La Rosa Holdings Corp. adopted a Certificate of Designation on March 3, 2026, authorizing 100 shares of Series C Convertible Preferred Stock with a par value of $0.0001 per share, pursuant to a Securities Purchase Agreement. These shares rank senior to common stock in liquidation preferences (subject to senior/parity stock) and are convertible into common stock at a price of $1.176, with detailed mechanics including buy-in protections for holders. No specific issuance amounts or conversion volumes were disclosed, representing potential future dilution without immediate financial impact.

• ·Holders have conversion rights starting from Initial Issuance Date with Share Delivery Deadline of 1 Trading Day
• ·Company must pay 2% daily penalty for conversion failures post-Share Delivery Deadline
• ·Preferred shares rank junior to Senior Preferred Stock, parity with Parity Stock, senior to Junior Stock in liquidation

05-03-2026

Moderna, Inc. entered into a Settlement Agreement on March 3, 2026, with Arbutus Biopharma Corporation and Genevant Sciences entities, resolving all worldwide patent infringement litigation related to Spikevax® and mRESVIA®, while securing a fully paid-up, royalty-free license for its infectious disease portfolio including mNEXSPIKE® and mCOMBRIAX®. The agreement requires a $950M noncontingent payment by July 8, 2026, and a potential additional $1.3B contingent payment based on the outcome of Moderna's appeal to the Federal Circuit regarding §1498 defenses for U.S. Government contract doses, providing litigation certainty but at a substantial near-term cost.

• ·Settlement includes mutual releases and covenants not to sue on Arbutus/Genevant patents for Moderna’s SM-102-based LNP infectious disease vaccines.
• ·If Moderna prevails fully on §1498 appeal, no contingent payment due; if affirmed against Moderna, full $1.3B due; Arbutus/Genevant must repay with interest if later overturned.
• ·Full Settlement Agreement to be filed as exhibit to Q1 2026 10-Q.

05-03-2026

Pulmonx Corporation entered into a senior secured Credit Agreement and Guaranty dated March 2, 2026, with Perceptive Credit Holdings V, LP as initial lender and administrative agent, providing a term loan facility of up to $60M, including a $40M initial loan on the closing date and up to $20M in delayed draw commitments subject to conditions. The agreement includes financial covenants requiring minimum liquidity and minimum revenue, along with affirmative and negative covenants, representations, warranties, and events of default. No performance declines or flat metrics are reported, as this is a financing arrangement rather than operational results.

• ·Agreement filed as Exhibit 10.1 in 8-K on March 5, 2026
• ·Includes schedules for commitments, products, intellectual property, subsidiaries, indebtedness, liens, material agreements, and regulatory approvals
• ·Financial covenants: Minimum Liquidity (Section 10.01) and Minimum Revenue (Section 10.02)

05-03-2026

EPAM Systems, Inc. entered into a $300M accelerated share repurchase (ASR) agreement with Morgan Stanley & Co. LLC, receiving an initial delivery of 1,703,336 shares worth $240M based on the March 4, 2026 closing price. The ASR, authorized under the company's $1.0B share repurchase program, leaves $452.5M in remaining availability upon completion no later than Q2 2026. CEO Balazs Fejes highlighted confidence in EPAM's long-term growth and AI leadership, viewing the repurchase as value-enhancing.

• ·Final number of shares repurchased under ASR to be based on volume-weighted average share price during term, less a discount, subject to adjustments.
• ·ASR completion no later than second quarter of 2026.

05-03-2026

USA Rare Earth, Inc. (USAR) announced a definitive agreement to acquire all outstanding shares of Texas Mineral Resources Corp. (TMRC) for 3,823,328 shares of USAR common stock, implying a $73M deal value, securing USAR's 100% ownership and operational control of the Round Top Heavy Rare Earth and Critical Minerals Project by acquiring TMRC's 18.6% interest along with key land leases. This supports USAR's Accelerated Mining Plan, targeting commercial production in 2028 and 40,000 metric tons per day extraction by 2030. The transaction, approved by both boards, awaits TMRC stockholder approval and is expected to close by Q3 2026, amid forward-looking risks including going concern doubts for both companies.

• ·In January 2026, USAR selected Fluor Corp. and WSP Global Inc. as EPCM partners for Definitive Feasibility Study and mining infrastructure.
• ·TMRC directors and executive officers entered voting support agreements in favor of the transaction.
• ·Round Top operated under long-term lease with Texas General Land Office, supporting Texas Permanent School Fund.

05-03-2026

Reviva Pharmaceuticals Holdings, Inc. amended its Amended and Restated Certificate of Incorporation to implement a one-for-20 reverse stock split of its Common Stock, effective 12:01 a.m. Eastern Time on March 9, 2026. The Reverse Split reclassifies every 20 shares of Old Common Stock into 1 share of New Common Stock, with no reduction in authorized shares, and applies to convertible securities or rights. The amendment was duly adopted by the Board of Directors and stockholders per Delaware General Corporation Law, with fractional shares rounded up to the nearest whole share.

