Business Services

This transaction is a cash tender offer in which Copart, Inc., trading under the ticker CPRT, is seeking to acquire ACV Auctions Inc., trading under the ticker ACVA. The deal falls within the business services sector, and the disclosed value of the transaction is not stated in the source document. The transaction is sourced from an SEC EDGAR Form SC 14D9 filing published on September 17, 2026. Based on the facts provided, the deal's current status is pending regulatory approval. No financial advisors were extracted for this deal in the facts provided, meaning that neither ACV Auctions nor Copart has a financial advisor identified in the available material. On the legal side, Davis Polk & Wardwell LLP is identified as legal advisor to ACV Auctions, the target in this transaction. The source material lists the firm's address as 450 Lexington Ave., New York, NY 10017, consistent with its role as counsel of record on the Schedule 14D-9. No legal advisor to Copart, the acquirer, is identified in the facts provided. Beyond confirming that the transaction is structured as a cash tender offer, no further detail on the offer price per share or other specific terms of the tender is included in the facts available. This deal's facts block is notably thin: no financial advisor is identified for either side, the deal value is explicitly noted as not stated in the source document, and no legal advisor to Copart is named. No expected closing date, offer price, or detail on the conditions of the tender offer is provided in the available material.

This transaction is a Chapter 11 go-private transaction structured as an asset purchase agreement, in which affiliates of Blue Torch Finance LLC are acquiring AgileThought, Inc. The deal is classified within the business services sector, falls under the restructuring product group, and carries a disclosed value of 22,000,000 dollars. The transaction is sourced from an SEC EDGAR Form 8-K filing published on August 31, 2023. Based on the facts provided, the deal's status is pending regulatory approval. On the financial advisory side, Guggenheim Securities, LLC is serving as investment banker to AgileThought, the target, and is identified as holding lead status in that role. Teneo Capital LLC is serving as financial advisor to AgileThought as well, also identified as holding lead status, indicating two separate lead-designated advisors working alongside each other for the target in this Chapter 11 process. On the acquirer side, FTI Consulting is serving as financial advisor to Blue Torch, the acquiring party. On the legal side, Hughes Hubbard & Reed LLP and Potter Anderson & Corroon LLP are both serving as legal advisor to AgileThought, the target, reflecting two legal advisors on that side. Ropes & Gray LLP is serving as legal advisor to Blue Torch, the acquirer, with the source material noting that Ropes & Gray LLP and FTI Consulting are together serving as legal and financial advisors, respectively, to Blue Torch. Beyond confirming that the transaction is structured as a Chapter 11 go-private asset purchase with a disclosed value of 22,000,000 dollars, no further detail on the specific assets being purchased or the allocation of consideration is included in the facts available. A number of elements of this deal remain undisclosed. No detail is provided on the specific assets covered by the asset purchase agreement, the treatment of specific creditor classes, or an expected date for court approval or closing. The facts also do not specify what, if any, additional regulatory approvals are required.

Mission Produce, Inc., a business-services company trading under the ticker AVO, is the borrower in a leveraged finance credit facility transaction. This is an amendment and restatement of an existing credit agreement, classified within the levfin product group. The transaction has a disclosed value of $550 million in USD and is currently pending regulatory approval. The transaction is documented in an SEC filing published on April 1, 2026, though the specific form type was not identified in the source materials. Mission Produce and certain of its direct and indirect subsidiaries, which serve as guarantors alongside the company itself, are the loan parties to this transaction. The deal remains in pending regulatory status as of the filing date. The lender consortium is arranged and managed by multiple financial institutions fulfilling distinct roles. Bank of America, N.A. serves as the administrative agent and holds the lead position in this capacity. BofA Securities, Inc. and AgWest Farm Credit, PCA are co-leads functioning as joint lead arrangers and bookrunners for the facility. Beyond the lead roles, AgWest Farm Credit, PCA and JPMorgan Chase Bank, N.A. serve as co-syndication agents, while City National Bank and ING Capital, LLC are co-documentation agents. Additional lenders are parties to the agreement on a from-time-to-time basis as the syndicate expands. No legal advisors to either party were identified in the source materials provided. The transaction is structured as an Amended and Restated Credit Agreement between the company and the lender group. The agreement consolidates the borrowing relationship under a single restated facility with a stated commitment size of $550 million. Beyond the facility size and the amendment-and-restatement structure, no additional terms were disclosed regarding the composition of the facility, specific facility types (term loan, revolvers, or other tranches), pricing, financial covenants, or other substantive credit terms. Several material details remain undisclosed or unknown. The specific SEC filing form is not identified. No expected closing or effective date for the amendment and restatement has been disclosed. The internal composition of the $550 million commitment, whether it comprises term loans, revolving credit facilities, or other structures, is not specified. Pricing terms, margin, base rates, fees, and financial or operational covenants are not provided. Maturity dates, amortization schedules if any, and other repayment mechanics are not disclosed. The rationale or business drivers for the amendment and restatement are not stated. Whether this represents an increase, decrease, or refinancing of prior commitments is not indicated.

Mission Produce, Inc., a publicly traded company trading under the ticker AVO in the business services sector, is acquiring Calavo Growers Inc., also in the business services sector, in an all-stock merger transaction. The deal represents a combination of two established companies within the same industry vertical. The specific disclosed value of the transaction has not been stated in the source documents reviewed, meaning the financial consideration remains undisclosed at this time. This transaction is sourced from an SEC filing published on the SEC EDGAR platform on March 20, 2026. While the exact form type has not been specified, the filing was made with the Securities and Exchange Commission as part of standard regulatory disclosure requirements. The deal is currently in pending regulatory status, indicating that it has not yet received all necessary regulatory approvals or closed, and further regulatory review or clearance may still be required before the transaction can be completed. No financial advisors have been extracted or identified for either side of this transaction in the available source documents. This represents a notable gap in advisor disclosure, as most transactions of this scale typically involve investment banking firms serving in various capacities such as financial advisory, fairness opinion providers, or other advisory roles. The absence of extracted financial advisor information does not necessarily mean advisors are not involved, but rather that they have not been identified or disclosed in the documents reviewed. No legal advisors have been identified in the source materials for either Mission Produce or Calavo Growers in connection with this transaction. The specific deal structure and terms have not been disclosed in the available source documents. While this is characterized as a merger transaction, no information regarding the consideration mix, exchange ratio, cash versus stock components, or any other structural details have been provided. Similarly, no information about timing, expected closing conditions, or transaction milestones has been disclosed. Several material aspects of this transaction remain undisclosed or unknown at this time. The transaction value is not stated anywhere in the source documents. The complete form type of the SEC filing has not been specified. No expected closing date or regulatory approval timeline has been provided. The specific terms and structure of the merger consideration, including whether it involves an exchange ratio, any cash component, or contingent consideration, remain entirely unknown. Additionally, the names and roles of any legal advisors have not been extracted. These gaps represent significant information voids that would typically be filled in subsequent SEC filings, press releases, or proxy statements as the transaction progresses toward completion.

National CineMedia, Inc. (NASDAQ: NCMI), the largest cinema advertising platform in the United States, announced on August 11, 2026 that it has entered into a definitive agreement to acquire Captivate Holdings, LLC, the leading operator of digital video elevator and lobby advertising in North America, for an enterprise value of $275.0 million. NCM is purchasing Captivate from Generation Partners, a growth equity firm that acquired Captivate in 2013. The combination is intended to create a premium video and digital out-of-home advertising platform spanning more than 48,000 screens across 185 Designated Market Areas, including all of the top 100. This record is sourced from National CineMedia's own 8-K press release (Exhibit 99.1), furnished to the SEC on August 11, 2026, announcing the signing of the definitive agreement. The release states the acquisition is subject to customary closing conditions but does not specify an expected closing date. BofA Securities is serving as exclusive financial advisor to National CineMedia on the acquirer side. Solomon Partners is serving as exclusive financial advisor to Captivate on the target/seller side. Hogan Lovells Cadwalader is serving as legal counsel to National CineMedia. Gibson, Dunn & Crutcher LLP is serving as legal counsel to Captivate. The transaction is valued at an enterprise value of $275.0 million. Captivate operates more than 26,000 digital video screens across more than 11,000 office and residential buildings in more than 170 DMAs in the U.S. and Canada, with its core business concentrated in more than 1,600 Class A and Class B office buildings that generate approximately 90% of Captivate's advertising revenue; the press release does not specify the consideration structure (cash versus other forms) or financing sources for the purchase. Not disclosed in this filing: the cash/stock or financing mix for the $275.0 million purchase price, the expected closing date or timeline, any termination fee, and Captivate's standalone revenue or EBITDA figures.

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.

Chegg, Inc., a learning platform trading under the ticker CHGG, announced on February 24, 2025, in its fourth-quarter and full-year 2024 earnings release filed on Form 8-K, that it was launching a strategic review process to explore alternatives to maximize shareholder value, including being acquired, undertaking a go-private transaction, or remaining as a public standalone company. CEO Nathan Schultz said the company made "two important and connected decisions to maximize the future of our business and shareholder value," tying the review to a concurrent complaint filed against Google LLC and Alphabet Inc. over AI Overviews diverting traffic from Chegg. Chegg retained Goldman Sachs as financial advisor for the strategic review; Susman Godfrey was retained specifically with respect to the Google litigation, not as an advisor on the strategic review itself. On its Q1 2025 earnings call, disclosed in an 8-K exhibit filed May 12, 2025, management reported progress, saying the company had held "dozens of meetings with interested parties, ranging from strategic tech and education companies to private equity firms," and described early indications as positive. On its Q2 2025 earnings call, disclosed in an 8-K exhibit filed August 5, 2025, Chegg said it continued to "engage with a select group of parties" as part of the review, without identifying any party, proposed price, or structure. The strategic review concluded without a sale or go-private transaction. In an 8-K exhibit filed October 27, 2025, Chegg announced that after a year-long review conducted with Goldman Sachs and "after thoughtful consideration of multiple proposals, the Board unanimously determined that remaining an independent public company offers the best opportunity to maximize long-term shareholder value." No acquirer, bidder, purchase price, valuation multiple, or transaction consideration was ever disclosed in connection with the review, and none of the "multiple proposals" referenced were described in the filings reviewed. Concurrent with the conclusion of the review, Chegg announced a leadership change and restructuring. Dan Rosensweig, previously Executive Chairman, reassumed the role of President and CEO effective October 27, 2025, with outgoing CEO Nathan Schultz becoming an Executive Advisor. Chegg also announced a restructuring to reduce its cost structure and redirect investment toward its Busuu language-learning and Skills businesses, which the release said were expected to generate approximately $70 million of revenue in 2025. The restructuring was expected to eliminate 388 roles globally, approximately 45% of the workforce, reduce 2026 non-GAAP expenses by approximately $100 million to $110 million, and result in approximately $15 million to $19 million of charges, mostly cash severance payments. No merger agreement, tender offer, or merger proxy statement (no DEFM14A, PREM14A, S-4, or Schedule TO/14D-9) was ever filed for Chegg in connection with this process, consistent with the review ending in a decision to remain independent rather than in a signed transaction. Subsequent filings show Chegg continuing to operate as a standalone public company: it received an NYSE notice in December 2025 for average share price below $1.00 over 30 trading days, conducted multiple private note repurchases of its 0% convertible senior notes due 2026 through the first half of 2026, and announced on September 1, 2026 that it had repaid the remaining $33.9 million of those notes at maturity, leaving the company with no outstanding debt. No subsequent filing reviewed reopened or restarted a strategic/sale process.

