NORFOLK SOUTHERN CORP·transportation-infrastructure·$85.00BTWITTER, INC.·tech·$44.00BAES CORP·industrials·$33.40BAES CORP·industrials·$33.40Bcyberark palo alto networks·tech·$25.00BWalgreens Boots Alliance, Inc.·consumer-retail·$23.70Bphysicians realty trust healthpeak properties inc·real-estate·$21.00BABBOTT LABORATORIES·healthcare·$20.00BFrontier Group Holdings, Inc.·transportation-infrastructure·$20.00BMagellan Midstream Partners, L.P.·energy-power·$18.80BNextDecade Corp·energy-power·$18.40Bnextdecade corporation rio grande lng phase 1 joint venture·private-capital·$18.40BNORFOLK SOUTHERN CORP·transportation-infrastructure·$85.00BTWITTER, INC.·tech·$44.00BAES CORP·industrials·$33.40BAES CORP·industrials·$33.40Bcyberark palo alto networks·tech·$25.00BWalgreens Boots Alliance, Inc.·consumer-retail·$23.70Bphysicians realty trust healthpeak properties inc·real-estate·$21.00BABBOTT LABORATORIES·healthcare·$20.00BFrontier Group Holdings, Inc.·transportation-infrastructure·$20.00BMagellan Midstream Partners, L.P.·energy-power·$18.80BNextDecade Corp·energy-power·$18.40Bnextdecade corporation rio grande lng phase 1 joint venture·private-capital·$18.40B
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Banking Recap

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Palo Alto Networks Inc Announces Acquisition for $25.00B

This transaction is a cash and stock acquisition in which Palo Alto Networks Inc (ticker PANW), a tech sector company, is acquiring CyberArk. The deal is classified under the M&A product group and carries a disclosed value of $25,000,000,000. The transaction is currently in pending regulatory status.

Jul 30, 2025 · $25.00B

Walgreens Boots Alliance, Inc. to Be Acquired for $23.70B

Walgreens Boots Alliance, Inc. (Nasdaq: WBA), an integrated healthcare, pharmacy and retail company, entered into a definitive agreement on March 6, 2025 to be acquired by an entity affiliated with Sycamore Partners Management, L.P., a New York-based private equity firm specializing in retail, consumer and distribution-related investments. The transaction was disclosed in a Form 8-K filed March 10, 2025 (attaching the Agreement and Plan of Merger as Exhibit 2.1) and in a same-day press release and investor presentation filed under Item 7.01 of an 8-K dated March 6, 2025. The merger closed on August 28, 2025, pursuant to a Form 8-K filed that date, with WBA surviving as a wholly owned subsidiary of Blazing Star Parent, LLC (an affiliate of Sycamore Partners); WBA common stock and its listed notes were delisted from Nasdaq and WBA ceased to be a publicly traded company.

Jun 6, 2025 · $23.70B

HEALTHPEAK PROPERTIES, INC. Announces Acquisition for $21.00B

Healthpeak Properties, Inc. and Physicians Realty Trust entered into a definitive merger agreement for an all-stock combination of the two healthcare-focused real estate investment trusts, structured through a series of mergers in which Physicians Realty Trust would merge into a Healthpeak subsidiary (DOC DR Holdco) and a parallel partnership-level merger would combine the companies' operating partnerships. Upon completion, the combined company's portfolio was expected to have a pro forma enterprise value of approximately $21 billion, comprising 753 properties including roughly 40 million square feet of outpatient medical properties and 12 million square feet of lab properties.

Jan 11, 2024 · $21.00B

ABBOTT LABORATORIES Prices Notes Offering for $20.00B

Abbott Laboratories, a healthcare sector company trading under the ticker ABT, issued $20 billion in aggregate principal amount of senior notes across eight tranches. The offering priced on February 23, 2026 pursuant to a pricing agreement among Abbott and representatives Morgan Stanley & Co. LLC, Barclays Capital Inc., BofA Securities, Inc. and J.P. Morgan Securities LLC, and closed on March 9, 2026, when Abbott completed the issuance and sale of the notes, according to a Form 8-K filed with the SEC that date.