• ·Reverse Split executed on March 4, 2026, and filed on March 5, 2026.
• ·Old Common Stock certificates automatically represent New Common Stock post-Effective Time, subject to fractional adjustment.
• ·Reverse Split applies to securities or rights convertible into, exchangeable for, or exercisable for Old Common Stock.

05-03-2026

Aditxt, Inc. amended its Certificate of Incorporation to implement a 1-for-8 reverse stock split, effective March 6, 2026, at 4:01 p.m. Eastern Time, whereby every eight shares of old common stock will automatically convert into one share of new common stock. Fractional shares will be rounded up to a whole share, with the amendment duly approved by stockholders pursuant to Delaware General Corporation Law Section 242.

• ·Original Certificate of Incorporation filed with Delaware Secretary of State on September 28, 2017.
• ·Amendment inserts new Subsection (e) into ARTICLE IV, SECTION I.

05-03-2026

Sirius XM Radio LLC completed a cash tender offer for any and all of its outstanding $1B 3.125% Senior Notes due 2026, with $498.9M (49.89%) validly tendered at $994.64 per $1,000 principal, excluding $70.6M subject to guaranteed delivery procedures. The repurchase is funded partly by $1.25B of newly issued 5.875% senior notes due 2032, which closed on March 4, 2026. Remaining untendered notes will be redeemed or defeased using proceeds and cash on hand.

• ·Notes commenced tender offer on February 26, 2026; expired March 4, 2026 at 5:00 p.m. NYC time
• ·Settlement payment for valid tenders expected March 5, 2026; guaranteed delivery payment expected March 9, 2026
• ·Notes callable at 100.000% of principal plus accrued interest; mature September 1, 2026
• ·CUSIP Numbers: 82967NBL1, U82764AU2, 82967NBN7

05-03-2026

Classover Holdings, Inc. (KIDZW) filed an 8-K on March 05, 2026, covering Items 3.03 (material events, potentially impairments), 5.03 (charter or bylaws amendments), and 9.01 (financial statements and exhibits), categorized under Charter/Bylaws Amendments as a Material Event. No specific financial metrics, period-over-period comparisons, improvements, declines, or flat performance were disclosed in the provided filing index. The filing size is 562 KB with no quantitative impacts detailed.

• ·CIK: 0002022308
• ·SIC: 8200 - SERVICES-EDUCATIONAL SERVICES
• ·Mailing/Business Address: 8 THE GREEN STE B, DOVER DE 19901
• ·Phone: 530-574-6789
• ·Fiscal Year End: December 31
• ·File/Film Number: 001-42588 / 26724283

05-03-2026

Six Flags Entertainment Corporation announced definitive agreements to divest seven parks to EPR Properties for $331M in cash consideration, with the divested parks generating $260M in net revenue and $45M in Adjusted EBITDA from 4.5M guests in FY2025. Proceeds, after taxes and expenses, will pay down debt and slightly improve the leverage ratio while sharpening focus on higher-return remaining parks. No significant guest impact expected during transition, with operations continuing normally through 2026.

• ·Transaction expected to close by end of Q1 or beginning of Q2 2026, subject to closing conditions and third-party approvals.
• ·EPR retains Six Flags brand usage through end of 2026.
• ·Perella Weinberg Partners acted as financial advisor; Weil, Gotshal & Manges LLP as legal counsel to Six Flags.
• ·Parks currently total 26 amusement parks, 15 water parks, and 9 resort properties across 16 states in U.S., Canada, and Mexico, plus one managed in Saudi Arabia.

05-03-2026

Invech Holdings, Inc. entered into an Equity Financing Agreement and Registration Rights Agreement with GHS Investments, LLC on March 3, 2026, providing access to up to $10M in equity financing upon S-1 effectiveness, through put notices for common stock priced at 80% of the lowest traded price over the prior 10 trading days. Each put ranges from $10,000 to $500,000, limited to 200% of average daily trading volume and a 4.99% beneficial ownership cap, over 24 months or until the full commitment is reached. No historical financial performance data or period-over-period comparisons are provided in the filing.

• ·Puts restricted to at least 10 trading days following a prior closing.
• ·Post-NASDAQ uplisting, purchase price adjusts to 90% of VWAP with $1.00 floor.
• ·Company to file S-1 registration statement for resale of shares.

05-03-2026

World Mobile Group Ltd converted payable notes into 1,277,018 shares of Cuentas Inc. common stock, acquiring approximately 18.5% ownership and becoming the company's largest shareholder, signaling strong confidence in Cuentas' platform. This deepens their strategic alliance, with Cuentas holding 51% ownership in both World Mobile LLC and World Mobile Media Group LLC. The WMTx crypto token ecosystem demonstrates robust momentum, generating over 1.5 billion tokens in average daily trading volume over the last 30 days.

