US Corporate Distress Financial Stress SEC Filings — March 11, 2026

11-03-2026

GameSquare Holdings, Inc. received a second Nasdaq notice on March 10, 2026, granting an additional 180 calendar days until September 7, 2026, to regain compliance with the $1.00 minimum bid price rule after failing the initial 180-day period ending March 9, 2026. The company meets other Nasdaq Capital Market listing requirements except bid price and plans a potential reverse stock split. However, failure to achieve $1.00 closing bid price for 10-20 consecutive business days risks delisting, with no assurance of compliance.

• ·Initial deficiency notice received September 10, 2025, for 30 consecutive business days below $1.00 bid price.
• ·Reverse stock split, if implemented, must be completed no later than 10 business days prior to September 7, 2026.
• ·Company eligible for extension based on meeting market value of publicly held shares and other initial listing requirements.

11-03-2026

Ally Auto Assets LLC (Depositor) entered into a Trust Sale Agreement dated March 10, 2026, with Ally Auto Receivables Trust 2026-1 (Issuing Entity), conveying auto loan receivables previously purchased from Ally Bank in exchange for Notes and Certificates. The agreement includes representations and warranties on the receivables, repurchase obligations upon breach within specified timelines, and dispute resolution via ADR if repurchases are not fulfilled. No financial performance metrics or pool sizes are disclosed in the filing.

• ·Repurchase obligation triggered as of the last day of the second Monthly Period following breach discovery (or first at Depositor's election)
• ·Unfulfilled repurchase demands may lead to ADR referral within 180 days of Repurchase Request and within 30 days of unresolved notice
• ·ADR Proceedings (including Mediation) to occur in New York, NY, with mediator selection within 15 days

11-03-2026

On March 6, 2026, CERO Therapeutics Holdings, Inc. issued and sold a convertible promissory note to Keystone Capital Partners, LLC for a purchase price of $750,000, with a principal face value of $937,500 and capacity to borrow up to an aggregate of $1M. The note carries 10% annual interest, matures on August 6, 2027, and is convertible into common stock at the lesser of $0.05 or 80% of the average of the five lowest intraday trading prices over the prior 20 trading days, subject to a 4.99% beneficial ownership limit. The transaction relies on exemptions under Section 4(a)(2) and Rule 506(b) of the Securities Act, with the company required to file a resale registration statement.

• ·Note form incorporated by reference from February 13, 2026 Form 8-K (Exhibit 4.1)
• ·Issued in reliance on Section 4(a)(2) of the Securities Act and Rule 506(b)
• ·Company to file Form S-1 or S-3 registration statement for resale of conversion shares

11-03-2026

Starz Entertainment Corp. (NASDAQ: STRZ) announced its Board unanimously adopted a limited-duration shareholder protection rights agreement (Rights Plan) effective March 10, 2026, set to expire March 10, 2027 unless extended. The plan issues one right per common share with a record date of March 20, 2026, becoming exercisable if any person or group acquires 17.5% or more beneficial ownership, entitling other shareholders to purchase shares at a 50% discount. It aims to protect long-term shareholder value and prevent control without fair compensation, applying equally to all shareholders without intent to deter fair offers.

• ·Rights agent: Computershare Investor Services Inc.
• ·Agreement dated March 10, 2026; full text in Form 8-K on EDGAR (www.sec.gov) and SEDAR+ (www.sedarplus.ca).
• ·Existing owners above 17.5% exempt from triggering but cannot acquire additional shares.

11-03-2026

Cintas Corporation announced a definitive agreement to acquire UniFirst Corporation for $310 per share in cash and stock, representing a $5.5B enterprise value at 8.0x run-rate trailing 12-month EBITDA, with expected $375M in operating cost synergies within four years and accretion to EPS by the end of the second full year post-closing. The deal enhances service capabilities for 1.5M customers across North America and is expected to close in H2 2026, subject to approvals. Cintas reported preliminary Q3 FY2026 revenue of $2.84B, up 8.9% YoY from $2.61B (organic growth 8.2%), with full results on March 25, 2026.

• ·Transaction multiple of 8.0x run-rate trailing 12 months EBITDA including $375M synergies.
• ·Net leverage ratio at close expected to be 1.5x debt to EBITDA.
• ·Croatti family entities control ~2/3 of UniFirst voting power and entered voting support agreement.
• ·UniFirst Q2 FY2026 results on April 1, 2026; no further conf calls or guidance due to transaction.