Feb 25, 2026 · $20.00B

Frontier Group Holdings, Inc. to Be Acquired for $20.00B

This deal is a cash acquisition classified as an M&A transaction in the transportation-infrastructure sector, involving Frontier Group Holdings, Inc. (ticker ULCC) as target and Verizon as acquirer. The disclosed value of the transaction is $20,000,000,000.

Sep 5, 2024 · $20.00B

Magellan Midstream Partners, L.P. to Be Acquired for $18.80B

This deal is a cash and stock acquisition in which ONEOK, Inc. is the acquirer of Magellan Midstream Partners, L.P., a company in the energy-power sector and the target of the transaction. The deal is classified under the M&A product group, with a disclosed value of $18,800,000,000.

May 15, 2023 · $18.80B

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N/A

N/A$7.70B

This transaction is a go-private cash merger involving The Baldwin Group, Inc., with Sequence Holdings and DFO Management as the acquiring parties. The disclosed value of the transaction is 7,700,000,000 dollars. The transaction is sourced from an SEC EDGAR Form 8-K filing published on September 14, 2026. Based on the facts provided, the deal's status is pending regulatory approval. The financial advisory arrangement on this deal is layered by committee and company. Perella Weinberg Partners LP is serving as independent financial advisor to the Special Committee of the Board of Directors of Baldwin and is identified as the lead advisor in that specific capacity. Separately, Ardea Partners LP is serving as lead financial advisor to The Baldwin Group as a whole, with MarshBerry also acting as a financial advisor to The Baldwin Group in connection with the transaction, indicating more than one advisor supporting the company-level mandate alongside the Special Committee's independent advisor. On the legal side, Potter Anderson & Corroon LLP is serving as independent legal advisor to the Special Committee, paired with Perella Weinberg Partners in that mandate. Davis Polk & Wardwell LLP is serving as legal advisor to The Baldwin Group, paired with Ardea Partners, and Troutman Pepper Locke LLP is serving as insurance regulatory counsel to The Baldwin Group as well. On the acquirer side, Latham & Watkins LLP is acting as legal counsel to Sequence, and Sullivan & Cromwell LLP is acting as legal counsel to DFO. Beyond confirming that this is a go-private cash merger with a disclosed value of 7,700,000,000 dollars, no further detail on the specific per-share price or other terms of the cash consideration is included in the facts available. A number of elements of this deal are not disclosed. No financial advisor to Sequence or DFO, the acquiring parties, is identified, only their legal counsel. No expected closing date is given, and no detail on the specific per-share cash price or regulatory approvals required to close is provided in the available material.

CENTERSPACE → INDEPENDENCE REALTY TRUST, INC.

real-estate$8.10B

This is an all-stock merger in the real-estate sector in which Independence Realty Trust, Inc. (ticker IRT) is acquiring Centerspace (ticker CSR). The product group is M&A, and the disclosed transaction value is $8,100,000,000. The facts are sourced from an 8-K filed with the SEC via EDGAR, published on September 9, 2026. The deal's current status is pending regulatory review. Financial advisory roles are disclosed for both sides, without a lead designation specified for any individual advisor. BMO Capital Markets Corp. is acting as financial advisor to Centerspace, the target, per the statement "BMO Capital Markets Corp. is acting as financial advisor, and Wachtell, Lipton, Rosen & Katz is acting as legal advisor to Centerspace." On the acquirer side, RBC Capital Markets and Rothschild & Co. are both acting as financial advisors to IRT, consistent with the language "RBC Capital Markets and Rothschild & Co. are acting as financial advisors and Troutman Pepper Locke LLP is acting as legal advisor to IRT." Legal advisors are disclosed for both sides: Wachtell, Lipton, Rosen & Katz is acting as legal advisor to Centerspace, the target, while Troutman Pepper Locke LLP is acting as legal advisor to IRT, the acquirer. Beyond the classification of this transaction as an all-stock merger with a disclosed value of $8,100,000,000, no further detail on the specific exchange ratio or other consideration terms is included in the facts provided. Several items are not disclosed in this record: the specific stock exchange ratio is not given, and no expected closing date is given beyond the pending-regulatory status.