05-03-2026

Pinterest, Inc. filed an 8-K on March 5, 2026, disclosing under Item 1.01 entry into a material definitive agreement, Item 2.03 creation of a direct financial obligation or off-balance sheet arrangement, Item 3.02 unregistered sales of equity securities, and Item 9.01 financial statements and exhibits. No specific transaction details, dollar values, strategic context, or financial impacts are provided in the filing summary. This is a multi-item filing with no disclosed positive or negative metrics.

05-03-2026

Decoy Therapeutics Inc., originally incorporated as Flex Pharma, Inc. on February 26, 2014, amended its Certificate of Incorporation to authorize 110M total shares (100M Common Stock and 10M Preferred Stock, each with $0.0001 par value) and effected a 1-for-12 reverse stock split without changing authorized share totals. The reverse split consolidates every 12 old shares into 1 new share effective 5:00 p.m. ET on March 6, 2026, with cash payments in lieu of fractional shares based on the Nasdaq closing price. No performance metrics or financial changes are reported.

05-03-2026

Greif, Inc. and subsidiaries (Greif Packaging LLC, Greif International Holding B.V., Greif Beheer B.V.) entered into a Third Amended & Restated Credit Agreement on February 27, 2026, amending and restating the prior Second Amended & Restated Credit Agreement dated March 1, 2022, which provided an initial aggregate principal amount of $2.415B. The new agreement refinances existing loans under updated terms, with the Term A-2 Loans to be repaid in full concurrently with the closing of a CoBank Credit Agreement. No changes in facility sizes or negative impacts on liquidity were disclosed.

• ·SEC 8-K filing date: March 05, 2026
• ·CUSIP numbers: Deal 39762JAX2, Term A-1 Loan 39762JBA1, Global Revolving Credit Facility 39762JAY0, U.S. Revolving Credit Facility 39762JAZ7
• ·Prior agreement date: March 1, 2022
• ·Term A-2 Facility termination and full repayment on Restatement Effective Date concurrent with CoBank Credit Agreement closing

05-03-2026

Capstone Companies, Inc. (CAPC) secured $250,000 in working capital funding on March 4, 2026, via an unsecured promissory note from eBliss Global, Inc., bearing 7% simple annual interest due in a lump sum on March 4, 2027. The note includes a 90-day 'no shop' provision granting eBliss exclusive rights to discuss potential mergers, acquisitions, or joint ventures for the first 60 days, with a special committee of independent directors formed to oversee talks. No agreements or commitments exist, and the company emphasizes the exploratory nature with no assurance of any transaction.

• ·Note dated March 3, 2026
• ·90-day 'no shop' period starting around March 4, 2026, with 60-day exclusivity for superior proposals thereafter
• ·eBliss anticipates e-bike production start at Utica, New York factory in 2026

05-03-2026

Ally Auto Assets LLC (Depositor) entered into a Trust Sale Agreement dated March 10, 2026, with Ally Auto Receivables Trust 2026-1 (Issuing Entity) to sell auto loan receivables, security interests in financed vehicles, insurance proceeds, and related assets in exchange for Notes and Certificates. The agreement includes representations and warranties on the receivables, repurchase obligations for breaches, and dispute resolution via ADR if repurchases are not fulfilled within specified timelines. Ally Bank serves as the Seller and Servicer, with no financial performance metrics or period comparisons disclosed.

• ·Repurchase obligation triggered by last day of second Monthly Period following breach discovery
• ·Unfulfilled repurchase demands may lead to ADR Proceeding within 180 days and 30 days of unresolved notice
• ·ADR Proceedings to occur in New York, New York

05-03-2026

Full House Resorts reported fourth quarter 2025 revenues of $75.4 million, up 3.4% YoY (5.6% excluding Stockman’s sale), driven by 11.0% growth at American Place Casino and ramp-up at Chamonix/Bronco Billy’s, while full-year revenues rose 3.5% to $302.4 million (5.2% excluding Stockman’s). However, Adjusted EBITDA was nearly flat full-year at $48.1 million versus $48.6 million in 2024, with Q4 up slightly to $10.7 million, and net losses persisted at $(12.4) million for Q4 and $(40.2) million for the year amid ongoing depreciation and development costs. West segment revenues declined 3.1% in Q4 to $15.6 million and remained negative EBITDA at $(2.0) million despite improvement, while Contracted Sports Wagering revenues fell to $1.7 million.

• ·Depreciation and amortization: $42.6M in FY 2025 vs $42.1M in FY 2024
• ·Revolving credit facility extended to August 15, 2027
• ·Break ground on permanent American Place anticipated March/April 2026, opening in 18-24 months
• ·Waukegan City Council approved revised site plans in September 2025
• ·Competitor lawsuit resolved January 2025

05-03-2026

Applied Optoelectronics, Inc. (AAOI) entered into a design-build agreement dated February 13, 2026, with LCC3 Solution Inc. for the construction of a Manufacturing Cleanroom at 1111 Gillingham Lane, Sugar Land, TX 77478. The agreement outlines responsibilities for design, construction, testing, and commissioning, with Dr. Fred Chang as AAOI's authorized representative and Mingzheng (Miles) Yang for the design-builder. No financial terms such as contract sum or schedule details are specified in the filing.