11-03-2026

HBT Financial, Inc. filed an 8-K on March 11, 2026, reporting under Item 1.01 entry into a material definitive agreement, Item 2.03 creation of a direct financial obligation or off-balance sheet arrangement, Item 7.01 Regulation FD disclosure, and Item 9.01 financial statements and exhibits. No specific details on the agreement, obligation size, strategic rationale, or financial impacts are disclosed in the provided filing summary. This is a multi-item filing with no quantitative metrics, period-over-period comparisons, or forward-looking guidance mentioned.

11-03-2026

Consolidated Edison Inc., through its subsidiaries Consolidated Edison Company of New York, Inc., Consolidated Edison, Inc., and Orange and Rockland Utilities, Inc., entered into a $3.5B revolving credit agreement on March 11, 2026, with Bank of America, N.A. as administrative agent, JPMorgan Chase Bank, N.A. and Mizuho Bank, Ltd. as syndication agents, and other banks as documentation agents and joint lead arrangers. The facility provides commitments for borrowings and letters of credit, with standard covenants including a debt to total capital ratio. No prior period comparisons or performance metrics are included.

• ·Deal CUSIP: 20911FAY8
• ·Revolving Credit CUSIP: 20911FAZ5
• ·Filing Items: 1.01, 1.02, 2.03, 9.01

11-03-2026

Ryman Hospitality Properties, Inc., along with subsidiaries RHP Hotel Properties, LP and RHP Finance Corporation, issued $700 million aggregate principal amount of 5.750% Senior Notes due 2034 under a new indenture with U.S. Bank Trust Company, National Association as trustee, fully guaranteed by certain subsidiaries. The net proceeds, together with available cash, will be used to redeem in full the Issuers' existing $700 million 4.750% senior notes due 2027. The Notes rank equal to other existing senior unsecured notes totaling $3.325 billion across various maturities and are subject to standard covenants, redemption options starting at 102.875% in 2029, and change of control repurchase at 101%.

• ·Interest payable semi-annually on March 15 and September 15, beginning September 15, 2026; maturity March 15, 2034.
• ·Optional redemption prior to March 15, 2029 at 100% plus make-whole premium; on/after March 15, 2029 at 102.875% (2029), 101.438% (2030), 100.000% (2031+).
• ·Up to 40% redemption before March 15, 2029 with equity proceeds at 105.750% if 60% remains outstanding.
• ·Indenture covenants restrict borrowing, liens, distributions, investments, affiliate transactions, etc., with exceptions.
• ·Events of default include nonpayment, covenant breaches, cross-defaults, judgments, bankruptcy; acceleration by Trustee or 25% holders.

11-03-2026

EDUCATIONAL DEVELOPMENT CORP filed an 8-K on March 11, 2026, disclosing under Item 1.01 entry into a material definitive agreement and under Item 9.01 financial statements and exhibits. No details on the agreement terms, parties involved, transaction value, strategic rationale, or financial impacts are provided in the filing summary. Specific quantitative metrics, period-over-period comparisons, or guidance changes are NOT_DISCLOSED.

11-03-2026

STONERIDGE INC filed an 8-K on 2026-03-11 reporting under Item 1.01 entry into a material definitive agreement and under Item 2.03 creation of a direct financial obligation or off-balance sheet arrangement, with Item 9.01 providing financial statements and exhibits. This is a multi-item mandatory disclosure with no specific transaction details, dollar values, or financial impacts disclosed. No positive or negative metrics are provided.

11-03-2026

Wellgistics Health, Inc. (CIK: 0002030763, formerly Danam Health, Inc.) filed an 8-K on March 11, 2026, disclosing entry into a material definitive agreement under Item 1.01, along with Regulation FD disclosure under Item 7.01 and financial statements/exhibits under Item 9.01. No specific financial metrics, period-over-period comparisons, or details on the agreement are available in the filing metadata. The filing size is 1 MB, indicating attached exhibits.