N/A

N/A$5.00B

Liberty Interactive Corporation and QVC Inc. jointly announced a Chapter 11 bankruptcy restructuring with a disclosed enterprise value of $5 billion. The transaction involves the reorganization of these entities under chapter 11 of the U.S. Bankruptcy Code, a product that falls within the restructuring advisory space. The announcement was made public through an SEC Form 8-K filing, which represents the official disclosure vehicle for this material corporate action. The transaction was announced via SEC EDGAR filing on August 7, 2026, as documented in a Form 8-K submission. This represents an announced restructuring, meaning the parties have publicly disclosed the transaction terms but the Chapter 11 process remains in progress toward confirmation and emergence. The company engaged Evercore Group L.L.C. as its primary financial advisor on the restructuring. Additionally, AlixPartners, LLP was retained as restructuring advisor to the company, providing specialized advisory services focused on operational and financial restructuring matters. On the creditor side, multiple financial advisors were appointed to represent distinct stakeholder groups. Centerview Partners LLC was retained as financial advisor to the ad hoc noteholders of Liberty Interactive (LINTA), representing the interests of holders of unsecured notes in that entity. PJT Partners LP serves as financial advisor to the ad hoc noteholders of QVC Inc., advising those creditors on their restructuring strategy. Lazard Frères & Co. LLC was engaged as financial advisor to the revolving credit facility lender group, representing the secured lender constituency. No legal advisors were disclosed in the available filing materials. The restructuring contemplates a total enterprise value of $5 billion as the disclosed valuation metric for the reorganized entities emerging from the Chapter 11 process. Beyond this headline figure, the specific structure of the plan of reorganization, the treatment of various claim classes, the distribution waterfall, and any consideration to be received by equity holders or creditors have not been disclosed in the materials reviewed. The timeline for emergence from Chapter 11 is not disclosed, nor has a projected effective date for the plan of reorganization been announced. Additionally, the specific consideration mix as between cash, new equity, or debt instruments in the reorganized entities is not detailed in the available filing. The allocation of value among different classes of creditors and the treatment of unsecured claims remain unspecified in the disclosed information to date.

AbbVie Inc.

healthcare$10.00B

AbbVie Inc., a healthcare sector company trading under the ticker ABBV, is undertaking a debt capital markets transaction in the form of a debt offering with a disclosed aggregate value of $10 billion USD. This is a primary debt issuance by the company in the healthcare industry. The transaction is sourced from SEC filings published on the SEC EDGAR system on August 4, 2026 and August 6, 2026. The specific SEC form type has not been identified. The current status of the transaction is pending regulatory approval. A substantial syndicate of financial advisors has been assembled to manage the offering, all serving in the capacity of joint book-running managers on behalf of the issuer. The lead book-running managers include Morgan Stanley, BofA Securities, J.P. Morgan, and Societe Generale, who are described as managing all notes issued in this offering. Additional joint book-running managers with specific tranche assignments include Deutsche Bank Securities managing the 2036 notes, Wells Fargo Securities managing the 2056 notes, Mizuho managing the 2031 notes, HSBC managing the 2033 notes, BNP Paribas managing the 2030 notes, Barclays managing the floating rate notes and 2028 notes, and Citigroup managing the 2038 notes and 2066 notes. This structuring reflects a multi-tranche offering with different maturity profiles, with individual managers assigned lead responsibility for specific note tranches while the primary managers coordinate the overall syndication. No legal advisors have been identified in the available source materials. The transaction structure involves multiple note tranches with distinct maturity dates ranging from 2028 through 2066, suggesting a laddered debt maturity profile. Specific terms regarding interest rates, coupons, pricing, or other consideration mechanics have not been disclosed in the available documentation. The offering includes both fixed-rate and floating-rate note components, as evidenced by Barclays' assignment to manage floating rate notes alongside specific tenor tranches. The expected closing date for this transaction has not been disclosed. The specific coupon rates, pricing spreads, and final terms for individual note tranches remain undisclosed. The aggregate $10 billion represents the total disclosed value but does not specify how much each individual tranche within the multi-tranche offering will comprise. No information regarding use of proceeds has been provided.