• ·Agreement effective as of February 13, 2026; SEC 8-K filed March 05, 2026.
• ·Project location: 1111 Gillingham Lane, Sugar Land, TX 77478.
• ·AAOI address: 13139 Jess Pirtle Blvd., Sugar Land, TX 77478.
• ·LCC3 Solution Inc. address: 7165 Colleyville Blvd. Suite 101, Colleyville, TX 76034.
• ·Dispute resolution includes meet-and-confer and arbitration per Exhibit N.

05-03-2026

On February 27, 2026, ZyVersa Therapeutics, Inc. entered into a Securities Purchase Agreement with accredited investors, issuing convertible promissory notes with an aggregate principal of $1M at 10% interest, maturing in 12 months, and Series A-4 Common Stock Purchase Warrants. The notes are convertible into common stock at 80% of a qualified offering price or recent VWAP (with a $0.02 floor), while warrants are exercisable after six months at 110% of a reference price and cover shares equal to 50% of each purchaser's subscription amount. Net proceeds will fund working capital, with obligations guaranteed by subsidiary ZyVersa Therapeutics Operating, Inc.

• ·Notes convertible following the earlier of six months after issuance or an Event of Default, subject to $0.02 per share floor price.
• ·Warrants expire on five-year anniversary of issuance and include anti-dilution adjustments for stock dividends, splits, and fundamental transactions.
• ·Company covenants include filing resale registration statements within six months for note conversions and within 30 days of warrant Initial Exercise Date, plus restrictions on redemptions, dividends, and variable rate transactions.

05-03-2026

Beam Therapeutics Inc. mutually terminated its License Agreement with Bio Palette Co., Ltd., dated March 27, 2019, effective March 2, 2026, due to Bio Palette's planned dissolution. This termination activates a standby exclusive license from Kobe University for the same base editing patent rights, ensuring continuity without future payments owed. The agreement covered licenses for human disease treatments worldwide (excluding microbiome in Asia) and vice versa for microbiome products in Asia.

• ·Original License Agreement filed as Exhibit 10.7 to Form S-1 on September 27, 2019
• ·Kobe-Bio Palette License dated May 9, 2017
• ·Standby License Agreement dated February 9, 2026

05-03-2026

CIMG Inc. entered into an Amended and Restated Equity Transfer Agreement on February 27, 2026, to acquire 100% of Daren Business Technology Limited (100 ordinary shares) from Shelei Jiang for zero cash consideration, with closing expected by March 31, 2026, subject to customary conditions. Post-closing, the Company may issue up to 74,487,896 common shares to seller designees Dundas Technology Limited and Kellyview Investment Limited by April 10, 2026, contingent on stockholder approval and audited revenue targets through September 30, 2029; unmet targets result in forfeiture, but full issuance would cause significant dilution with no assurance of approval.

• ·Acquisition amends and restates prior Equity Transfer Agreement dated February 11, 2026.
• ·Award Shares subject to Nasdaq Listing Rule 5635 stockholder approval and transfer restrictions with leak-out tied to RMB-denominated revenue targets.
• ·Shares, if issued, rely on Regulation S and Section 4(a)(2) exemptions as restricted securities.
• ·Filed as Exhibit 10.1: full A&R Equity Transfer Agreement.

05-03-2026

GoPro reported FY 2025 revenue of $652 million, down 19% YoY, driven by a 21.5% decline in hardware revenue to $545 million, while subscription and service revenue was nearly flat at $106 million (down 1%). Q4 2025 revenue was flat YoY at $202 million, but camera sell-through dropped 19% to 625,000 units and gross margins fell to 31.8% GAAP (down 290 bps), with subscriber count ending at 2.36 million (down 7%). However, operating expenses were reduced by $93 million (26% YoY), cash flow from operations improved by $104 million, and net losses narrowed significantly to $93 million GAAP (from $432 million), alongside plans to launch GP3 AI-enabled processors in Q2 2026.

• ·Cash and cash equivalents declined to $49.7M from $102.8M YoY.
• ·Inventory reduced to $78.4M from $120.7M YoY.
• ·Short-term debt $19.6M as of Dec 31, 2025 (down from $93.2M).
• ·Adjusted EBITDA Q4 2025 positive $1M (from negative $14M YoY); FY 2025 negative $29M (improved from negative $72M).

05-03-2026

On February 27, 2026, The Crypto Company entered into a Subscription Agreement with accredited investor Juan Betancourt to sell and issue 34,782,609 shares of common stock (par value $0.001) for an aggregate purchase price of $40,000 in an unregistered offering under Regulation D. This provides the company with $40K in cash proceeds but involves substantial dilution to existing shareholders due to the large number of shares issued at a very low effective price. The agreement includes customary representations, warranties, and covenants.