Chegg, Inc., a Santa Clara, California-based learning platform trading on the NYSE under ticker CHGG, initiated a strategic review process on February 24, 2025 to explore alternatives, as disclosed in its fourth-quarter and full-year 2024 earnings release filed on Form 8-K. At the time, then-CEO Nathan Schultz stated the company was "launching a strategic review process" to "maximize the future of our business and shareholder value." Chegg retained Goldman Sachs as its financial advisor for the review. On October 27, 2025, Chegg announced that its Board of Directors had unanimously concluded the strategic review without a sale. According to the press release filed as Exhibit 99.01 to the company's Form 8-K dated October 27, 2025, "Chegg, together with its advisor Goldman Sachs, conducted a comprehensive strategic review evaluating a range of potential outcomes, including being acquired, a go-private transaction, and remaining a public standalone company. After thoughtful consideration of multiple proposals, the Board unanimously determined that remaining an independent public company offers the best opportunity to maximize long-term shareholder value." The filing confirms multiple acquisition or go-private proposals were received and evaluated, but no transaction value, bidder identities, or proposal terms were disclosed in the source documents reviewed. No purchase price, enterprise value, exchange ratio, or valuation multiple is applicable or disclosed, because the strategic review concluded with Chegg remaining an independent, publicly traded company rather than being acquired or taken private. There was no merger agreement, tender offer, or proxy statement filed in connection with a transaction. Concurrent with the conclusion of the strategic review, Chegg announced a restructuring intended to strengthen cash flow and refocus the business on what it called the "$40+ billion skilling market." The restructuring plan, disclosed under Item 2.05 of the same Form 8-K, called for a reduction of 388 roles globally, approximately 45% of the company's workforce, and is expected to reduce 2026 non-GAAP expenses by approximately $100 million to $110 million. The company expects to incur restructuring charges of approximately $15 million to $19 million, consisting primarily of cash severance and employee-transition costs, with substantially all charges incurred by the first quarter of 2026 and approximately $12 million to $16 million of the related cash impact occurring in the fourth quarter of 2026. Chegg stated its skilling-focused businesses, built on its existing professional language learning, workplace readiness, and AI-related skills courses, were expected to generate approximately $70 million of revenue in 2025 with double-digit growth expected in 2026. The same Form 8-K disclosed a leadership transition: Executive Chairman Dan Rosensweig reassumed the role of President and Chief Executive Officer effective October 27, 2025, while outgoing CEO Nathan Schultz became an Executive Advisor to the CEO and Board under a transition and separation agreement (filed as Exhibit 10.1) through a separation date of December 31, 2025. Rosensweig's new offer letter (Exhibit 10.2) provided for a base salary of $850,000, a grant of restricted stock units covering 1,650,000 shares, and performance-based restricted stock units covering up to 3,850,000 shares tied to stock-price hurdles over a 36-month period following grant. Board member Richard Sarnoff also resigned effective October 21, 2025, which the filing states was unrelated to any dispute with management. No legal advisors to Chegg or to any potential acquirer were identified in the source filings reviewed. Only the financial advisor, Goldman Sachs, was named in connection with the strategic review. Subsequent filings reviewed through 2026, including the Q3 2025 earnings release (November 10, 2025) and later 8-Ks concerning a convertible notes repurchase (December 2025) and an NYSE minimum share price deficiency notice (July 2026), make no further reference to a pending acquisition or go-private process, consistent with the strategic review having concluded in October 2025 with Chegg remaining independent. Because the review ended without any acquisition, merger, or going-private transaction being consummated or subsequently announced in the filings reviewed, this record reflects a concluded strategic-alternatives process rather than a pending or completed M&A transaction; no purchase price, financing structure, synergies, or closing conditions exist to report for a deal that did not occur.

This deal is a take-private all-cash merger in which Clear Channel Outdoor Holdings, Inc. (ticker CCO), a company in the business-services sector, is the target being acquired by Mubadala Capital in partnership with TWG. The transaction is classified under the M&A product group, with a disclosed deal value of $6,200,000,000. The facts block is sourced from a single SEC filing: an 8-K filed with SEC EDGAR and published on February 9, 2026. The deal's current status is pending regulatory approval. On the financial advisory side, two firms advised the target: Morgan Stanley & Co. LLC and Moelis & Company LLC both served as financial advisors to Clear Channel, both designated as lead advisors. On the acquirer side, Guggenheim Securities, LLC and J.P. Morgan Securities LLC both served as financial advisors to Mubadala Capital, also both designated as lead advisors. Legal counsel was also disclosed for both sides. Kirkland & Ellis LLP is acting as legal advisor to Clear Channel, the target (referred to as "the Company" in the source sentence). Freshfields is acting as legal advisor to Mubadala Capital, the acquirer. Beyond the all-cash consideration structure implied by the subtype and the disclosed $6,200,000,000 deal value, the facts block does not provide a per-share purchase price or other specific terms of the merger. Several facts are not disclosed in the source material. The facts block does not give a per-share cash price for the merger consideration, nor does it specify an expected closing date. It also does not detail the specific roles or ownership split between Mubadala Capital and its partner, TWG, in the acquiring consortium.

This is a take-private/leveraged buyout in the business-services sector in which Clearlake Capital Group, L.P. is acquiring Dun & Bradstreet Holdings, Inc. The product group is sponsors-coverage, and the disclosed transaction value is $7,700,000,000. The facts are sourced from an 8-K filed with the SEC via EDGAR, published on March 24, 2025. The deal's current status is pending regulatory review. The financial advisory roster on the acquirer side is extensive. Nine firms are named as financial advisors to Clearlake: Morgan Stanley, Goldman Sachs, JP Morgan, Rothschild & Co, Barclays, Citi, Deutsche Bank, Santander, and Wells Fargo, all drawn from the single source sentence "Financial advisors to Clearlake include Morgan Stanley, Goldman Sachs, JP Morgan, Rothschild & Co, Barclays, Citi, Deutsche Bank, Santander, and Wells Fargo." None of these nine is individually designated as lead in the facts provided. On the target side, BofA Securities served as the lead financial advisor to Dun & Bradstreet, per the statement "BofA Securities is serving as financial advisor to Dun & Bradstreet." Legal advisors are disclosed for both sides: Sidley Austin LLP is serving as legal counsel to Clearlake, the acquirer, while Weil, Gotshal & Manges LLP is serving as legal counsel to Dun & Bradstreet, the target. Beyond the classification of this transaction as a take-private/leveraged buyout with a disclosed value of $7,700,000,000, no further detail on per-share pricing, the specific financing structure among the nine advisory banks, or other terms is included in the facts provided. Several items are not disclosed in this record: the per-share consideration is not specified, the facts block does not clarify which of the nine advisors to Clearlake, if any, are providing financing versus pure advisory services, and no expected closing date is given beyond the pending-regulatory status.

This transaction is a take-private cash acquisition in which Envestnet, Inc., a company in the business-services sector, is the target being acquired by Bain Capital. The deal is classified under the M&A product group, with a disclosed value of $4,500,000,000. The facts block is sourced from a single SEC filing: an 8-K filed with SEC EDGAR and published on July 11, 2024. The deal's current status is pending regulatory approval. On the financial advisory side, four firms, RBC Capital Markets, BMO Capital Markets, Barclays, and Goldman, Sachs & Co. LLC, are described as providing both committed debt financing for the transaction and financial advisory services to Bain Capital, the acquirer, with none of them designated as lead among that group. Separately, J.P. Morgan Securities LLC is named specifically as lead financial advisor to Bain Capital. On the target side, Morgan Stanley & Co. LLC acted as exclusive financial advisor to Envestnet and is designated as lead advisor in that role. Legal counsel was also disclosed for both parties. Paul, Weiss, Rifkind, Wharton & Garrison LLP acted as legal counsel to Envestnet, the target. Ropes & Gray LLP acted as legal counsel to Bain Capital, the acquirer. Beyond the cash consideration implied by the "cash acquisition" subtype and the role of RBC Capital Markets, BMO Capital Markets, Barclays, and Goldman Sachs in providing committed debt financing, the facts block does not disclose the specific amount of debt financing committed or the per-share purchase price. Several facts are not disclosed in the source material. The facts block does not specify the amount of debt financing committed by the four financing banks, nor does it give a per-share price for the cash consideration. No expected closing date is provided.

European Wax Center, Inc. (NASDAQ: EWCZ), the leading franchisor and operator of out-of-home waxing services in the United States, has completed its take-private acquisition by General Atlantic, its existing strategic investor since 2018. The transaction was first announced on February 10, 2026 and closed on May 8, 2026, following approval by EWC stockholders at a special meeting held May 7, 2026. Under the terms of the Agreement and Plan of Merger, dated February 9, 2026, General Atlantic acquired 100 percent of the outstanding shares of EWC Class A common stock that it did not already own. Stockholders other than General Atlantic affiliates received $5.80 in cash for each share of Class A common stock, with Class B common stock converted into a nominal $0.00001 per share. At signing, the transaction implied an equity value of approximately $330 million. The $5.80 per-share price represented a 45 percent premium to EWC's closing stock price on February 9, 2026, the last trading day before announcement, and a 51 percent premium to the company's 90-day volume-weighted average share price through that date. General Atlantic beneficially owned approximately 42 percent of the combined voting power of EWC's common stock (29.8 percent of Class A shares and 92.3 percent of Class B shares) prior to the deal. According to EWC's definitive merger proxy (DEFM14A), General Atlantic submitted an unsolicited, non-binding proposal on November 13, 2025 at $5.25 per share, a 42 percent premium to the 30-day volume-weighted average price at that time, and stated it would not sell its stake to a third party and would only proceed if a special committee of independent directors was formed to evaluate and had authority to reject the proposal. The Special Committee, advised by Ropes & Gray LLP and Moelis & Company LLC, countered at $6.25 per share; General Atlantic raised its offer to $5.60 per share; the Special Committee countered again at $6.00 per share; General Atlantic then proposed $5.80 per share, which the Special Committee accepted. The proxy states that the Special Committee concluded not to solicit competing bids from third parties because General Atlantic had stated it would not sell its stake and held contractual rights under the companies' Stockholders' Agreement to block any competing transaction, making a market check unlikely to produce a viable alternative offer. Moelis, as the Special Committee's financial advisor, used three principal methodologies to assess fairness of the $5.80 price. A discounted cash flow analysis using a 9.25 percent to 12.00 percent discount rate range and 6.5x to 8.5x terminal EBITDA multiples produced an implied per-share reference range of $4.46 to $7.65. A selected public companies analysis, applying a 6.5x to 8.5x TEV/2026E Adjusted EBITDA multiple range drawn from lower-growth restaurant and wellness franchisors (including Wendy's, Papa John's, Jack in the Box, Dine Brands, Xponential Fitness and El Pollo Loco), produced an implied per-share range of $2.73 to $5.23. A selected precedent transactions analysis, applying an 8.0x to 10.0x TEV/LTM EBITDA multiple range informed by deals such as Denny's/TriArtisan Capital, Del Taco/Yadav Enterprises and Papa Murphy's/MTY Food Group, produced an implied per-share range of $4.85 to $7.36. Moelis separately noted (without relying on it for its opinion) an illustrative leveraged buyout analysis assuming a 17.5 percent to 22.5 percent target IRR, which implied a per-share range of approximately $3.80 to $5.79, as well as a 52-week trading range of $3.10 to $7.45 and Wall Street analyst price targets of $3.75 to $15.00 as of early February 2026. The merger agreement provides for a Company Termination Fee of $6,600,000 payable by EWC to General Atlantic's parent entity under specified circumstances, including entry into or consummation of an alternative acquisition within twelve months of termination, and a Parent Termination Fee of $19,000,000 payable by the Parent to the Company under specified circumstances. Approval required both a statutory majority of all outstanding shares and a separate majority of votes cast by disinterested, unaffiliated stockholders (excluding General Atlantic and its affiliates). At the May 7, 2026 special meeting, the Merger Agreement Proposal received 41,008,435 votes for and 5,122,714 against on a statutory basis, and 17,884,892 votes for and 5,122,714 against among unaffiliated stockholders, with both thresholds satisfied. The acquisition was funded through a combination of new asset-backed securitization debt, equity financing from General Atlantic, and available cash on hand. Concurrently with closing, EWC's indirect subsidiaries, EWC Master Issuer LLC and EWC Sub Issuer LLC, issued $460,000,000 of Series 2026-1 6.40% fixed-rate senior secured notes (Class A-2) and up to $40,000,000 of Series 2026-1 variable funding senior secured notes (Class A-1) under an Amended and Restated Base Indenture with Citibank, N.A. as trustee. Proceeds, together with equity financing and cash on hand, were used to fund the merger consideration and related fees, and to prepay in full approximately $388.1 million (comprising $385,000,000 of principal plus approximately $3.1 million of accrued interest) of EWC's existing Series 2022-1 5.50% fixed-rate senior secured notes, with no make-whole premium or early termination penalty. No separate synergy figures, EPS accretion/dilution estimates, or pro forma ownership percentages were disclosed in the filings reviewed, as this is an all-cash going-private transaction rather than a stock-for-stock combination. Upon closing, EWC's Class A common stock ceased trading and was delisted from the Nasdaq Stock Market, and the company notified Nasdaq of its intent to file a Form 25 to deregister the stock, with EWC intending to subsequently file a Form 15 to suspend its Exchange Act reporting obligations. Moelis & Company LLC acted as exclusive financial advisor and Ropes & Gray LLP as legal counsel to the Special Committee of the EWC Board; Edelman Smithfield served as strategic communications advisor to EWC; BofA Securities and Guggenheim Securities acted as financial advisors and Paul, Weiss, Rifkind, Wharton & Garrison LLP as legal counsel to General Atlantic.