CBIZ, Inc.

business-services$5.00B

CBIZ, Inc. (NYSE: CBZ), a business-services firm serving middle-market companies, has agreed to be acquired by Grant Thornton Advisors LLC in an all-cash transaction with an enterprise value of $5 billion. The deal was announced on July 29, 2026 via a joint press release, and the merger agreement was signed July 28, 2026 among CBIZ, Viking ParentCo, Inc. ("Parent") and its wholly owned subsidiary Viking MergerCo, Inc., both affiliates of Grant Thornton Advisors. New Mountain Capital, L.L.C., which led a May 2024 investment in Grant Thornton Advisors, is providing incremental equity to help finance the acquisition. Under the merger agreement, each share of CBIZ common stock will be converted into the right to receive $55.00 in cash, representing a premium of approximately 54% to CBIZ's 30-day volume-weighted average share price as of July 28, 2026, the last trading day before announcement. Goldman Sachs' fairness opinion to the CBIZ board calculated additional premium reference points as of July 24, 2026: 63.8% over the $33.58 closing price on June 8, 2026 (the date of Parent's initial $55.00 bid), 29.0% over the July 24, 2026 closing price of $42.63, 56.1% over the 30-trading-day VWAP, 76.1% over the 90-trading-day VWAP, and a 29.3% discount to the 52-week high of $77.81 set on July 25, 2025. Goldman Sachs' discounted cash flow analysis, using discount rates of 9.5% to 10.5% and terminal exit multiples of 8.0x to 10.0x EV/LTM EBITDA, implied a per-share value range of $44.27 to $59.37. Goldman Sachs also reviewed selected M&A transactions in the accounting/specialty consulting industry since January 2021 (including CBIZ's own 2024 acquisition of Marcum LLP at 12.0x LTM EBITDA) as a reference, though the proxy does not state a single headline EV/EBITDA multiple for the CBIZ transaction itself. Parent estimates total funds needed to complete the merger and pay the merger consideration, including fees and expenses, at approximately $5,235,000,000. Financing is expected to come from a combination of committed debt and equity. Under the Opco Commitment Letter, lenders committed to a $750 million U.S. dollar incremental term facility, a Euro-denominated incremental term facility equivalent to $500 million, a $200 million incremental revolving facility (together, senior secured first-lien facilities under Grant Thornton's existing credit agreement), and a $1.75 billion senior secured notes bridge facility (reduced dollar-for-dollar by any notes issued before closing). Under the Equity Commitment Letter, equity investors committed to fund an Investor Commitment into an entity called Turbo Parent, including up to $200 million for convertible preferred equity securities with warrants and up to $635 million of additional equity funding, which Turbo Parent will then contribute to Parent. Grant Thornton Advisors LLC itself has provided a limited guarantee backstopping payment of the Parent Termination Fee. The merger is not subject to a financing condition. According to the joint press release, the combination is expected to create the fifth-largest professional services, tax and advisory provider in the U.S., with Grant Thornton's U.S. business generating more than $5 billion in annual domestic revenue after closing, and the combined multinational platform spanning more than 20 countries, generating nearly $7.5 billion in revenue and employing more than 34,500 professionals. The companies describe it as "the largest transaction of its kind in more than 25 years." Grant Thornton Advisors CEO Jim Peko said: "By combining our multinational platform with CBIZ's strong market presence, we're broadening our ability to support businesses through every stage of growth...Together, we'll bring the quality, scope and capabilities clients need to navigate an increasingly complex and rapidly evolving business environment." CBIZ President and CEO Jerry Grisko said: "This is a historic combination with a complementary cultural and strategic fit...Joining Grant Thornton Advisors accelerates the realization of that vision, creating a stronger firm with new and exciting opportunities for our team members and enhanced service offerings for clients, while delivering significant value to CBIZ shareholders." New Mountain Capital managing director Andre Moura added that the deal would make Grant Thornton "the fifth largest professional services, tax and advisory provider in the nation and one of the most forward-thinking firms in the world regarding AI." The release also states the deal builds on Grant Thornton Advisors' previously announced $1 billion investment in AI and advanced technologies. Following closing, Grant Thornton Advisors plans to separate CBIZ's Benefits and Insurance Services segment into a new stand-alone company backed by New Mountain Capital; Evercore is advising New Mountain Capital and Grant Thornton specifically on this Benefits & Insurance segment matter. No dollar synergy targets, cost-saving estimates, or EPS accretion/dilution figures are disclosed in the filings reviewed, consistent with an all-cash acquisition by a private, sponsor-backed acquirer rather than a public strategic buyer. The proxy statement's "Background of the Merger" section describes a competitive price-discovery process rather than a negotiated single bid. Grant Thornton first contacted CBIZ CEO Jerry Grisko on March 20, 2026. On April 13, 2026, Grant Thornton and New Mountain submitted a non-binding indication of interest of $47.00-$50.00 per share, which the CBIZ board rejected in May as insufficient. Grant Thornton raised its offer to $51.00-$52.50 per share on May 19, 2026 (also rejected), then to $54.30 per share on May 29, 2026, which it called its "best offer." The board rejected that too and countered that it would engage further only above $55.00 per share; Grant Thornton returned on June 8, 2026 with $55.00 per share, calling it its "best and final" indication, which the board accepted as the basis for exclusive due diligence beginning June 17, 2026. The merger agreement was negotiated and signed July 28, 2026, with Goldman Sachs delivering a fairness opinion that the $55.00 cash consideration was fair to CBIZ stockholders from a financial point of view (for which CBIZ agreed to pay Goldman Sachs a transaction fee of approximately $53 million, about $52.8 million of which is contingent on closing). Following signing, the agreement included a 30-day go-shop period: Goldman Sachs contacted 24 parties (18 financial sponsors and 6 strategic parties), 6 of which signed confidentiality agreements (with no standstill restrictions) and gained data-room access, and 2 of which met with CBIZ management; the go-shop period expired August 27, 2026 without a superior proposal emerging. Legal advisors were also identified in the filings: Weil, Gotshal & Manges LLP represented CBIZ as legal counsel, and Simpson Thacher & Bartlett LLP, Mayer Brown LLP and Hunton Andrews Kurth LLP represented Grant Thornton Advisors as legal counsel. Teneo served as CBIZ's strategic communications advisor and Goldin Solutions served in that role for Grant Thornton Advisors. The merger agreement provides for a Company Termination Fee of $107,500,000 payable by CBIZ under specified circumstances (including termination for a superior proposal), and a Parent Termination Fee of $198,400,000 payable by Parent under specified circumstances. The transaction is subject to CBIZ stockholder approval and regulatory clearance. CBIZ and Parent filed their Hart-Scott-Rodino notification and report forms on August 11, 2026, and the HSR waiting period expired September 10, 2026. CBIZ's special stockholder meeting to vote on the merger agreement is scheduled for October 27, 2026, held virtually, requiring approval by holders of a majority of outstanding shares. The transaction is expected to close in the fourth quarter of 2026, subject to stockholder approval and satisfaction of other customary closing conditions; it has not yet closed as of the date of this summary.