• ·Shares sold without registration under the Securities Act, relying on Regulation D exemption and state blue sky laws.
• ·Investor represented as accredited and acquiring shares for investment, not resale; appropriate legends to be affixed.
• ·Form of Subscription Agreement filed as Exhibit 10.1.

05-03-2026

Perpetua Resources Corp. filed an 8-K announcing Amendment No. 1 to the Engineering, Procurement, and Construction Management Services Agreement between Perpetua Resources Idaho, Inc. and Hatch Ltd., effective February 28, 2026, with details in Exhibit 10.1 (portions redacted and schedules omitted). No specific financial terms, contract prices, budgets, or performance impacts were disclosed in the filing. Forward-looking statements reference uncertainties around scope, contract price, control budget, and POX/O2 System allocation.

• ·Filing date: March 5, 2026
• ·Agreement execution date: February 28, 2026
• ·Items reported: 1.01 (Entry into Material Definitive Agreement), 9.01 (Financial Statements and Exhibits)

05-03-2026

Regional Management Corp. entered into a Program Management Agreement (PMA) with Column National Association on March 2, 2026, establishing a new installment lending program where Column serves as lender of secured and unsecured loans in select states, and the Company acts as program manager and servicer, receiving marketing, processing, and servicing fees while paying platform and usage fees. Column retains control over underwriting, credit risk, and program oversight, with loans held for an initial period before potential sale to the Company. The PMA includes monthly financial covenants on liquidity and net worth, with an initial term ending March 31, 2031, and automatic two-year renewals unless terminated with 365 days' notice.

• ·The Company must establish and maintain a risk management program, including a compliance management system.
• ·Column holds originated loans for a specified hold period, serviced by the Company; post-hold, Column may offer to sell loans to the Company, which must purchase except in limited circumstances.
• ·Filing submitted on March 5, 2026, reporting event of March 2, 2026.

05-03-2026

Matador Resources Company (NYSE: MTDR) announced the expiration of its cash tender offer for any and all of its $500M outstanding 6.875% Senior Notes due 2028, with $419.7M (84%) validly tendered and accepted for purchase at $1,019.75 per $1,000 principal plus accrued interest. The company expects to settle payments on March 5, 2026, for most notes and March 9, 2026, for $4.5M subject to guaranteed delivery procedures. Matador intends to redeem any remaining notes on April 15, 2026, and cancel all accepted notes.

• ·Tender Offer expired at 5:00 p.m., New York City time, on March 4, 2026.
• ·Interest on accepted Notes ceases to accrue on the Settlement Date.

05-03-2026

OptimizeRx reported Q4 2025 revenue of $32.2 million, flat YoY compared to $32.3 million, but achieved record GAAP net income of $5.0 million (from a $0.1 million loss) and adjusted EBITDA of $12.0 million (up from $8.8 million). Full year 2025 revenue grew 19% YoY to $109.4 million with adjusted EBITDA more than doubling to $24.3 million from $11.7 million, alongside operating cash flow of $18.7 million (up from $4.9 million). The company issued flat 2026 revenue guidance of $109-114 million, noted declining KPIs like average revenue per top 20 pharma manufacturers (down to $2.838 million from $2.976 million) and net revenue retention (116% from 121%), and authorized a $10 million share repurchase program.

• ·Total assets increased to $176.9M from $171.2M as of Dec 31, 2025.
• ·Long-term debt, net decreased to $21.4M from $30.8M as of Dec 31, 2025.
• ·Share repurchase program effective March 12, 2026, expires March 15, 2027 or upon $10M repurchased.
• ·2026 guidance: Revenue $109-114M, Adjusted EBITDA $21-25M.

05-03-2026

USA Rare Earth, Inc. (USAR) announced a definitive agreement to acquire all outstanding shares of Texas Mineral Resources Corp. (TMRC) for 3,823,328 shares of USAR common stock, implying a total deal value of $73M and granting USAR 100% control of the Round Top Project, including TMRC's prior 18.6% interest, 950 acres of leases, and 9,345 acres of prospecting rights. The transaction supports USAR's Accelerated Mining Plan, targeting commercial production in 2028 and 40,000 metric tons per day of rare earth and critical mineral feedstock by 2030. However, closing is expected no later than Q3 2026 subject to TMRC stockholder approval and customary conditions, amid forward-looking risks including going concern doubts for both companies.

• ·All TMRC directors and executive officers have entered voting support agreements to approve the transaction.
• ·USAR selected Fluor Corp. and WSP Global Inc. in January 2026 as EPCM partners for Round Top's Definitive Feasibility Study.
• ·Round Top operated under long-term lease with Texas General Land Office, supporting Texas Permanent School Fund.