Global Payments Inc. (NYSE: GPN), a worldwide provider of payment technology and software solutions, entered into a definitive agreement to acquire EVO Payments, Inc. (NASDAQ: EVOP), a global provider of payment technology integrations and acquiring solutions, in an all-cash transaction at 34.00 dollars per share. The release states the purchase price implies 4.0 billion dollars of enterprise value for EVO, representing a premium of approximately 24 percent to EVO's last closing price and 40 percent to its 60-day average price as of July 29, 2022. The deal is a strategic payments-technology combination intended to expand Global Payments' integrated payments and B2B software presence and extend its geographic footprint into markets including Poland, Germany, Chile and, upon closing, Greece. This record is drawn from an 8-K exhibit (Exhibit 99.1) that Global Payments filed with the SEC on August 1, 2022, containing the joint press release announcing the signed merger agreement. At the time of the filing the transaction was newly announced and pending EVO stockholder approval, regulatory clearance and other customary closing conditions, with closing expected no later than the first quarter of 2023. On the financial advisory side, BofA Merrill Lynch and J.P. Morgan Securities LLC served as financial advisors to Global Payments and also provided committed financing for the acquisition. The release further states that "Goldman, Sachs & Co., Barclays, Evercore and Greenhill & Co, Inc. have also provided financial advice to Global Payments," placing Barclays among a syndicate of additional advisors to the acquirer rather than as lead advisor. On the target side, Citi served as financial advisor to EVO Payments. Legal counsel was split along the same lines: Wachtell, Lipton, Rosen & Katz served as legal advisor to Global Payments, while King & Spalding LLP served as EVO's legal advisor. The transaction also included a related financing component: Silver Lake agreed to make a 1.5 billion dollar strategic investment in Global Payments in the form of a convertible note, and Global Payments indicated it expected to enter into a call spread or other derivative transaction to raise the effective conversion premium on that note. Certain EVO stockholders affiliated with Madison Dearborn Partners, representing approximately 22 percent of EVO's voting power, agreed via voting agreements to support the transaction. The release cites expected run-rate synergies of 125 million dollars and anticipated first-year accretion to adjusted earnings per share after close. Not disclosed in this exhibit: the specific dollar fees or precise scope of Barclays' advisory mandate relative to the other named banks, the terms of the committed bank facility beyond its existence, and the actual closing date (only the expectation of closing by the first quarter of 2023 is given).

Global Payments Inc., a New York Stock Exchange-listed worldwide provider of payment technology and software solutions, announced on August 1, 2022 that it had entered into a definitive agreement to acquire EVO Payments, Inc., a Nasdaq-listed global provider of payment technology integrations and merchant-acquiring solutions, in an all-cash transaction. Global Payments agreed to pay $34.00 per share for EVO's outstanding equity, representing $4.0 billion of enterprise value for EVO, a premium of approximately 24% to EVO's last closing price and 40% to its 60-day average price as of July 29, 2022. The deal was expected to expand Global Payments' footprint into new geographies including Poland, Germany, Chile and Greece, add accounts-receivable automation software, and bring the combined company to more than 4.5 million merchant locations and over 1,500 financial institution relationships worldwide. The source is Exhibit 99.1, the joint announcement press release, attached to a Form 8-K filed by EVO Payments, Inc. with the SEC on August 1, 2022 (filer CIK 0001704596, SIC 7389, services-computer programming/data processing), with an identical exhibit also filed the same day by Global Payments Inc. At the time of announcement the deal was newly signed and pending, subject to EVO stockholder and regulatory approval; the deal subsequently closed, though the closing confirmation itself was not part of the document reviewed for this record. The press release names a notably large advisory roster on the acquirer's side. BofA Merrill Lynch and J.P. Morgan Securities LLC served as financial advisors to Global Payments and also provided committed acquisition financing. In addition, the release states that Goldman, Sachs & Co., Barclays, Evercore and Greenhill & Co, Inc. have also provided financial advice to Global Payments, a formulation that places these four firms in a secondary or supporting financial-advisory capacity relative to BofA Merrill Lynch and J.P. Morgan, who are described as the primary advisors with financing commitments; none of the four, including Evercore, is designated lead. On the target side, Citi served as financial advisor to EVO Payments. On legal counsel, Wachtell, Lipton, Rosen & Katz served as legal advisor to Global Payments, while King & Spalding LLP served as legal advisor to EVO. The transaction was structured as a cash merger at a fixed $34.00-per-share price, with Global Payments financing the deal using cash on hand and a committed bank facility; concurrently, Silver Lake agreed to make a $1.5 billion strategic investment in Global Payments in the form of a convertible note, separate from the EVO consideration itself. Investment funds affiliated with Madison Dearborn Partners and other EVO stockholders representing approximately 22% of EVO's voting power entered into voting agreements to support the deal. The companies targeted $125 million of run-rate synergies and expected the deal to be accretive to adjusted earnings per share in the first year after close, with closing expected no later than the first quarter of 2023. Not disclosed in the reviewed press release: the specific dollar amount of financial advisory fees for any bank, including Evercore; the precise allocation of work or any distinction in scope between the two primary advisors (BofA Merrill Lynch and J.P. Morgan) and the four secondary advisors (Goldman Sachs, Barclays, Evercore and Greenhill); and the actual closing date of the transaction, since the release only states an expected timeline of no later than the first quarter of 2023.

Lyft, Inc., a business-services company trading under the ticker LYFT, is the acquirer in a merger and acquisition transaction with a disclosed value of $197 million. The target of the acquisition is BMW Group and Mercedes-Benz Mobility, entities that together represent the selling side in this transaction. This is a cross-border or multi-stakeholder acquisition involving two major automotive mobility entities being acquired by the ride-sharing platform operator. The transaction details are sourced from an SEC filing published on April 16, 2025, though the specific form type has not been identified in the available documentation. The deal is currently in pending regulatory status, meaning it has been announced and disclosed to the Securities and Exchange Commission but has not yet received all necessary regulatory clearances or closed. On the financial advisory side, Guggenheim Securities, LLC is acting as the lead financial advisor to Lyft, the acquirer. On the target side, Lazard is serving as the lead financial advisor representing both BMW Group and Mercedes-Benz Mobility in the transaction. The choice of these two firms reflects the complexity and scale of the deal, with Guggenheim supporting the buyer's evaluation and transaction execution while Lazard advises the sellers through what appears to be a joint sale process. Baker McKenzie is serving as legal counsel to Lyft and the acquirer side of the transaction. DLA Piper is acting as legal advisor to BMW Group and Mercedes-Benz Mobility on the target side. This pairing of major international law firms underscores the cross-border or multinational character of the deal. Beyond the $197 million disclosed consideration amount, the specific structure of the purchase price, the form of consideration (cash, stock, or a combination), any earn-outs, adjustments, or other deal mechanics have not been disclosed in the available documentation. The transaction status is pending regulatory approval, but no expected closing date or timeline has been provided. The following material terms and facts remain undisclosed or unknown: the specific SEC filing form under which this transaction was disclosed; whether the $197 million represents the full purchase price or is subject to post-closing adjustment; the composition of consideration (cash versus equity or other consideration); any conditions precedent, representations, warranties, or indemnification provisions; the anticipated regulatory approval timeline or expected closing date; and any details about the business operations, assets, or revenue streams being acquired from BMW Group and Mercedes-Benz Mobility by Lyft.

GD Culture Group Ltd, trading under ticker GDC in the business services sector, is conducting an equity capital markets transaction structured as an at-the-market issuance with a disclosed size of $10,000,000 USD. This transaction represents a mechanism by which the issuer can offer and sell shares into the public market in a systematic manner over time, rather than through a traditional underwritten public offering where all shares are sold at a fixed price on a single date. The transaction is sourced from an SEC filing published on February 10, 2025, via SEC EDGAR. The specific form type was not disclosed in the available documentation. The deal is currently in pending regulatory status, indicating that it has been filed but has not yet received final regulatory clearance or completed all required approval steps. On the financial advisory side, Univest Securities, LLC is serving as the sales agent for the issuer in this transaction and holds lead status. According to the source documentation, GD Culture Group Limited entered into an At-The-Market Issuance Sales Agreement with Univest Securities, LLC, establishing the latter as the sales agent responsible for facilitating the offering of shares pursuant to the terms agreed between the parties. Ortoli Rosenstadt LLP is advising the issuer on the legal side of the transaction, as evidenced by their provision of a legal opinion referenced in the filing documentation. With respect to deal structure and terms, the transaction is an at-the-market issuance, meaning it is governed by a sales agreement between the issuer and the sales agent. However, no additional structural details have been disclosed regarding pricing mechanisms, the timing or schedule of share sales, any pricing caps or floors, or the specific terms and conditions under which shares may be sold into the market. Several material details remain undisclosed or unknown at this stage. The expected closing date or timeline for completion of the offering has not been provided. The exact mechanics of how the $10,000,000 will be allocated across tranches or sale periods, if applicable, is not specified. Additionally, the specific regulatory approvals required and their current status beyond the general "pending regulatory" notation are not detailed in the available documentation.

This transaction is a prepackaged Chapter 11 restructuring combined with an equity investment, involving Getty Images Holdings, Inc., trading under the ticker GETY, as the company, with members of the Getty Family and affiliates of Koch Equity Development (KED) participating as investors. The deal is classified within the business services sector, falls under the restructuring product group, and carries a disclosed value of 533,000,000 dollars. The transaction is sourced from an SEC EDGAR Form 8-K filing published on October 21, 2026. Based on the facts provided, the deal's status is pending regulatory approval. The financial advisory structure on this deal spans multiple constituencies. For the Company itself, Guggenheim Securities, LLC is serving as investment banker and is identified as holding lead status, while Alvarez & Marsal North America, LLC is serving as financial advisor to the Company in a supporting capacity. For the ad hoc group of secured creditors, Houlihan Lokey Capital, Inc. is serving as investment banker and is identified as holding lead status. For the ad hoc committee of unsecured creditors, Perella Weinberg Partners LP is serving as investment banker, also identified as holding lead status. On the investor side, Moelis & Company LLC is serving as financial advisor to members of the Getty Family, through certain of their affiliated entities, and is identified as holding lead status, while Rothschild & Co is serving as financial advisor to KED and is likewise identified as holding lead status. Legal advisors are similarly distributed across constituencies. Simpson Thacher & Bartlett and Cole Schotz P.C. are both serving as counsel to the Company. Gibson, Dunn & Crutcher LLP is serving as legal counsel to the ad hoc group of secured creditors, and Akin Gump Strauss Hauer & Feld LLP is serving as legal counsel to the ad hoc committee of unsecured creditors. Separately, Milbank LLP is serving as legal advisor to the agent for the revolving lenders. On the investor side, Paul, Weiss, Rifkind, Wharton & Garrison LLP is serving as legal advisor to the Getty Family affiliates, and Jones Day is serving as legal advisor to KED. The source material also notes that Kekst CNC is serving as strategic communications advisor to the Company. Beyond confirming that this is a prepackaged Chapter 11 process combined with an equity investment, with a disclosed value of 533,000,000 dollars, no further detail on the specific equity stakes to be received by the Getty Family or KED, or on the treatment of specific creditor classes, is included in the facts available. A number of elements of this deal remain undisclosed. No specific breakdown is given of how the 533,000,000 dollar disclosed value is allocated between the Getty Family and KED equity investments or among creditor recoveries, and no expected date for court confirmation or emergence from Chapter 11 is provided in the facts available.