LXP Industrial Trust

real-estate$5.20B

Brookfield Asset Management (NYSE: BAM, TSX: BAM), together with Canada Pension Plan Investment Board (CPP Investments), and LXP Industrial Trust (NYSE: LXP), a REIT focused on Class A warehouse and distribution investments across 12 Sunbelt and Midwest target markets, announced on July 20, 2026 that they entered into a definitive merger agreement under which Brookfield and CPP Investments will acquire LXP in an all-cash transaction valued at approximately $5.2 billion, including net debt and preferred equity. LXP owns approximately 53 million square feet across 108 properties in industrial markets in the Sunbelt and Midwest. This entry is sourced from LXP's Exhibit 99.1 press release filed as part of an 8-K on July 20, 2026. The transaction is a signed definitive merger agreement unanimously approved by LXP's Board of Trustees; it had not yet closed and was expected to close in the fourth quarter of 2026, subject to LXP shareholder approval and other customary closing conditions. The agreement includes a 40-day go-shop period expiring August 28, 2026, during which LXP, with its advisors, may solicit and consider alternative acquisition proposals. BofA Securities, Inc. is acting as lead financial advisor to LXP, with J.P. Morgan Securities LLC acting as co-financial advisor. Citigroup Global Markets Inc. and Morgan Stanley & Co. LLP are serving as financial advisors to Brookfield and CPP Investments. Hogan Lovells Cadwalader US LLP is serving as legal advisor to LXP. Gibson, Dunn & Crutcher LLP and Thompson Hine LLP are serving as legal advisors to Brookfield and CPP Investments, with DLA Piper LLP serving as legal advisor to CPP Investments specifically on certain aspects of the transaction. Dechert LLP is acting as legal advisor to Citigroup Global Markets Inc. and Morgan Stanley & Co. LLP in their advisory capacity. Under the terms disclosed, LXP shareholders will receive $61.20 per share in cash, representing a 12.3% premium to LXP's 30-day volume-weighted average price and a 19.8% premium to its 90-day VWAP, each measured through July 17, 2026. The transaction is not subject to a financing condition. LXP agreed to suspend common share dividend payments until the earlier of closing or termination of the agreement, and upon completion LXP will become a privately held company delisted from the NYSE. The release does not disclose the amount of any termination fee payable if LXP accepts a superior proposal during or after the go-shop period, the specific ownership split between Brookfield and CPP Investments in the acquiring consortium, or fee arrangements for any of the six named financial and legal advisors.