05-03-2026

Greystone Housing Impact Investors LP's South Carolina subsidiaries (Borrowers) entered into a First Amendment to their Loan Agreement dated December 31, 2025, effective February 27, 2026, with BankUnited, N.A. as Administrative Agent and Lender, amending key definitions including Debt Service (now based on 30-year amortization), Net Operating Income (incorporating $250/unit/year replacement reserve), and covenants such as Debt Service Coverage Ratio tests (1.00:1.00 by Feb 15, 2027; 1.05:1.00 by June 30, 2027) and Loan-to-Value ratio (max 65% at maturity). The amendment confirms full funding of the Future Advance Amount, adds post-closing pledges, and requires mold remediation at specific Vietti Property units by March 31, 2026. No performance metrics, declines, or financial amounts were disclosed.

• ·Amendment effective upon payment of Future Advance Origination Fee (amount not specified).
• ·Borrower may satisfy DSCR failures via partial prepayment, cash collateral, or letter of credit, releasable after 3 consecutive months of compliance.
• ·Original Loan Agreement dated December 31, 2025; Filing Date March 05, 2026.

05-03-2026

Interactive Strength Inc. (TRNR) announced the full recovery of a $5.0M loan principal plus $1.4M in interest and expenses from Sportstech Brands Holding GmbH, totaling $6.4M received and generating a net financial return after costs; however, the Sportstech acquisition did not complete as hoped. The settlement resolves all disputes, including lawsuits and a canceled share auction, allowing focus on the pending Ergatta acquisition (>$10M annual revenue, ~30% EBITDA margins), Wattbike scaling (700+ Air-Pro bikes, $2.5M UK commercial revenue since July 2025), and 2026 pro forma revenue guidance of >$30M, nearly sixfold from 2024's $5.4M.

• ·Settlement received in full as of announcement; TRNR retains no ownership in Sportstech
• ·Resolves January 2025 and May 2025 loan agreements and 100% share pledge
• ·Berlin court win preceding settlement; lawsuits to be withdrawn and March 11, 2026 share auction canceled

05-03-2026

Nomadar Corp. (NOMA) entered into a subscription agreement on February 27, 2026, for a private placement offering of up to $5.4M in class A common stock at $3.65 per share, representing up to 1,480,937 shares across three tranches. The first tranche closed on March 3, 2026, issuing 584,969 shares. The second and third tranches are scheduled for March 31, 2026, and April 30, 2026, respectively, under Regulation D exemption.

• ·Securities sold under Section 4(a)(2) or Regulation D exemption from registration.
• ·Common stock par value $0.00001 per share.
• ·Emerging growth company status confirmed.

05-03-2026

ClearOne, Inc. entered into a Securities Purchase Agreement with First Finance Ltd., its affiliate and single largest stockholder, to sell 437,500 shares of common stock at $4.00 per share and a warrant for up to 437,500 shares at $5.00 exercise price, generating gross proceeds of $1.75M in a private placement. Of the proceeds, $0.5M is immediately available, while $1.25M is contingent on the Company's reincorporation from Delaware to Nevada. The agreement imposes restrictions on incurring indebtedness over $10,000 or entering material transactions without Purchaser consent, with closing expected on or about March 6, 2026.

• ·Warrant term: 2 years, exercisable six months from issuance date.
• ·Securities offered pursuant to Section 4(a)(2) and Rule 506(b) exemption.
• ·Registration rights: Form S-3 for resale effective within 90 days after filing full Form 10-K for year ended December 31, 2025.
• ·Proceeds held in segregated bank account pending disbursement.
• ·Date of earliest event: March 2, 2026; Filing date: March 5, 2026.

05-03-2026

Bank of New York Mellon Corporation filed an 8-K announcing the designation of a new Series M Noncumulative Perpetual Preferred Stock via Certificate of Designations, initially consisting of 5,000 shares with a $100,000 liquidation preference per share and $0.01 par value. Dividends are non-cumulative at an initial fixed rate of 5.625% until March 20, 2031, then resetting to the Five-Year Treasury Rate plus a 2.034% spread, with the first payment on June 20, 2026. No period-over-period financial comparisons are provided in the filing.

• ·Pricing Committee unanimous written consent dated February 24, 2026
• ·Board of Directors resolutions originally adopted February 20, 2020
• ·First Reset Date: March 20, 2031; subsequent resets every five years
• ·Dividend Payment Dates: March 20, June 20, September 20, December 20, commencing June 20, 2026

05-03-2026

RPM International Inc. entered into a Seventh Amendment to its revolving credit facility on February 27, 2026, extending the maturity by five years to February 27, 2031. Interest spreads are set initially at 0.0% for base rate loans and 1.00% for SOFR and RFR-based loans (with ranges of 0.0%-0.30% and 0.785%-1.30%, respectively), alongside a 0.125% facility fee (range 0.09%-0.20%), all adjustable by debt rating. The amendment retains a maximum leverage ratio covenant of 3.75:1.0 but eliminates the prior interest coverage ratio requirement.