Heidrick & Struggles International, Inc. (Nasdaq: HSII), a global leadership advisory and on-demand talent solutions firm, agreed on October 5, 2025 to be acquired by Heron BidCo, LLC and its wholly-owned merger subsidiary Heron Merger Sub, Inc., entities affiliated with funds advised by Advent International, L.P. and Corvex PE Advisors LP (together with Advent, the Consortium), in an all-cash going-private transaction valued at approximately $1.3 billion in equity value. The agreement was disclosed in a Form 8-K filed October 6, 2025 (Item 1.01) that attached the Agreement and Plan of Merger as Exhibit 2.1 and a joint press release as Exhibit 99.1. Under the terms of the Merger Agreement, each outstanding share of Heidrick common stock will be converted into the right to receive $59.00 in cash, without interest, representing a premium of approximately 26 percent to Heidrick's 90-day volume-weighted average share price. The company's 52-week trading range as of October 3, 2025 was $36.75 to $51.79, and Wall Street analyst price targets as of that date ranged from $48.00 to $56.00. The deal followed a competitive process described in the DEFM14A (filed November 3, 2025). Corvex partner Joe Costa first approached Heidrick in March 2025 indicating Corvex had built a 4.9% stake and wanted to pursue a take-private, prompting the Heidrick board to retain BofA Securities and Paul Hastings LLP and to run a process that, by mid-2025, involved three potential counterparties referred to as the Consortium (Advent/Corvex), "Party A," and "Party C." Party A withdrew from the process on September 3, 2025. BofA Securities' fairness opinion incorporated a Selected Precedent Transactions Analysis of 19 staffing-industry deals applying an EV/LTM Adjusted EBITDA multiple range of 8.00x to 11.00x to Heidrick's trailing-twelve-month Adjusted EBITDA (through June 30, 2025), implying a per-share equity value range of $48.75 to $65.25 versus the $59.00 merger consideration. A Discounted Cash Flow analysis using terminal multiples of 6.00x to 8.00x on fiscal 2029 estimated Adjusted EBITDA and discount rates of 10.00% to 12.00% implied a per-share range of $52.50 to $67.25. A Selected Publicly Traded Companies analysis benchmarked Heidrick (whose primary comparable was Korn Ferry, trading at 7.7x CY2025E and 7.3x CY2026E EV/Adjusted EBITDA) against diversified staffing peers (Randstad, Adecco, ManpowerGroup, Hays, Kelly Services, SThree, TrueBlue, Resources Connection) and vertically focused peers (Robert Half, ASGN, AMN Healthcare, PageGroup, Kforce), applying a 6.00x to 8.00x multiple to Heidrick's CY2026E Adjusted EBITDA. The transaction is structured as all-cash with no financing condition to closing. Concurrently with signing, Advent-affiliated equity investors entered into an equity commitment letter to fund aggregate equity contributions of $1,350,000,000 to Parent, sufficient to cover the merger consideration and related payments, backstopped by a limited guarantee from the equity investors. The October 6, 2025 press release stated that Advent and Corvex had also secured committed debt financing for the transaction from Deutsche Bank, UBS Investment Bank, and Santander. The investor consortium includes significant investment from Heidrick partners and leaders alongside several family offices; the closing press release (December 10, 2025) named participating strategic investors as Salem Capital Management, Mousse Partners, TF Cornerstone, HighSage Ventures, and Barcliff Partners. The Merger Agreement provides for a new post-closing equity incentive plan for partners and leaders, which the DEFM14A's background section describes the Consortium as having proposed with a target pool of approximately 15%-17% of fully diluted equity. Financial advisors: BofA Securities served as exclusive financial advisor to Heidrick; William Blair & Company, L.L.C., Deutsche Bank, and UBS Investment Bank served as financial advisors to the investor consortium. Legal advisors: Paul Hastings LLP served as legal counsel to Heidrick; Weil, Gotshal & Manges LLP served as legal counsel to the investor consortium; Ropes & Gray LLP served as additional legal counsel to Advent. The Merger Agreement set a Termination Date of July 5, 2026 and provided for a Heidrick-payable termination fee of $38,900,000 under specified circumstances, with closing conditions including Heidrick stockholder approval, HSR Act expiration/termination, and clearance under certain foreign antitrust laws. Heidrick stockholders approved the Merger Agreement Proposal at a special meeting on December 5, 2025 (17,639,091 votes for versus 164,722 against, per the Form 8-K filed under Item 5.07), while a separate non-binding golden parachute compensation advisory proposal was not approved. The merger closed on December 10, 2025: per the Form 8-K filed that day (Items 1.02, 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 8.01), Heron Merger Sub, Inc. merged with and into Heidrick, with Heidrick surviving as a direct, wholly-owned subsidiary of Heron BidCo, LLC, and each share was canceled and converted into the right to receive the $59.00 per-share Merger Consideration. Heidrick's common stock was delisted from Nasdaq and the company subsequently filed a Form 15-12G (December 22, 2025) to deregister its securities. Heidrick continues to operate under its existing brand and headquarters in Chicago, with CEO Tom Monahan and President Tom Murray remaining in place, and Carmine Di Sibio (Advent Operating Partner and former EY Global Chair and CEO) appointed Chairman of the Board of Managers post-closing.

This transaction is a cash acquisition structured as a take-private of Heidrick & Struggles International Inc. by Heron Bidco LLC, an affiliate of funds advised by the acquiring sponsor. The deal falls within the business services sector, and the disclosed value of the transaction is not stated in the source document. The transaction is sourced from an SEC EDGAR Form DEFM14A filing published on November 3, 2025. According to the facts provided, the deal's status is pending regulatory approval. On the financial advisory side, BofA Securities, Inc. served as financial advisor to Heidrick & Struggles, the target, and is identified as the lead advisor in this transaction. The source material cites the "Opinion of BofA Securities, Inc.," indicating that BofA Securities rendered a fairness opinion in connection with the merger. No financial advisor to Heron Bidco LLC or its affiliated funds is identified in the facts provided. No legal advisor is identified for either party in the facts provided for this transaction. Beyond confirming that this is a cash acquisition structured as a take-private transaction, no further detail on the specific per-share price or other terms of the cash consideration is included in the facts available. Several elements of this deal are not disclosed in the available material. The deal value is explicitly noted as not stated in the source document, and no legal advisor to either Heidrick & Struggles or Heron Bidco LLC is identified. No financial advisor to the acquiring side is named, and no expected closing date or detail on required regulatory approvals is provided.

This deal is a take-private transaction structured as an all-cash merger, in which Heidrick & Struggles International Inc, a company in the business-services sector, is being acquired by an investor consortium led by Advent. The transaction is classified under the sponsors-coverage product group, with a disclosed deal value of $1,300,000,000. The facts block is sourced from a single SEC filing: an 8-K filed with SEC EDGAR and published on October 6, 2025. The deal's current status is pending regulatory approval. On the financial advisory side, the sponsor consortium was advised by three firms: William Blair & Company, L.L.C., Deutsche Bank, and UBS Investment Bank, all serving as financial advisor to the investor consortium, with no lead designation specified among them. On the target side, BofA Securities served as exclusive financial advisor to Heidrick & Struggles and is designated as lead advisor in that capacity. Legal counsel was also disclosed on both sides. On the sponsor side, Weil, Gotshal & Manges LLP served as legal counsel to the investor consortium, and Ropes & Gray LLP is noted as additionally serving as legal counsel to Advent specifically. On the target side, Paul Hastings LLP served as legal counsel to Heidrick & Struggles. Beyond the all-cash characterization of the merger consideration and the disclosed $1,300,000,000 deal value, the facts block provides no further detail on per-share pricing or other specific terms of the transaction. A number of facts are not disclosed in the source material. The facts block does not specify an expected closing date for the transaction. It also does not indicate which of the three sponsor-side financial advisors, if any, held a lead role, and it provides no detail on the financing structure behind the consortium's bid.

The Western Union Company (NYSE: WU) has agreed to acquire International Money Express, Inc. ("Intermex"), a Miami-based omnichannel money remittance company trading under ticker IMXI on Nasdaq, in an all-cash transaction. The deal was announced on August 10, 2025 and disclosed in a Form 8-K filed with the SEC on August 11, 2025 that included the merger agreement, a joint press release, and a separate same-day Form 8-K containing an investor presentation. Devin McGranahan, President and CEO of Western Union, said the acquisition "is a disciplined, strategic step that strengthens our North America operations and expands our presence with key consumer segments across the U.S." Bob Lisy, Chairman and CEO of Intermex, said the agreement "represents an exciting opportunity to provide Intermex's shareholders with significant and certain value, accelerating our omni-channel strategy, while continuing to deliver for our customers." Under the terms of the Agreement and Plan of Merger, dated August 10, 2025, Western Union will acquire Intermex for $16.00 per share in cash, representing approximately $500 million in total equity and enterprise value. The press release describes this price as a roughly 50 percent premium to Intermex's 90-day volume-weighted average price. The proxy statement separately discloses that the $16.00 price represents a discount of approximately 17 percent to Intermex's 52-week high of $19.24 (excluding the period of its publicly announced strategic alternatives process) and a discount of approximately 27 percent to its 52-week high of $21.87 (including that period). Western Union will acquire Intermex via a wholly owned merger subsidiary, Ivey Merger Sub, Inc., which will merge into Intermex, with Intermex surviving as a wholly owned subsidiary of Western Union. The transaction is not conditioned on financing; Western Union represented in the merger agreement that it will have sufficient cash and available credit to fund the merger consideration at closing. In its fairness opinion, Lazard Frères & Co. LLC performed a discounted cash flow analysis using discount rates of 11.00% to 14.00% and perpetuity growth rates of 0.5% to 1.5%, implying an equity value range of $13.40 to $18.60 per share. A selected publicly traded companies analysis (benchmarked against Euronet Worldwide, Western Union, EVERTEC, and OFX Group) applied EV/2025E Adjusted EBITDA multiples of 4.0x-5.5x and EV/2026E Adjusted EBITDA multiples of 3.5x-5.0x, implying equity values of $12.10-$16.70 and $10.40-$14.90 per share, respectively. A selected precedent transactions analysis of nine retail-remittance acquisitions since 2016 (observed multiples ranging from 4.6x to 16.1x EV/CY1 Adjusted EBITDA) applied a 4.5x-8.0x multiple range, implying an equity value of $13.70 to $24.30 per share. Intermex's net debt was treated as $0 in all analyses, consistent with company guidance that cash and debt are used primarily to finance operating settlement activity. Western Union disclosed expected annual run-rate cost synergies of approximately $30 million within 24 months of closing, with additional potential revenue synergies from broader distribution and product integration that were not quantified. The acquisition is expected to be immediately accretive to Western Union's adjusted EPS by more than $0.10 in the first full year after closing. Strategic rationale cited in the press release includes expanding Western Union's U.S. retail footprint, extending Intermex's historically high-growth Latin America corridors, access to Intermex's approximately 6 million customers, and accelerating digital new-customer acquisition. The DEFM14A's "Background of the Merger" section describes a formal sale process that began after Intermex's Board formed a Strategic Alternatives Committee in November 2024 in response to letters from two institutional stockholders urging exploration of strategic alternatives. Between November 2024 and February 2025, Intermex entered into non-disclosure agreements with 20 potential counterparties, including Western Union and an unnamed "Party A," and Financial Technology Partners LP ("FTP") ran outreach on Intermex's behalf. Western Union initially informed FTP on December 24, 2024 that it would not pursue a transaction, before re-engaging later in the process; the full chronology of re-engagement and the eventual signing on August 10, 2025 is described in detail in the proxy. Advisors named in the announcement press release: PJT Partners served as exclusive financial advisor and Sidley Austin LLP as legal advisor to Western Union; Financial Technology Partners LP served as financial advisor and Holland & Knight LLP as legal advisor to Intermex; Lazard Frères & Co. LLC served as financial advisor and Cravath, Swaine & Moore LLP as legal advisor to Intermex's Strategic Alternatives Committee. The merger agreement includes a Company Termination Fee of $19,800,000 payable by Intermex to Western Union in specified circumstances, including acceptance of a superior proposal or a change in the board's recommendation, and a Parent (reverse) Termination Fee of $27,300,000 payable by Western Union to Intermex if the agreement is terminated due to a legal restraint under antitrust law. The original Outside Date under the merger agreement was May 11, 2026, with automatic extensions to August 10, 2026 and then to November 10, 2026 available if closing is delayed solely due to antitrust restraints, money-transmitter regulatory approvals, or certain other specified consents. On December 9, 2025, Intermex stockholders voted at a special meeting to approve the merger agreement, with approximately 99.86% of votes cast in favor (21,231,094 votes for versus 5,524 against), as disclosed in a Form 8-K filed the same day. On October 7, 2025, the companies announced the expiration of the Hart-Scott-Rodino Act waiting period, at the time expecting the deal to close in mid-2026. However, the closing has since been delayed. A Form 8-K filed October 2, 2026 disclosed that the California Department of Financial Protection and Innovation ("DFPI") suspended its approval of the merger (as previously disclosed on August 14, 2026) pending further review, and that because of the resulting delay, Western Union's original HSR clearance (which expired after one year from the October 2025 waiting-period expiration) lapsed. As a result, Intermex and Western Union each filed new Premerger Notification and Report Forms under the HSR Act on October 2, 2026, commencing a new 30-day waiting period for which the parties have requested early termination. The filing states the parties do not expect the DFPI to reinstate its approval prior to October 6, 2026, and that the merger remains subject to expiration of the new HSR waiting period and reinstatement of the DFPI's approval, in addition to other customary closing conditions. As of the most recent filing, the transaction has not closed and remains pending these outstanding regulatory approvals.

