Deals & Filings
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Deals & Filings coverage, page 2
One Person, Three Roles: Scully Royalty's Executive Chairman Adds Interim CEO and Interim CFO
A one-paragraph August 13 filing hands Michael Smith the top executive and top financial post at a company that rescinded its own January disclosures, went four months without an auditor, and spent nearly two months suspended from the NYSE. The filing record, not the press release, tells the story.
Northann's Auditor Says It Never Signed the Audit. Seven Weeks Into a Halt, the Company Still Has No Replacement.
LAO Professionals told Northann Corp. it never issued or consented to the audit report filed with the 2025 Form 10-K. NYSE American halted the stock on June 25. On Friday the company told the SEC it cannot file its June-quarter 10-Q because it has no auditor. Shareholders cannot sell on the exchange, and no document on file carries a date for when that changes.
CleanCore's CEO Form 4 Records a Subscription Inside the Company's Own $100 Million Offering, Not an Open-Market Buy
Tyler Hassen acquired 2,000,000 shares at $0.25 plus 2,000,000 matching five-year warrants on August 12 — but the filing's own footnote places the transaction inside CleanCore's best-efforts public offering, on the same terms as every other subscriber, in a deal that takes shares outstanding from 226,260,684 to a stated 626,260,684.
Harte Hanks Agrees to a $5.00 Sale to Star Equity — and at Least Half the Price Is a 10% Perpetual Preferred
Star Equity Holdings and Harte Hanks announced a definitive merger at 8:30 a.m. ET Friday: $5.00 per share, about $38.4 million on roughly 7.68 million fully diluted shares. Cash is capped at about $19.2 million and elections are subject to proration, while elections for Star's 10% Series A Cumulative Perpetual Preferred are uncapped — so an all-cash election is not an all-cash outcome. Harte Hanks closed Friday at $4.30, 14% below the headline price.
Beyond Meat's 1-for-30 Split Trades for the First Time, Opening a 12-Session Run at an August 31 Nasdaq Deadline
Split-adjusted shares closed Friday at $13.47. The March deficiency notice requires ten consecutive business days at $1.00 or more before August 31, and twelve sessions remain in the window.
CXApp Sets a 1-for-50 Reverse Split for Aug. 18, Three Weeks Before Its Nasdaq Clock Runs Out
The split lifts CXAI's warrant strike to $575 and cuts the share count to about 2.3 million. A further slip below $1.00 within the next year would leave the company ineligible for any cure period.
Haoxi's 1-for-20 Split Takes Effect Friday, the Third Consolidation Since January 2025
The Nasdaq-listed Beijing advertising group consolidates its Class A shares for the third time in nineteen months, five weeks after a $4 million registered direct offering rebuilt the share count the last split had erased.
bioAffinity prices a $4 million placement while appealing a Nasdaq delisting determination
The San Antonio diagnostics company agreed on Thursday to sell 8,462,027 shares plus warrants over 16,924,054 more, a package that would multiply its share count more than fourfold if fully exercised. It is doing so while barred from any Nasdaq compliance period and while management's own going-concern doubt remains unresolved.
Farmmi Discloses Nasdaq Bid-Price Notice and a Same-Day Debt-for-Shares Swap at About 12.7 Cents
The Chinese agricultural products supplier told the SEC on Wednesday that Nasdaq had flagged its Class A shares for trading under $1.00 for 30 straight business days. The same Form 6-K disclosed the issuance of 1,581,027 new shares to retire $200,000 of a 2024 promissory note.
Silexion Prices $2.5 Million Nasdaq Offering With One-for-One Warrant Coverage, Expected to Close Thursday
The RNAi developer priced 3,846,161 ordinary shares at $0.65 on Wednesday alongside an equal number of five-year Series E warrants, a structure that puts more than 7.6 million potential shares behind gross proceeds smaller than the company's own most recent quarterly net loss.
Modiv Industrial pulls its shares off the NYSE as the Global Net Lease merger closes
A Form 25-NSE filed Wednesday removes Modiv's Class C common and its 7.375% Series A preferred from the New York Stock Exchange, completing a stock-for-stock deal the companies announced in May at a $535 million enterprise value and taking another small net-lease REIT off the listed tape.
ENvue Medical's $50 million equity facility shows how differently micro-caps are paying for capital
A discount-to-VWAP facility with no disclosed floor price, a priced $30 million placement with 18.75 million warrants attached, and a secured convertible carrying a 24% default rate — three structures disclosed over the past six weeks, with three very different dilution profiles.
Three Nasdaq compliance letters in two days show the micro-cap cure clock running both ways
uCloudlink started a fresh 180-day bid-price clock, Netcapital was handed a second one, and Nocera declared its listing file closed. The three disclosures, all dated August 10 or 11, map the full lifecycle of a small-cap listing problem.
Reverse splits pile up on the tape as Nasdaq's narrowed cure rules leave less room to maneuver
Onfolio cut its share count by 98% and SolarMax follows Thursday, but exchange rule changes have stripped away the second compliance period companies once relied on.
Bernhard Capital's $1 Billion Bowman Buyout Headlines a Busy Week for Small-Cap Dealmaking
A 58% premium take-private for the engineering firm, a reverse split tied to Check-Cap's embodied-AI merger, and fresh micro-cap financings mark an active stretch of corporate actions down the cap spectrum.
An $8 Million EXIM Check — and a White House Mention — Reprice 5E Advanced Materials' Boron Bet
The Export-Import Bank took an initial position in the Fort Cady boron project days after it appeared in a White House critical-minerals fact sheet, sending the $81 million company up more than 30% and putting a $285 million debt package in view.
Katapult's Three-Way Merger Turns a Micro-Cap Listing Into a $4 Billion-Revenue Platform — With 6% of the Equity
The completed all-stock combination with Aaron's and CCF Holdings hands Katapult shareholders a sliver of a much larger company, in the latest example of a public micro-cap serving as the vehicle rather than the acquirer.
CleanCore Prices a $100 Million Raise at 25 Cents; the Stock Closes Below the Deal Price
The ozone-cleaning company turned AI-infrastructure developer sold 400 million shares with warrants for 400 million more. Shares fell 55% Tuesday to $0.1562, well under the offering price.