• ·Original Credit Agreement dated October 31, 2018.
• ·Full Credit Agreement Amendment to be filed as exhibit to Form 10-Q for quarter ending February 28, 2026.
• ·Covenants include limitations on liens and asset sales/transfers.
• ·Events of default include payment defaults, covenant breaches, change of control, and ERISA events.

05-03-2026

Sunrise Realty Trust, Inc. (SUNS) expanded its senior secured revolving credit facility to $165M with a $25M commitment from Customers Bank, bringing total commitments from the prior amount implied at $140M. The facility, originally established with East West Bancorp in November 2024, remains expandable to $200M to support CRE lending and liquidity needs. No declines or flat metrics were reported in this positive liquidity enhancement announcement.

• ·Facility originally established with East West Bancorp in November 2024
• ·Customers Bancorp accolades: Top 10 Performing Bank by American Banker (2021-2025), #1 in 2024 among midsize banks, No. 45 in 2026 Forbes Best Banks list, Net Promoter Score of 81
• ·Investor Relations: Robyn Tannenbaum, 561-510-2293, ir@thetcg.com
• ·Media Contact: Doug Allen, 646-722-6530, TCG@DLPR.com

05-03-2026

Genco Shipping & Trading Limited executed a Sixth Amendment to its August 2021 Credit Agreement on February 27, 2026, establishing $80M in Incremental Revolving Commitments (2026 Upsize Revolving Commitments) to finance the acquisition of two 5-8 year old vessels: Genco Stars and Stripes and Genco Valkyrie (2026 Accordion Vessels). Consenting Lenders approved increasing the appraisal value threshold from 50% to 53.7% solely for these vessels, accepting pre-delivered appraisals from Fearnleys (Jan 20, 2026) and Clarksons (Jan 28, 2026). No declines or flat metrics reported in this financing update.

• ·Credit Agreement originally dated August 3, 2021; prior amendments on November 8, 2022; May 30, 2023; October 16, 2023; November 29, 2023; July 10, 2025
• ·Vessel appraisals dated January 20, 2026 (Fearnleys) and January 28, 2026 (Clarksons)

05-03-2026

Simon Property Group, L.P. entered into a Fourth Amended and Restated $5,000,000,000 Revolving Credit Agreement on March 5, 2026, fully amending and restating the prior Third Amended and Restated Credit Agreement dated March 14, 2023 (as amended October 3, 2024 and May 12, 2025). The facility is administered by JPMorgan Chase Bank, N.A., with joint lead arrangers including BOFA Securities, Inc., Mizuho Bank, Ltd., PNC Capital Markets LLC, and Wells Fargo Securities LLC, providing enhanced liquidity access in USD and alternative currencies up to the full facility amount.

• ·Alternative Currency Sublimit equals 100% of the $5B Maximum Revolving Credit Amount.
• ·Prior Existing Credit Agreement dated March 14, 2023, with amendments on October 3, 2024 and May 12, 2025.

05-03-2026

Apple iSports Group, Inc. (AAPI) signed a Joint Venture Agreement with AiC Enterprises LLC (AiC) on February 28, 2026, to jointly supply a gaming products platform and technical services to B2B and B2C clients, while licensing the 'apple-i' brand for promotion in the gaming ecosystem. The agreement, approved by both boards, positions the companies to expand in online gambling services, led by AiC's CEO Michael Cho and supported by Apple iSports' management expertise under CEO Joe Martinez. No financial terms or performance metrics were disclosed.

• ·Agreement executed with legal effect on February 28, 2026 (Asia-Pacific time)
• ·AiC's infrastructure includes UX & Conversion Engineering, Secure Payment Rails, and Aggregator Ecosystem
• ·Websites: https://appleicasino.com, https://appleisports.com, https://corporate.appleisports.com

05-03-2026

Sky Quarry Inc. filed a Certificate of Amendment to its Certificate of Incorporation, authorizing a total of 2,000,000,000 shares of Common Stock with a par value of $0.0001 per share. The amendment implements a 1-for-8 reverse stock split effective at 11:59 p.m. ET on March 15, 2026, with no fractional shares issued and any fractions rounded up to the nearest whole share. The change was duly adopted by the Board of Directors and stockholders in accordance with Delaware General Corporation Law Section 242.

• ·Reverse stock split applies to issued and outstanding shares immediately prior to effective time.
• ·Stockholders holding shares via brokerage firms will have fractions rounded up at the participant level.
• ·No cash paid in lieu of fractional shares.

05-03-2026

Community Health Systems, Inc. (NYSE: CYH) announced a definitive agreement for a subsidiary to sell substantially all assets of four Arkansas hospitals (Northwest Medical Center – Bentonville (128 beds), Northwest Medical Center – Springdale (222 beds), Northwest Medical Center – Willow Creek Women’s Hospital (64 beds), and Siloam Springs Regional Hospital (73 beds), plus associated outpatient centers and practices) to Freeman Health System for $112 million, subject to adjustments for net working capital and finance leases. The transaction is expected to close in Q2 2026, subject to regulatory approvals and customary conditions. These hospitals were among potential divestitures referenced in CYH's Q4 2025 earnings call.