Sysco Corporation, a food-service distribution company trading under ticker SYY, priced an underwritten public offering of 12,345,679 shares of its common stock, par value $1.00 per share, at $81.00 per share on September 14, 2026. The offering generated gross proceeds of $999,999,999 and net proceeds of approximately $967.4 million after underwriting discounts of $2.43 per share ($29,999,999.97 in aggregate) and estimated offering expenses of approximately $2.6 million. The offering closed and shares were delivered through The Depository Trust Company on September 16, 2026. The $81.00 offering price represented a discount of approximately 2.7 percent to Sysco's last reported NYSE closing price of $83.21 per share on September 11, 2026, the trading day before the prospectus supplement was dated. Sysco granted the underwriters a 30-day option to purchase up to 1,851,851 additional shares solely to cover overallotments; if exercised in full, the shares offered would rise to 14,197,530 and net proceeds to approximately $1.1 billion. The filings reviewed do not state whether the overallotment option was ultimately exercised. Goldman Sachs & Co. LLC, TD Securities (USA) LLC, BofA Securities, Inc., J.P. Morgan Securities LLC and Wells Fargo Securities, LLC acted as joint book-running managers and representatives of a 15-firm underwriting syndicate. The prospectus supplement's underwriting table shows Goldman Sachs with the largest allocation (4,444,444 shares), followed by TD Securities (2,962,962 shares), and BofA Securities, J.P. Morgan and Wells Fargo Securities with 777,778 shares each. BNP Paribas Securities Corp., BTIG, LLC, PNC Capital Markets LLC and Truist Securities, Inc. served as additional bookrunners with 489,198 shares each, and Barclays Capital Inc., Rabo Securities USA, Inc., Scotia Capital (USA) Inc., BMO Capital Markets Corp., Lloyds Securities Inc. and Siebert Williams Shank & Co., LLC served as co-managers with smaller allocations. The offering was conducted under Sysco's shelf registration statement on Form S-3ASR (Registration No. 333-298926) filed September 14, 2026, and priced the same day under a prospectus supplement dated September 14, 2026 (filed as a 424B5). A Form 8-K filed September 16, 2026, disclosed the final terms and attached the underwriting agreement (dated September 14, 2026) and a legal opinion as Exhibit 5.1. This chain indicates the equity offering was launched and priced on an accelerated basis between approximately September 11 and 14, 2026. Sysco intends to use the net proceeds, together with proceeds from other financing transactions (a Term Loan Credit Agreement, a Revolving Credit Agreement, a $750 million CoBank delayed-draw term loan facility, and additional securities offerings including a multi-tranche senior notes offering) and cash on hand, to pay a portion of the cash consideration for its pending acquisition of JRD Unico, Inc. and Warehouse Realty, LLC (together, "Jetro Restaurant Depot"), plus related fees, costs and expenses. The equity offering itself is not contingent on completion of the JRD acquisition; if that acquisition is not consummated, Sysco said it would use the net proceeds for general corporate purposes. As of June 27, 2026, Jetro Restaurant Depot had approximately $4.6 billion of total third-party indebtedness, including about $3.7 billion of private placement notes and roughly $0.9 billion across six mortgage facilities, which Sysco expects to redeem, purchase, refinance or amend using proceeds of the financing transactions. Sysco had 479,568,281 shares of common stock outstanding as of September 9, 2026. The new issuance of 12,345,679 shares (before any overallotment exercise) represents dilution of approximately 2.6 percent, bringing shares outstanding to 491,913,960 (or 493,765,811 if the overallotment option is exercised in full). The filings reviewed do not disclose any concurrent share repurchase program tied to this offering. Sysco's directors and executive officers, and Sysco itself (with certain exceptions), agreed to 45-day lock-up restrictions on share sales following the prospectus supplement date, subject to the consent of Goldman Sachs & Co. LLC and TD Securities (USA) LLC. The validity of the shares was passed upon for Sysco by Paul, Weiss, Rifkind, Wharton & Garrison LLP of New York, and certain legal matters for the underwriters were passed upon by Davis Polk & Wardwell LLP of New York. The underlying JRD acquisition, as referenced in these filings, stems from an Agreement and Plan of Merger dated March 30, 2026, among Sysco, Sysco Holdings Corporation (formerly New Slider Holdco, Inc.), JRD Unico, Inc., Warehouse Realty, LLC and certain merger subsidiaries, under which Sysco will acquire Jetro Restaurant Depot in a cash-and-stock transaction and Sysco will become a wholly owned subsidiary of Sysco Holdings. A September 1, 2026 8-K noted the JRD acquisition was then anticipated to close by the third quarter of calendar 2027, and the equity offering's prospectus supplement describes that deal as still pending. No closing confirmation for the JRD acquisition itself was found in the filings reviewed, so that underlying transaction's status remains pending as previously disclosed; this equity offering's own structure, pricing and settlement, however, are confirmed complete as of September 16, 2026.

MGP Ingredients, Inc., a Nasdaq-listed supplier of premium distilled spirits and specialty wheat proteins and starches, announced a definitive agreement to acquire Luxco, Inc. and its affiliated companies, a branded beverage-alcohol platform with brands including Ezra Brooks Bourbon, Daviess County Bourbon, Yellowstone Bourbon, El Mayor Tequila, and Everclear. The deal is sourced from MGP Ingredients' own 8-K press release exhibit, filed January 25, 2021, describing the acquisition as consistent with MGP's strategy of shifting into higher-value branded spirits. Perella Weinberg Partners served as exclusive financial adviser to Luxco, the target, per the release: "Perella Weinberg Partners acted as exclusive financial adviser to Luxco, and Bryan Cave Leighton Paisner LLP acted as Luxco's legal counsel." On the acquirer side, Nomura Securities International, Inc. served as MGP's exclusive financial adviser. Stinson LLP served as legal counsel to MGP, and Bryan Cave Leighton Paisner LLP served as legal counsel to Luxco. The release headline states an enterprise value of $475 million, comprised of equal parts cash and stock. The body of the release specifies that Luxco shareholders would receive aggregate cash consideration of $238 million, subject to customary working-capital and net-indebtedness adjustments, plus 5.0 million shares of MGP common stock valued at approximately $238 million based on a 20-day volume-weighted average price as of January 11, 2021, together totaling approximately $476 million and consistent with the stated 50/50 cash-stock split. Not disclosed in the reviewed excerpt: the expected closing date, specific regulatory or shareholder approval conditions, and Luxco's audited historical financials beyond the twelve-month unaudited net revenue figure of approximately $202 million cited in the release.

This transaction centers on MoneyGram International Inc., a business-services company, which is the target in a take-private acquisition. The deal is structured as a cash acquisition taking the company private, falls under the M&A product group, and its disclosed value is not stated in the source document. The facts are sourced from an 8-K filing with the SEC via EDGAR, published June 1, 2023. As of that filing, the transaction's status is pending regulatory, indicating it had not yet closed. A relatively large advisory roster is disclosed for this deal. BofA Securities, Inc. served as exclusive financial advisor to MoneyGram, the target, and is designated as lead on that side. On the acquirer side, Madison Dearborn Partners (MDP) retained multiple financial advisors: Goldman Sachs & Co. LLC acted as lead financial advisor to MDP, while Deutsche Bank Securities Inc., Barclays, and J.P. Morgan Securities LLC each acted as financial advisors to MDP without a lead designation specified for them individually, per the source sentence naming all four firms together. Legal counsel is also disclosed for both sides. Vinson & Elkins LLP acted as legal counsel to MoneyGram, and Paul Hastings LLP acted as financial services regulatory counsel to MoneyGram, according to the source language. On the acquirer side, Latham & Watkins LLP, Kirkland & Ellis LLP, and Covington & Burling LLP are all named as legal counsel to MDP in the same source sentence that names the financial advisors to MDP. Beyond identifying the transaction as a cash, take-private acquisition, the facts block provides no further detail on the specific per-share price, financing structure, or other terms of the deal. Several key facts are not disclosed in the available record. The overall transaction value is not stated. No expected closing date is given. The facts block also does not specify which, if any, of the three non-lead MDP financial advisors or the three MDP legal advisors played a more senior role relative to the others; they are simply listed together in the source sentence.

Nuvei Corporation (Nasdaq: NVEI; TSX: NVEI), a Canadian fintech company, entered into a definitive agreement to acquire Paya Holdings Inc. (Nasdaq: PAYA), a U.S. provider of integrated payment and commerce solutions, in an all-cash transaction at 9.75 dollars per share, for total consideration of approximately 1.3 billion dollars. The release frames the combination as creating "a preeminent payment technology provider with strong positions in global eCommerce, Integrated Payments and business-to-business (B2B)" by combining two technology-led, high-growth payment platforms. This record is sourced from an 8-K exhibit (Exhibit 99.1), the joint press release of Nuvei and Paya dated January 9, 2023, as filed with the SEC. At the time of filing the deal had just been signed and was presumably pending customary closing conditions and regulatory approvals, though this exhibit does not state an expected close date. Barclays Capital Inc. served as the lead financial advisor to Nuvei on the acquisition, with the release stating: "Barclays Capital Inc. is serving as the lead financial advisor to Nuvei." BMO Capital Markets, RBC Capital Markets and Evercore Group LLC also provided financial advice to Nuvei in supporting roles. On the target's side, J.P. Morgan Securities LLC and Raymond James & Associates, Inc. served as financial advisors to Paya. Legal counsel to Nuvei was provided by Davis Polk & Wardwell LLP and Stikeman Elliott LLP, while Kirkland & Ellis LLP served as Paya's legal advisor. On financing, the release notes that Bank of Montreal and Royal Bank of Canada provided committed financing to Nuvei for the transaction, and references a senior secured pari passu first lien reducing revolving credit facility expected to be coterminous with Nuvei's existing term loan facility, along with roughly 4.5 million dollars in aggregate fees related to certain financing arrangements. Not disclosed in this exhibit: the expected or actual closing date of the transaction, the precise amount of debt financing arranged relative to cash on hand, and any termination fee or regulatory approval conditions specific to this deal.

Patient Square Capital, a dedicated health care investment firm, completed its previously announced acquisition of Premier, Inc., a Nasdaq-listed technology-driven health care improvement company, in a transaction valued at $2.6 billion. Premier stockholders received $28.25 in cash per share, and Premier common stock was delisted from Nasdaq upon closing. The deal is sourced from Premier's own 8-K closing-announcement exhibit, filed November 25, 2025, confirming completion of the previously announced merger and referencing an earlier Form 8-K that disclosed the definitive agreement. Perella Weinberg Partners LP served specifically as debt capital markets advisor to Patient Square, the acquirer, distinct from Patient Square's M&A financial advisors. The release states: "Kirkland & Ellis LLP served as legal counsel, Ropes & Gray served as health care legal counsel, Jefferies LLC and Santander served as financial advisors, and Perella Weinberg Partners LP served as debt capital markets advisor to Patient Square." On the target side, Goldman Sachs & Co. LLC and BofA Securities, Inc. served as financial advisors to Premier. Wachtell, Lipton, Rosen & Katz served as legal counsel to Premier, with Cravath, Swaine & Moore LLP advising the Transaction Committee of Premier's Board specifically. Kirkland & Ellis LLP served as general legal counsel to Patient Square, with Ropes & Gray serving as dedicated health care regulatory counsel. Joele Frank served as Premier's strategic communications advisor. The $2.6 billion aggregate transaction value and $28.25 per-share cash price are both explicitly disclosed in the closing press release. The transaction closed and Premier was delisted from Nasdaq as of November 25, 2025. Not disclosed in the reviewed excerpt: the specific debt financing package size or structure that Perella Weinberg advised on, the identity of debt financing providers, and whether Jefferies or Santander held lead-advisor status relative to each other on the M&A side.