Nuvalent, Inc.

healthcare$10.30B

This transaction is a cash tender offer in which GlaxoSmithKline LLC, an affiliate of GSK plc, is seeking to acquire Nuvalent, Inc. The deal is classified within the healthcare sector, and the disclosed value of the transaction is 10,300,000,000 dollars. The transaction is sourced from an SEC EDGAR Form SC 14D9/A filing (an amendment to the Schedule 14D-9) published on July 7, 2026. Based on the facts provided, the deal's status is pending regulatory approval. On the financial advisory side, Centerview served as financial advisor to Nuvalent, the target, and is identified as the lead advisor in this transaction. The source material references an amendment adding bold and underlined language to the "Summary of Centerview Financial Analysis, Selected Public Company Analysis" discussion within the section covering the opinions of the financial advisor to the company board, indicating Centerview rendered a fairness opinion that was subsequently the subject of supplemental disclosure. No financial advisor to GlaxoSmithKline or GSK plc is identified in the facts provided. On the legal side, Ropes & Gray LLP is identified as legal advisor to Nuvalent, the target, with the source material citing the firm's Boston address at 800 Boylston Street, Prudential Tower, in a copy line for correspondence. No legal advisor to GlaxoSmithKline or GSK plc is identified in the facts provided. Beyond confirming that the transaction is structured as a cash tender offer with a disclosed value of 10,300,000,000 dollars, no further detail on the specific per-share offer price or the conditions of the tender is included in the facts available. Several elements of this deal remain undisclosed. No financial or legal advisor to GlaxoSmithKline or GSK plc is named, and no detail on the per-share tender offer price is given beyond the aggregate disclosed value. The fact that this is sourced from an amendment to the Schedule 14D-9 indicates supplemental disclosure was made, but the facts do not specify an expected closing date for the tender offer.