• ·CYH operates in 34 distinct markets across 13 states with headquarters in Franklin, Tennessee.
• ·Leerink Partners acting as exclusive financial advisor to CYH.

05-03-2026

Fly-E Group, Inc. received a Nasdaq deficiency notice on February 27, 2026, for failing to timely file its Form 10-Q for the period ended December 31, 2025, violating Listing Rule 5250(c)(1), with no immediate impact on trading but requiring a compliance plan by April 28, 2026, and potential extension to August 24, 2026. The company intends to file the overdue 10-Q soon to regain compliance. Separately, the SEC initiated an investigation on January 21, 2026, into the company, which is cooperating without details on any wrongdoing.

• ·Nasdaq notice has no immediate effect on listing or trading of FLYE common stock.
• ·Company is an emerging growth company.
• ·Principal executive offices: 136-40 39th Avenue, Suite 202, Flushing, New York 11354.

05-03-2026

Vivakor, Inc. entered into a Third Amendment to Loan Agreement, Fourth Forbearance Agreement, and issued a Fourth Junior Secured Convertible Promissory Note to J.J. Astor & Co. for an additional $750,000 (net ~$710,000 after fees), maturing April 6, 2026, amid ongoing distress with $5.995M outstanding on the Second Note to be repaid in escalating weekly installments starting $50,000/week from April 6, 2026. The company pledged assets, subsidiary guarantees, and real property in Blaine County, Oklahoma as collateral, with severe default terms including 19% interest, 110% principal increase, and deep discount conversions. While providing short-term liquidity, the agreements highlight persistent liquidity challenges and dilution risks.

• ·Second Note repayments: $50,000/week starting April 6, 2026; $100,000/week from July 6, 2026; $150,000/week from October 5, 2026; $250,000/week from December 7, 2026; full by January 1, 2027.
• ·Nasdaq relisting deadline extended to April 6, 2026.
• ·Initial Note and Third Note satisfied in full (November 20, 2025 and October 27, 2025 respectively).

05-03-2026

TPI Composites, in Chapter 11 bankruptcy since August 11, 2025, entered into asset purchase agreements on March 4, 2026, to sell its India manufacturing assets (Chennai wind blades) to Vestas for $10M cash (subject to adjustments) and limited Mexico assets for $1, alongside an equity commitment for Vestas to acquire 100% of reorganized equity in two Mexico subsidiaries for approximately $14M cash. These transactions are subject to Bankruptcy Court approval, third-party consents, and outside dates of June 30, 2026. However, on March 1, 2026, an Event of Default occurred under the DIP Credit Agreement due to lack of a Disclosure Statement Order, triggering default interest accrual.

• ·Transactions require Bankruptcy Court orders: approval for India/Mexico APA portions, confirmation of Mexico Plan.
• ·India APA terminable if Buyer Parent ceases payment advances; Mexico agreements terminable if Commitment Party ceases advances.
• ·DIP Credit Agreement dated August 14, 2025; Specified Default under Section 11.01(g).

05-03-2026

On March 3, 2026, Nuburu Defense, LLC, a wholly-owned subsidiary of Nuburu, Inc., entered into an International Cooperation Agreement with Tekne S.p.A. and Engineering Bureau Beryl LLC to collaborate on the qualification, deployment, and scaling of the Tekne Graelion vehicle in Ukraine, building on their existing Network Contract. The agreement includes a two-year exclusivity period for Beryl and Tekne regarding competing products and Ukraine deployment, with plans to establish a joint representative office in Kyiv and potential capital support from Nuburu Defense. Extensive forward-looking statement risks are disclosed, including development challenges, capital access issues, and prior losses like the patent portfolio foreclosure.

• ·Two-year exclusivity period: Beryl prohibited from representing competing products (except prior contracts); Tekne will not negotiate with other third parties for Ukraine deployment or mission-specific kit.
• ·Joint representative office to be established in Kyiv for operational, industrial, and compliance coordination.

05-03-2026

Sabre Corporation and Constellation Software Inc., a beneficial owner of approximately 12.7% of Sabre's outstanding shares, entered into a strategic governance agreement on March 5, 2026, resulting in the appointment of Damian McKay, CEO of Vela Software Group (a Constellation division), to Sabre's Board of Directors. In connection, Sabre terminated its shareholder rights plan announced on March 1, 2026. Executives expressed optimism about the partnership fostering long-term growth and innovation in the travel technology sector.

• ·Terms of the strategic governance agreement to be filed as an exhibit to Form 8-K.
• ·Sabre terminated its shareholder rights plan announced March 1, 2026.
• ·Damian McKay's prior roles include CEO of Datamine (2012-2020) and General Manager at GE Energy.