Premier, Inc. (NASDAQ: PINC), a Charlotte, North Carolina-based technology-driven health care improvement company, entered into a definitive agreement to be acquired by an affiliate of Patient Square Capital, LP, a dedicated health care investment firm with more than $14 billion in assets under management. The agreement was announced on September 22, 2025 and the merger was completed on November 25, 2025, with Premier becoming a wholly owned subsidiary of Premium Parent, LLC, a Delaware entity formed by funds managed by Patient Square Capital. Premium Merger Sub, Inc., a wholly owned subsidiary of Parent, merged into Premier. Under the terms of the Agreement and Plan of Merger, dated September 21, 2025, Premier stockholders received $28.25 in cash per share of Class A common stock, a transaction Premier's press release described as valued at $2.6 billion. The $28.25 per-share price represented a 23.8% premium to Premier's 60-day volume-weighted average price as of September 5, 2025, the last trading day before media reports of a potential transaction. The DEFM14A states the Board considered the merger consideration a premium over the unaffected share price and that the deal was not subject to a financing condition. Premier's closing 8-K disclosed that total cash consideration payable to equityholders at closing was approximately $2.4 billion, while the proxy statement separately estimated total funds needed to complete the merger and related transactions, including repayment of existing debt and fees, at approximately $2.8 billion. No aggregate enterprise value figure was stated outright in the filings reviewed, though Goldman Sachs' premia-paid analysis in the proxy referenced comparable LBO transactions with disclosed enterprise values between $2 billion and $5 billion as a benchmark set, not as a disclosed valuation of Premier itself. In its fairness analysis, Goldman Sachs (one of Premier's two financial advisors) performed an illustrative present-value-of-future-share-price analysis applying an EV/NTM EBITDA multiple range of 7.0x to 9.0x to the company's projected fiscal 2026-2028 EBITDA, which, combined with other adjustments and a 10.2% discount rate, produced an implied present value range of $22.18 to $30.86 per share. This was one of several analyses (also including a premia-paid analysis using 79 comparable all-cash LBO transactions from 2018-2025, which showed a median premium of 32%) that informed, but were separate from, the final agreed price of $28.25 per share. The deal is funded through a combination of equity financing from the Patient Square Capital Fund and debt financing from lenders party to a debt commitment letter, with Parent having obtained commitments for a $1,450 million senior secured first lien term loan facility and a $225 million senior secured revolving credit facility, as disclosed in Premier's Item 1.01 Form 8-K. Concurrently with closing, Premier repaid all loans and terminated commitments under its existing Amended and Restated Credit Agreement with Wells Fargo Bank as administrative agent. No debt or earnings-accretion/dilution metrics (this being a going-private cash transaction rather than a stock-for-stock bank merger) were disclosed, nor was a specific synergies figure disclosed in the filings reviewed. According to the DEFM14A's "Background of the Merger" section, Premier's board had explored strategic alternatives since November 2021, including a prior 2022-2023 process that contacted approximately 25 potential counterparties and produced one serious bidder ("Party A"), whose proposal fell through in December 2023 when Party A sought a price below Premier's then-trading level. That process was formally terminated in February 2024. A new process began after an April 2, 2025 lunch meeting in New York between Premier's CEO Michael Alkire, CFO Glenn Coleman, a BofA Securities representative, and Patient Square Capital advisory council member Brian McCarthy, which led to preliminary interest from Patient Square Capital, a confidentiality agreement on April 22, 2025, and ultimately exclusive negotiations culminating in the signed merger agreement on September 21, 2025. The Board's Transaction Committee held 14 meetings during the process. Board Chair Richard Statuto said the Board "unanimously approved this transaction, after careful consideration of a wide range of strategic alternatives in recent years and consultation with our financial and legal advisors," and that the deal would "deliver immediate and certain value to our stockholders, while simultaneously providing the Company with access to additional capital." CEO Michael Alkire said that "transitioning to private ownership will once again enhance the Company's financial flexibility and provide additional resources to accelerate the advancement and tech-enablement of our product portfolio." Patient Square Founding Partner Neel Varshney, M.D. said the firm has "long admired Premier as an innovator of essential services and products to its members" and sees "tremendous opportunity for Premier to continue growing its differentiated portfolio in supply chain services, data and technology offerings, and consulting solutions." Goldman Sachs & Co. LLC and BofA Securities, Inc. served as financial advisors to Premier, with Wachtell, Lipton, Rosen & Katz serving as Premier's legal counsel and Cravath, Swaine & Moore LLP serving as legal advisor to the Board's Transaction Committee. Joele Frank, Wilkinson Brimmer Katcher served as Premier's strategic communications advisor, and Innisfree M&A Incorporated served as proxy solicitation agent. On the buyer side, Kirkland & Ellis LLP served as legal counsel and Ropes & Gray served as health care legal counsel to Patient Square Capital, while Jefferies LLC and Santander served as financial advisors and Perella Weinberg Partners LP served as debt capital markets advisor to Patient Square. The merger agreement included a termination fee payable by Premier to Parent of approximately $66,215,100 under specified circumstances, including a change of Board recommendation or termination to accept a superior proposal, and a reverse termination fee payable by Parent to Premier of approximately $168,550,000, guaranteed by affiliates of Patient Square Capital, if the Company terminated due to Parent's uncured breach or failure to close. The outside date for closing was March 21, 2026, subject to one three-month extension under certain conditions, though the transaction closed well ahead of that date. The transaction received approval from Premier stockholders at a November 21, 2025 special meeting, where holders of 64,965,155 shares (representing the vast majority of the approximately 79% of outstanding shares that voted) voted in favor of the merger agreement proposal, against 52,235 votes and 486,484 abstentions. The merger closed on November 25, 2025. At the effective time, Premier's Class A common stock was converted into the right to receive the $28.25 per-share merger consideration, the stock was delisted from Nasdaq, and the registrant's certificate of incorporation and bylaws were amended and restated. CEO Michael Alkire and CFO/Chief Administrative Officer Glenn Coleman became the Company's directors, while the Company's prior independent directors (including Board Chair Richard Statuto) resigned.

This deal is a cash acquisition structured as a take-private, in which Premier, Inc., a company in the business-services sector, is the target being acquired by Premium Parent LLC, an indirect subsidiary of funds managed and advised by an unnamed sponsor. The transaction is classified under the M&A product group, and the disclosed deal value is not stated in the source document. The facts block is sourced from a single SEC filing: a DEFM14A filed with SEC EDGAR and published on October 22, 2025. The deal's current status is pending regulatory approval. On the financial advisory side, two firms advised the target, Premier: Goldman Sachs & Co. LLC and BofA Securities, Inc. both served as financial advisors, and both are designated as lead advisors. Goldman Sachs delivered an oral opinion, later confirmed in writing, to the Premier board on September 21, 2025, that the merger consideration was fair from a financial point of view to the relevant stockholders. BofA Securities, also described as the company's financial advisor, likewise delivered a written opinion dated September 21, 2025, addressing the fairness of the merger consideration from a financial point of view. No financial advisor is disclosed for Premium Parent LLC, the acquirer. No legal advisors were identified in the facts block for either Premier or Premium Parent LLC. Beyond the cash consideration implied by the "cash acquisition" subtype, the facts block does not disclose a per-share purchase price or other specific terms of the transaction. Several facts are not disclosed in the source material. The overall deal value is not stated. No financial or legal advisor is named for the acquirer, Premium Parent LLC, and no legal advisor is named for Premier either. The facts block also does not specify a per-share price or an expected closing date.

This matter involves a potential take-private of Priority Technology Holdings, Inc., trading under the ticker PRTH, structured around a non-binding proposal from an investor group led by Thomas Priore, the Company's Chairman and Executive Officer, currently under evaluation. The deal is classified within the business services sector, and the disclosed value of any potential transaction is not stated in the source document, consistent with the preliminary, non-binding nature of the proposal. The matter is sourced from an SEC EDGAR Form 8-K filing published on December 8, 2025. Based on the facts provided, the status is pending regulatory approval. On the financial advisory side, Barclays is serving as financial advisor and is identified as holding lead status, retained by a committee of independent and disinterested directors of the Company's Board of Directors, referred to as the Special Committee, specifically to evaluate the preliminary, non-binding proposal dated November 9, 2025, from Thomas Priore. On the legal side, Paul, Weiss, Rifkind, Wharton & Garrison LLP is serving as independent legal counsel to the same Special Committee, retained alongside Barclays for the same evaluation process, as described in the single source sentence covering both the financial and legal advisor appointments. Because this is a non-binding proposal under evaluation rather than a definitive transaction, no deal structure, consideration terms, or specifics of how the proposal would be financed are included in the facts available. A number of elements remain undisclosed or not yet applicable given the preliminary stage of this matter. No transaction value, consideration structure, or financing details for Thomas Priore's proposal are given, and no expected timeline for the Special Committee's evaluation or any decision on the proposal is provided in the facts available.

Zip Co Limited, an Australian Securities Exchange-listed buy now, pay later (BNPL) provider, and Sezzle Inc., a U.S.-based BNPL company also listed on the ASX via CHESS depositary interests, announced on February 28, 2022 that they had entered into a definitive agreement for Zip to acquire Sezzle in an all-scrip transaction structured as a statutory merger under Delaware law. Sezzle stockholders were to receive 0.98 Zip ordinary shares, or for holders outside Australia, 0.98 Zip American Depositary Receipts, for every Sezzle share held, implying a value for Sezzle of approximately A$491 million based on Zip's closing share price on February 25, 2022. On completion, Zip shareholders would own approximately 78% of the combined group and Sezzle stockholders approximately 22%. The announcement was paired with a A$148.7 million fully underwritten institutional placement and a non-underwritten share purchase plan of up to A$50 million to strengthen Zip's balance sheet. This record is sourced from Exhibit 99.1 to a Form 8-K filed with the SEC by Sezzle Inc. on February 28, 2022, reproducing the ASX release titled Zip Announces Definitive Agreement to Acquire Sezzle, Supporting Sustainable Growth Strategy and Path to Profitability and Equity Capital Raise of up to A$198.7 Million (filer CIK 0001662991, SIC 7389, financial and fintech services). At the time of filing the transaction was newly announced and pending, subject to Sezzle stockholder approval, Zip shareholder approval, Hart-Scott-Rodino clearance, and SEC registration of a Form F-4; the release does not confirm whether the deal ultimately closed. On financial advisors, the release states that BofA Securities and an entity named Jarden-Evercore acted as financial advisers to Zip, the acquirer. Jarden-Evercore is recorded here exactly as printed in the filing; it appears to be a joint Australian investment-banking venture carrying the Evercore name, and is distinguished from Evercore Inc. or Evercore Group L.L.C., the entities named in Evercore's other FIG deals, so this attribution carries materially lower confidence than a direct Evercore mention. On the target side, Sezzle was advised by financial adviser Goldman Sachs, with no additional financial advisers named for Sezzle. On legal counsel, Skadden, Arps, Slate, Meagher & Flom LLP served as U.S. legal counsel and Arnold Bloch Leibler as Australian legal counsel to Zip. Ropes & Gray served as U.S. legal counsel and Squire Patton Boggs as Australian legal counsel to the Mergers and Acquisitions Committee of Sezzle's board of directors. The transaction was structured entirely in stock, Zip ordinary shares or ADRs, with no cash component to Sezzle stockholders, with a termination fee of A$7.8 million payable by Sezzle and A$31.4 million payable by Zip under specified circumstances, and an outside termination date of November 28, 2022, subject to extension for Hart-Scott-Rodino clearance. Closing was expected by the end of the third quarter of calendar year 2022. Not disclosed or confirmed in the reviewed release: whether the merger ultimately closed as proposed, since BNPL market conditions deteriorated sharply during 2022 and this record does not include any closing confirmation document; the exact aggregate U.S. dollar value of the deal, since only an Australian-dollar implied equity value is given; and, given the ambiguity of the Jarden-Evercore designation, whether Evercore's own global M&A franchise, as opposed to a regional joint venture bearing its name, had any direct role in advising Zip.