NCR Atleos Corp

tech$6.60B

The Brink's Company, a financial institutions sector company trading under the ticker BCO, has agreed to acquire NCR Atleos Corporation, ticker NATL, in a cash and stock transaction valued at approximately $6.6 billion. The deal was announced on February 26, 2026, through a current report on Form 8-K filed by Brink's that attached the merger agreement, a joint press release and an investor presentation. Mark Eubanks, President and CEO of Brink's, said the acquisition "further supports Brink's ability to deliver enhanced customer solutions and accelerates our value creation strategy," adding that NCR Atleos "is a partner we know well" with closely aligned business cultures. Tim Oliver, President and CEO of NCR Atleos, called the deal "a strategic opportunity for NCR Atleos" that would "enable us to enhance offerings to financial institutions and retailers, and create more opportunities for our employees." Under the terms of the Agreement and Plan of Merger, each share of NCR Atleos common stock will be converted into the right to receive $30.00 in cash and 0.1574 shares of Brink's common stock. Based on Brink's closing share price of $129.58 on February 25, 2026, the stock-and-cash consideration implied a value of $50.40 per NCR Atleos share, representing a premium of approximately 24% over NCR Atleos' closing price that day and approximately 26% over its 30-day volume-weighted average price. The transaction is comprised of approximately 13.3 million Brink's shares and $2.2 billion in cash, plus the assumption of approximately $2.6 billion of NCR Atleos indebtedness. Upon closing, Brink's shareholders are expected to own approximately 78% and former NCR Atleos shareholders approximately 22% of the combined company. In its fairness opinion analysis disclosed in the joint proxy statement/prospectus, Morgan Stanley compared NCR Atleos to Diebold Nixdorf, Euronet Worldwide and Hyosung Corporation, deriving average AV/EBITDA multiples for the peer group of 6.9x (2026E) and 6.2x (2027E), and applied selected representative ranges of 6.0x-8.0x (2026E) and 5.5x-7.5x (2027E) Adjusted EBITDA to imply equity values of $36-$59 and $35-$60 per NCR Atleos share, respectively; a discounted equity value analysis using a 6.0x-8.0x NTM AV/EBITDA multiple and an 11.7% discount rate implied a value range of $43-$66 per share. The cash portion of the purchase price will be financed with a combination of balance-sheet cash and new debt. Brink's obtained a debt commitment letter from Morgan Stanley Senior Funding, Inc. providing up to $2,276 million of senior unsecured bridge term loans under a base bridge facility, plus, in certain circumstances, up to $873 million of senior secured bridge term loans to refinance NCR Atleos' existing term A loans, for committed bridge financing described in the press release as totaling $4.5 billion. Brink's expects the transaction to generate approximately $200 million in annual run-rate pre-tax cost synergies within three years of closing, and disclosed that the deal is expected to be "highly accretive to earnings, including at least 35% accretive to EPS," calculated using 2027 consensus net income estimates for both companies. The combined company is anticipated to generate approximately $10 billion in total revenue, with mid-single-digit organic revenue growth and improving free cash flow, and Brink's expects to reduce net leverage to a target range of 2.0x-3.0x by the end of 2027, assuming a first-quarter 2027 closing. NCR Atleos operates the largest independent network of ATMs, with approximately 78,000 owned-and-operated machines in retail locations that are part of its global installed base of approximately 600,000 ATMs; Brink's said this network will expand its retail footprint and allow integration with its existing Digital Retail Solutions business. The joint proxy statement/prospectus discloses that Brink's began evaluating a potential transaction with NCR Atleos, as well as a separate unnamed target referred to as "Party A," in late 2024, with Morgan Stanley advising Brink's on both alternatives. Management-level contacts between NCR Atleos and Brink's began in March 2025, the companies signed a mutual confidentiality agreement on May 29, 2025 containing a nine-month standstill, and NCR Atleos formally engaged J.P. Morgan as lead financial advisor on July 18, 2025. Due diligence, a cost-synergy workshop, and exchanges of management financial projections continued through early 2026 before the companies signed the merger agreement on February 26, 2026. The transaction has not yet closed. Both companies' stockholders approved the merger: NCR Atleos stockholders voted to approve the transaction at a special meeting held June 30, 2026, with 59,403,719 votes for, 92,237 against and 63,782 abstaining. The waiting period under the Hart-Scott-Rodino Antitrust Improvements Act expired on May 11, 2026 following a grant of the parties' request for early termination. Remaining closing conditions include other required governmental and foreign antitrust approvals, including certain money transmitter license consents, and customary conditions regarding the accuracy of representations and the absence of a material adverse effect. The companies expect the mergers to close by the end of the first quarter of 2027; the merger agreement's "Outside Date" is February 26, 2027, automatically extendable to August 26, 2027 under specified circumstances related to obtaining regulatory approvals. If the merger agreement is terminated under specified circumstances, including a change in the NCR Atleos board's recommendation or NCR Atleos entering into an agreement for a competing proposal, NCR Atleos would owe Brink's a termination fee of $145,000,000; if terminated under specified circumstances involving Brink's, including a change in the Brink's board's recommendation or Brink's entering into an agreement for a competing proposal, Brink's would owe NCR Atleos a termination fee of $175,000,000. As of mid-2026, two shareholder lawsuits challenging the mergers (Connolly v. NCR Atleos Corp. and Thompson v. NCR Atleos Corp., both filed in New York Supreme Court, New York County) were pending, along with demand letters alleging disclosure deficiencies in the joint proxy statement/prospectus; both companies have stated they believe no further disclosure is required. Morgan Stanley & Co. LLC is serving as financial advisor and Sidley Austin LLP is serving as legal advisor to Brink's; FGS Global is serving as Brink's strategic communications advisor. J.P. Morgan Securities LLC is serving as financial advisor and King & Spalding LLP is serving as legal advisor to NCR Atleos; Collected Strategies is serving as NCR Atleos' strategic communications advisor. Upon closing, Mark Eubanks and Kurt McMaken will continue as CEO and CFO, respectively, of the combined company, and one independent director jointly designated from the NCR Atleos board will join the Brink's board.