Katapult Holdings, Inc. (NASDAQ: KPLT) completed a previously announced three-way, all-stock business combination with The Aaron's Company, Inc. (operating through Aaron's Intermediate Holdco, Inc.) and CCF Holdings LLC ("CCFI") on August 11, 2026. The Agreement and Plan of Merger was originally signed December 11, 2025 and was amended once, on June 17, 2026. The transaction closed, and the combined company continues to trade on Nasdaq under the ticker KPLT. This record covers the Aaron's leg of that three-party combination. Under the merger mechanics, Aaron's equityholders (including Aaron's MIP unit holders) received an aggregate of approximately 12,312,815 shares of Katapult common stock, while CCFI equityholders received approximately 69,772,607 shares (inclusive of warrant-related shares) and Katapult's pre-existing stockholders retained the remainder. On a fully diluted basis immediately after closing, roughly 87.4 million shares of Katapult common stock were outstanding, with former CCFI equityholders owning approximately 79.8-80%, former Aaron's equityholders owning approximately 14-14.1%, and legacy Katapult stockholders owning approximately 6-6.1% of the combined company. The mergers were accounted for as a reverse acquisition under ASC 805, with Katapult as the legal acquirer but CCFI treated as the accounting acquirer, based on CCFI unitholders holding the largest voting stake, CCFI controlling six of the combined company's ten board seats (including the board chair), and CCFI being the largest of the three businesses by net income and enterprise value. Per Katapult's preliminary purchase price allocation (Form 8-K/A, Exhibit 99.5), the estimated fair value of total merger consideration for Aaron's was approximately $79.8 million (based on 12,312,815 Katapult shares valued at Katapult's August 11, 2026 market price of $6.48 per share), with estimated goodwill of approximately $91.5 million recognized on the Aaron's acquisition. Katapult itself (also treated as acquired for accounting purposes under the reverse-merger structure) was assigned estimated merger consideration of approximately $34.2 million and goodwill of approximately $46.6 million. These figures are explicitly labeled preliminary and subject to revision as the purchase price allocation is finalized within one year of closing; no separate enterprise value, EV/EBITDA, or P/E multiple for the Aaron's transaction specifically was disclosed in the filings reviewed. In connection with the closing, Katapult entered into new secured term loan facilities: a Katapult Intermediate Holdings, LLC ("TopCo") term loan of up to $200.0 million, consisting of an initial tranche of approximately $121.7-122.0 million funded in full at closing and a delayed draw facility of up to approximately $78.0 million, bearing interest at 15.0% per annum cash plus 5.0% per annum paid-in-kind, maturing August 11, 2029. A separate Katapult MidCo, LLC term loan of approximately $75.0 million was also entered into at 15.0% per annum (with PIK election available), maturing November 3, 2030, with proceeds used to fund Katapult's repurchase of all 65,000 outstanding shares of its Series A/B preferred stock previously held by Hawthorn (HHCF Series 21 Sub, LLC). CCFI separately amended its existing Sparrow Term Loan, increasing the maximum commitment by $25.0 million to $75.0 million and raising the blended interest rate to 16.6%. Katapult's existing TMX asset-based credit facility was also amended (Seventh Amendment) to extend its draw period to December 31, 2027 and reset legacy loan balances. Per the combined company's closing press release, the business generated more than $4 billion in 2025 pro forma revenue and more than $460 million in 2025 pro forma adjusted EBITDA. Kyle Hanson, Executive Chairman of Katapult Holdings (former CCFI Executive Chairman and CEO), said the combination unites "three businesses with distinct strengths and a shared commitment to serving nonprime consumers" and creates "a stronger, more diversified platform with broader customer relationships, a vast proprietary data set, complementary capabilities," adding that management has "tremendous confidence" in the leadership team's ability to "integrate these businesses successfully, drive meaningful cost savings and operational efficiencies over time, and create long-term value." Cory Miller, Chief Executive Officer (former CEO of The Aaron's Company), said the deal lets the company "redefine how nonprime consumers access the financial solutions they need," bringing together "complementary brands, a nationwide retail and digital footprint, and the technology and data that connect them." No specific dollar synergy target, percentage of cost base, or phase-in timeline was disclosed in the sources reviewed; management described synergies only qualitatively as "meaningful cost savings and operational efficiencies over time." Post-closing, the combined company reports results through two segments: Lease-to-Own & Retail (comprising Aaron's -- including its Aaron's, BrandsMart U.S.A., and BrandsMart Leasing brands -- and Katapult) and Consumer Finance (comprising CCFI). Katapult's board was expanded to ten directors, with Kyle Hanson as Executive Chairman and Jennifer Baldock as Lead Director; Cory Miller became CEO, Russell Falkenstein became CFO, William Baker became President, and Douglass Noe became Chief Accounting Officer, alongside new director and executive appointments and several legacy Katapult officer resignations (including former CEO Orlando Zayas and former CFO Nancy Walsh, who received change-in-control severance under their existing employment agreements). On the advisory side, J.P. Morgan Securities LLC served as exclusive financial advisor to Aaron's, with King & Spalding LLP as Aaron's legal counsel. Guggenheim Securities, LLC served as financial advisor to Katapult Holdings, with Davis Polk & Wardell LLP as Katapult's legal counsel. Morrison Foerster LLP served as legal counsel to CCFI. These roles are confirmed directly in Katapult's August 11, 2026 closing press release (Exhibit 99.1 to the Form 8-K). The shares of Katapult common stock issued to former Aaron's and CCFI equityholders were registered on a Form S-4 (File No. 333-296909) filed with the SEC on June 18, 2026, except for 76,765,355 shares issued in reliance on the Section 4(a)(2) private-placement exemption, which are subject to a registration rights agreement requiring Katapult to file a resale registration statement within 45 days of closing. Unaudited financial statements and management's discussion and analysis for both CCFI and Aaron's for the six months ended June 30, 2026 and 2025, along with Article 11 unaudited pro forma condensed combined financial information (balance sheet as of June 30, 2026 and income statements for the six months ended June 30, 2026 and full year 2025), were filed by amendment on Form 8-K/A on September 11, 2026, as permitted under the 71-day extension for acquired-business financials. No EPS accretion/dilution figure, termination fee, or further regulatory-approval contingency was disclosed in the filings reviewed; because the transaction has already closed, those items are no longer applicable deal conditions.

CBIZ, Inc. announced on July 31, 2024 that it had entered into a definitive agreement to acquire the non-attest business of Marcum LLP in a cash-and-stock transaction valued at approximately $2.3 billion, which the release states would make CBIZ the seventh-largest accounting services provider in the U.S. with combined annual revenue of approximately $2.8 billion. Concurrently with closing, Marcum's attest business is to be acquired separately by Mayer Hoffman McCann P.C., a firm with which CBIZ has had a 25-year administrative service agreement. This record is sourced from an Exhibit 99.1 press release furnished with CBIZ's Form 8-K filed July 31, 2024. At announcement, the deal was a signed definitive agreement pending CBIZ stockholder approval, Marcum partner approval, and other customary closing conditions, with closing expected in the fourth quarter of 2024. Perella Weinberg Partners served as financial advisor to CBIZ, the acquirer, per the release's statement "Perella Weinberg Partners is serving as CBIZ's financial advisor and BakerHostetler is serving as CBIZ's legal advisor for the transaction." Deutsche Bank served as financial advisor to Marcum, the target, per "Deutsche Bank is serving as Marcum's financial advisor and Dechert LLP is serving as Marcum's legal advisor for the transaction." No lead designation is specified for either side since each company retained a single financial advisor. On the legal side, BakerHostetler represented CBIZ and Dechert LLP represented Marcum. Under the terms, approximately half of the consideration was expected to be paid in cash and the remainder in shares of CBIZ common stock; CBIZ CEO Jerry Grisko called it "the most significant transaction in CBIZ's history," projecting the combined company would have more than 10,000 team members and over 135,000 clients, and that the deal would be accretive to adjusted earnings per share by approximately 10% in 2025. Not disclosed in the sourced document is the precise dollar split between cash and stock consideration (only the approximate 50/50 split is given), the financing sources for the cash portion, or whether any regulatory antitrust approval (beyond stockholder and partner approvals) was required to close.

QXO, Inc., a business-services company trading under ticker QXO, is the acquirer in a pending merger transaction. The transaction is classified as a mergers and acquisitions deal within the business-services sector. No deal value has been disclosed in the available source documents. This briefing is sourced from an SEC EDGAR filing published on June 22, 2026. The specific form type is not identified in the source materials. The transaction currently holds pending-regulatory status, indicating that regulatory approval or clearance remains outstanding and the deal has not yet closed. Morgan Stanley has been retained as the lead financial advisor to QXO in this transaction. According to the bank's opinion letter disclosure, Morgan Stanley and its affiliates have received aggregate fees totaling between 85 million and 110 million dollars over the two-year period preceding the delivery of Morgan Stanley's written opinion for financial advisory and financing services provided to QXO. This fee range encompasses both the advisory services related to the current transaction and other prior engagements with the acquirer. No legal advisors have been identified in the source materials provided for this transaction. The specific deal structure, consideration composition, form of consideration (cash, stock, or mixed), and any other material transaction terms have not been disclosed in the available documentation. Similarly, the identity of the target company or any details specific to the target's business, size, or assets remain absent from the source materials. Notably, no expected closing or completion date has been disclosed. The consideration amount is entirely undisclosed. The target company's name and sector are not identified. The specific nature of the regulatory approvals or conditions required for closing are not detailed. The roles and identities of any other financial or legal advisors to either party, if any exist, have not been extracted from the available sources. The structure of any transaction consideration, including whether it will be all-cash, all-stock, or some combination, remains completely unspecified in the materials reviewed.

QXO, Inc. announced on April 19, 2026 a definitive agreement to acquire TopBuild Corp., the largest distributor and installer of insulation and related building products in North America, for approximately $17 billion in a cash-and-stock transaction. The deal, QXO's largest acquisition to date, was expected to make QXO the second-largest publicly traded building products distributor in North America, with the combined company generating more than $18 billion in revenue and more than $2 billion in adjusted EBITDA. This extraction is sourced from QXO's 8-K exhibit (Exhibit 99.1) filed with the SEC on April 20, 2026, announcing the signed definitive agreement. The transaction subsequently closed on July 1, 2026, per a separate QXO 8-K exhibit filed that date confirming completion. Morgan Stanley & Co. LLC acted as lead financial advisor to QXO, with Barclays and Wells Fargo Securities acting as additional financial advisors to QXO on the buy side. Goldman Sachs & Co. LLC and RBC Capital Markets served as financial advisors to TopBuild on the sell side. On the legal side, Paul, Weiss, Rifkind, Wharton & Garrison LLP served as legal counsel to QXO, while Jones Day served as legal counsel to TopBuild. The transaction valued each TopBuild share at $505, a premium of 19.8% to TopBuild's 60-day volume-weighted average price and 23.1% to its closing price on April 17, 2026. TopBuild stockholders could elect to receive $505 in cash or 20.2 shares of QXO common stock per share held, subject to proration, with total consideration fixed at approximately 45% cash and 55% QXO stock. The purchase price represented 14.9 times TopBuild's 2025 adjusted EBITDA before expected synergies and 11.8 times after an expected $300 million of run-rate synergies by 2030. Both boards unanimously approved the deal, which was subject to shareholder votes at both companies and was expected to close in the third quarter of 2026. The press release does not disclose the specific advisory fees paid to Barclays, Morgan Stanley, Wells Fargo Securities, Goldman Sachs, or RBC Capital Markets, nor does it specify a termination fee or other deal-protection terms in the merger agreement.

QXO, Inc., a business-services company trading under the ticker QXO, is the acquirer in a pending merger transaction. The target company and transaction details regarding the business combination have not been disclosed in the available source materials. This is a mergers and acquisitions transaction within the business-services sector. The information regarding this transaction is sourced from an SEC EDGAR filing of unknown form type, published on June 22, 2026. The deal is currently in pending regulatory status, indicating that approvals or clearances remain outstanding before the transaction can close. No expected closing date has been provided in the available documentation. Morgan Stanley is serving as the financial advisor to QXO, the acquirer, in a lead capacity on this transaction. According to language in the SEC filing, Morgan Stanley and its affiliates received aggregate fees totaling between 85 million and 110 million dollars over the two-year period preceding delivery of Morgan Stanley's written opinion for financial advisory and financing services rendered to QXO. This fee disclosure suggests Morgan Stanley has provided substantial advisory support to the acquirer, though the breakdown between services related to this specific merger and other prior engagements is not specified in the available source material. No legal advisors have been identified in the source documents provided for either party to this transaction. The specific structure and terms of the merger, including the consideration mix, form of payment, exchange ratio if applicable, or any other transaction mechanics, have not been disclosed in the available SEC filing. The identity of the target company has likewise not been stated in the source material. Notably absent from the available documentation are several material details necessary for comprehensive deal understanding. The identity of the target company is not disclosed, nor is the total transaction value or consideration amount. The specific consideration structure, whether cash, stock, debt, or a combination thereof, remains undisclosed. Additionally, no expected closing date or regulatory approval timeline has been provided. The acquiring company's financial advisors beyond Morgan Stanley have not been identified, and no legal counsel representation has been disclosed for either side. Without these details, a complete picture of the transaction's scope, financing, and path forward cannot be fully constructed from the current source material.

Central Garden & Pet Company, a leading consumer goods company in the pet and garden industries trading under tickers CENT and CENTA, has agreed to acquire approximately 80% of the outstanding shares of TRIXIE Heimtierbedarf GmbH & Co. KG, a German limited partnership described as the leading European pet supplies and pet snacks company, together with certain related entities. The transaction was announced on July 27, 2026, in a Form 8-K filed with the SEC under Item 8.01, accompanied by a joint press release filed as Exhibit 99.1. TRIXIE, founded in 1974 and headquartered in Tarp, Germany, is being acquired from founder Bonnik Hansen and current shareholders Dirk Jessen and Volker Haak. Under the terms of the Sale and Purchase Agreement, Central will pay total consideration of up to EUR 400 million, consisting of approximately EUR 340 million in upfront cash paid at closing plus an earn-out of up to EUR 60.0 million based on 2026 performance, each subject to certain adjustments. No equity value, enterprise value, or EV/EBITDA multiple for TRIXIE was disclosed in the filings reviewed. The purchase price and structure were confirmed identically in Central's Form 10-Q for the quarter ended June 27, 2026 (filed August 6, 2026) and referenced again in Central's third-quarter fiscal 2026 earnings press release (filed August 5, 2026). Certain shareholders of TRIXIE, referred to as the Continuing Shareholders, will retain approximately 20% of TRIXIE's shares following closing. At future dates over at least three years, the Continuing Shareholders will have the right to require Central to purchase their remaining shares, and if those rights are not exercised after three years, Central will have a corresponding right to purchase those shares from the Continuing Shareholders. No financing arrangements (such as new debt issuance or credit facility draws) for the cash consideration were disclosed in the filings reviewed; Central's Q3 FY2026 earnings release separately disclosed total company debt of $1.2 billion, gross leverage of 2.8x, and net leverage of 0.5x as of June 27, 2026, but did not tie these figures specifically to financing the TRIXIE acquisition. TRIXIE employs close to 600 people and serves more than 30,000 pet retail stores internationally with a portfolio of more than 6,000 products for dogs, cats, birds, reptiles, and small animals, including accessories, toys, treats, snacks, habitats, apparel, bedding, and travel solutions. Approximately 90% of TRIXIE's sales come from its own-brand portfolio, and the company introduces around 500 new products per year through its in-house design team. The press release describes the European pet supplies and snacks market as approximately EUR 10 billion in annual sales, expected to grow at a mid-single-digit rate, citing favorable long-term trends including pet health focus, pet tech, humanization, and premiumization. Central's CEO, Niko Lahanas, said: "The addition of TRIXIE strengthens Central's position across key European pet supplies markets and adds a scaled platform with deep category expertise, strong retail relationships, and industry-leading logistics and fulfillment capabilities across the region. Bonnik Hansen and the TRIXIE team have built a remarkable company over the past 50 years. We are pleased that a very strong management team will continue leading the business, and we believe this partnership positions us well to drive long-term growth and better serve pet parents across Europe and the United States." TRIXIE founder Bonnik Hansen said: "Joining forces with Central Garden & Pet marks an important milestone in TRIXIE's 50-year history. In looking for a partner, it was important to us to find a company that shares our values, our culture, and our long-term thinking. We are confident that Central is the right partner to build on our strong foundation and carry the company successfully through its next stage of growth." TRIXIE will operate within Central's Pet segment, and management will continue to be led by Dirk Jessen, Burkhard Friedrichsen, and Danny Bollerey; Dirk Jessen and Volker Haak will remain minority shareholders, with Volker Haak also continuing as a consultant to the business. The acquisition is expected to give Central a differentiated presence with approximately 10% of net sales generated outside the United States and is described as establishing a scaled platform to consolidate the fragmented European pet specialty market. No specific cost synergy dollar amount, percentage of cost base, or phase-in timeline was disclosed in the filings reviewed, nor was any EPS accretion/dilution guidance tied to the transaction. Deutsche Bank AG served as financial advisor to TRIXIE, and Gibson, Dunn & Crutcher LLP served as legal advisor to TRIXIE. Rothschild & Co served as financial advisor to Central, and Freshfields LLP served as legal advisor to Central, per the July 27, 2026 press release. The transaction is subject to regulatory approval and other customary closing conditions, and is expected to close in the first half of Central's fiscal year ending September 25, 2027. No termination fee, specific regulatory approvals required, or prior bidders considered were disclosed in the filings reviewed. As of Central's most recent 10-Q (filed August 6, 2026), the deal remained pending with no change to the disclosed terms.

Wag! Group Co., a business-services company, is the target in a Chapter 11 pre-packaged plan of reorganization and recapitalization transaction. The acquirer in this restructuring is Retriever. This is a restructuring product engagement, specifically structured as a pre-packaged plan, which represents a subset of Chapter 11 bankruptcy proceedings in which a debtor company develops and seeks approval for its reorganization plan prior to filing for bankruptcy protection. No transaction value has been disclosed in the source documentation. This transaction is sourced from an SEC EDGAR filing of unknown form type, published on July 21, 2025. The deal's current status is pending regulatory approval or closure, meaning the Chapter 11 plan has been filed or is in the process of being confirmed but has not yet reached final consummation. On the Wag! side, the company is represented by a multi-disciplinary advisory team. Young Conaway Stargatt & Taylor, LLP serves as restructuring counsel, Latham & Watkins LLP acts as corporate counsel, and Portage Point Partners functions as restructuring advisor. Retriever, the acquiring entity, is represented by two legal counsel firms: The Tuhey Law Firm LLC and Honigman LLP. None of the advisors have been designated as lead or non-lead in the source documentation; instead, each firm's specific functional role has been explicitly stated in the filing materials. The legal advisor breakdown mirrors the financial advisory structure, with Young Conaway Stargatt & Taylor, LLP and Latham & Watkins LLP serving as legal counsel to Wag!, while The Tuhey Law Firm LLC and Honigman LLP serve as legal counsel to Retriever. These designations reflect the specialized requirements of restructuring work, in which separate counsel handle different aspects of the transaction, including bankruptcy law, corporate law, and operational restructuring matters. Regarding deal structure and terms, the transaction is structured as a pre-packaged Chapter 11 plan of reorganization and recapitalization. However, the source documentation does not disclose specific terms such as the consideration mix, equity or debt allocation post-reorganization, asset recovery percentages, or any other detailed structural provisions that would typically be included in a plan of reorganization. Similarly, no information is provided regarding the claims involved, creditor treatment, or the identity of the post-reorganization sponsor or controlling stakeholder. Several material details remain undisclosed or unknown. No transaction value has been stated. The specific expected closing or plan confirmation date is not provided. The detailed terms of reorganization, including how creditors will be treated and what equity structure will emerge from the Chapter 11 process, have not been disclosed in the source filing. Additionally, the exact nature of Retriever's role (whether as acquirer of assets, merger partner, or plan sponsor) is not explicitly clarified in the available documentation.

CoStar Group, Inc. (NASDAQ: CSGP), a leading provider of online real estate marketplaces, information, analytics, and 3D digital twin technology, agreed on May 28, 2026 to acquire Zonda, a privately held provider of new home construction data, homebuilder software, and residential real estate marketplaces, for $800 million in cash. The transaction was structured as a Stock Purchase Agreement among CoStar Group's wholly owned subsidiary CoStar Realty Information, Inc., as purchaser, Bora Holdings Group, L.P., as seller, and Bora, Inc. (together with its subsidiaries, defined in the agreement as "Zonda"). The deal was announced in a press release on May 29, 2026 and completed on August 21, 2026, per CoStar Group's Form 8-K filings. The Stock Purchase Agreement defines "Enterprise Value" as exactly $800,000,000, with the final Purchase Price calculated as Enterprise Value plus a net working capital adjustment, plus cash and cash equivalents, minus closing date indebtedness, minus unpaid transaction expenses. At closing, $5,000,000 of the estimated purchase price was deposited into an escrow account (the "Adjustment Escrow Amount") under a separate Escrow Agreement to secure post-closing purchase price adjustments. No equity or stock consideration was involved; the entire transaction was cash-funded, and the agreement explicitly states that CoStar Group's obligation to consummate the transaction was not subject to any financing condition or to CoStar Group stockholder approval. According to the companies' press releases, Zonda generated approximately $170 million of revenue in 2025 at an Adjusted EBITDA margin of approximately 23%, which implies Adjusted EBITDA of roughly $39 million and an implied purchase price of approximately 20 times trailing Adjusted EBITDA (a figure derived from these two disclosed inputs rather than a multiple stated outright in the filings). The May 29, 2026 announcement also described Zonda's revenue as majority subscription-based with 104% net customer retention. CoStar Group stated the acquisition is expected to be accretive to adjusted EPS in the first full year of ownership; no specific EPS accretion/dilution dollar or percentage figure, leverage impact, or pro forma balance sheet detail was disclosed. Strategically, CoStar Group said the acquisition extends its data, analytics, software and marketplace capabilities into new home construction, a market the company sized (citing Census data) at approximately $1 trillion in annual new residential construction value, which it noted is larger than the institutional apartment and office rent rolls CoStar has historically monetized; the August 21 completion release separately cited the U.S. new home market at approximately $400 billion in annual home sales. Zonda serves more than 3,000 customers, including many of North America's largest homebuilders, developers, suppliers and lenders, through a proprietary lot-level database covering new home communities, land development activity, construction status, home sales and builder operations. The deal also brings the NewHomeSource.com and Livabl online new-home marketplaces into CoStar Group's portfolio, and CoStar said it intends to pair Zonda's "Envision" visualization and digital merchandising tools with Matterport's spatial technology. Andy Florance, Founder and CEO of CoStar Group, said: "Zonda has built an extraordinary business with deep relationships across the homebuilding industry and one of the most valuable proprietary datasets in new home real estate... We believe the combination will deliver deeper insights, workflow efficiencies, and analytics to the homebuilding industry, while strengthening our core information offerings and significantly expanding our new home marketplace capabilities." At completion, Florance added: "Zonda gives us an outstanding foundation to bring that model more deeply into the new home market." BofA Securities served as financial advisor and Latham & Watkins LLP served as legal advisor to CoStar Group on the transaction, per the May 29, 2026 press release filed as Exhibit 99.1 to the Form 8-K. No financial or legal advisor to the seller, Bora Holdings Group, L.P., was disclosed in the filings reviewed. The Stock Purchase Agreement's closing conditions included expiration or termination of the applicable Hart-Scott-Rodino Act waiting period and certain other foreign regulatory approvals, the absence of any governmental order prohibiting the transaction, accuracy of each party's representations and warranties, compliance with covenants, and (for CoStar Group's obligation) the absence of a material adverse effect with respect to Zonda. The agreement included an outside date of May 28, 2027 (subject to extension in specified circumstances) after which either party could terminate if closing had not occurred, and a reverse termination right for either party if a governmental authority issued a final, non-appealable order permanently enjoining the transaction. Under Section 8.3 of the agreement, if the agreement is terminated under specified circumstances tied to the purchaser's failure to close after all conditions were satisfied, CoStar Group (as Purchaser) would be required to pay the seller a $40,000,000 "Purchaser Termination Fee," payable within fifteen business days of such termination; the agreement states the fee is not payable more than once. No separate seller-side termination fee amount was identified in the sections reviewed. The transaction closed on August 21, 2026, as confirmed by CoStar Group's Form 8-K filed that day (Items 7.01 and 9.01) announcing it "has completed its acquisition of Zonda... for $800 million in cash." No merger proxy, S-4, or tender offer documents apply to this transaction since it was a private stock purchase not requiring a shareholder vote or SEC registration of securities as consideration, and no pro forma financial statements for the combination were identified in the filings reviewed.