• ·Company address: 3000 Bayport Drive, Suite 950, Tampa, FL 33607
• ·SIC: 5122 (WHOLESALE-DRUGS PROPRIETARIES & DRUGGISTS' SUNDRIES)
• ·State of incorporation: DE; State location: FL; Fiscal year end: December 31
• ·Accession number: 0001493152-26-009702

11-03-2026

Global Payments Inc. entered into an Underwriting Agreement on March 5, 2026, with Barclays Capital Inc., BofA Securities, Inc., and J.P. Morgan Securities LLC as representatives of the underwriters to issue $500M aggregate principal amount of 4.550% Senior Notes due 2028 and $500M of 5.400% Senior Notes due 2033, totaling $1B in a public offering. The offering is expected to close on March 12, 2026, subject to customary closing conditions. The notes are registered under Registration Statement on Form S-3 (No. 333-291270) filed November 5, 2025.

• ·Underwriting Agreement contains customary representations, warranties, indemnification, and termination provisions.
• ·Notes registered pursuant to Registration Statement on Form S-3 (No. 333-291270).
• ·Company's common stock (GPN) and 4.875% Senior Notes due 2031 (GPN31A) listed on New York Stock Exchange.

11-03-2026

Baker Hughes successfully priced a $6.5B USD senior notes offering in five tranches and a €3B senior notes offering in four tranches, with net proceeds intended to fund a portion of the cash consideration for its proposed acquisition of Chart Industries. The notes, issued by subsidiaries Baker Hughes Holdings LLC and Baker Hughes Holdings Co-Obligor, Inc., are fully guaranteed by Baker Hughes on a senior unsecured basis, with closing expected on March 11, 2026. A special mandatory redemption at 101% of principal applies if the Chart acquisition does not consummate.

• ·Pricing announced March 5, 2026; closing subject to customary conditions on March 11, 2026
• ·Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC as joint global coordinators for USD offering; similar roles for EUR offering
• ·Offerings pursuant to effective shelf registration with SEC

11-03-2026

Calidi Biotherapeutics, Inc. (NYSE AMERICAN: CLDI) announced a proposed underwritten public offering of units consisting of shares of common stock or pre-funded warrants, each accompanied by common warrants; the units separate immediately upon issuance. Ladenburg Thalmann & Co. Inc. serves as sole book-running manager, with a 45-day option to purchase up to 15% additional securities. Net proceeds will fund working capital and general corporate purposes, subject to market conditions with no assurance of completion.

• ·Shelf registration statement on Form S-3 (File No. 333-284229) effective March 31, 2025.
• ·Press release dated March 05, 2026; SEC 8-K filed March 11, 2026.

11-03-2026

Mastech Digital, Inc. entered into a 5-year Lease Agreement with EPC-CW15, LLC on March 5, 2026, for approximately 5,895 square feet of office space at 3300 Olympus Boulevard, Suite 560, Dallas, Texas 75019. The lease commences on August 24, 2026, following a 5-month abatement period, with monthly base rent escalating from $18,176.25 (months 1-12) to $20,259.15 (months 49-60) and an option to renew for one additional 5-year term. The company will also pay pro rata property expenses.

• ·Lease signed on March 5, 2026; filed on March 11, 2026
• ·Initial term begins after 5-month abatement period
• ·Right to renew for one additional 5-year period

11-03-2026

Advantage Solutions Inc., through its subsidiary Advantage Sales & Marketing Inc., entered into the Third Amendment to its ABL Revolving Credit Agreement on March 11, 2026, extending the Maturity Date of the Revolving Facility and amending various schedules, exhibits, and related security agreements. The amendment facilitates reallocation of Revolving Commitments among consenting lenders and replacement of non-consenting lenders, with no outstanding loans post-effective date. No specific financial metrics, improvements, or declines were disclosed in the filing.

• ·Original ABL Revolving Credit Agreement dated October 28, 2020; prior amendments on October 28, 2021 (First) and December 2, 2022 (Second).
• ·Effectiveness subject to execution by required parties, payment of fees/expenses to agents and arrangers, and delivery of officer certificates, organization documents, and legal opinions.

11-03-2026

Venu Holding Corporation announced its intent to conduct an underwritten public offering of common stock (and/or pre-funded warrants) and warrants, subject to market conditions, with no assurance on completion, size, or terms. Net proceeds will fund development of The Sunset McKinney and The Sunset Broken Arrow, repay a $4.35M promissory note related to a Centennial, Colorado property acquisition, and support working capital. ThinkEquity serves as sole book-runner with a 45-day over-allotment option.

• ·Registration statement on Form S-3 (File No. 333-291873) declared effective by SEC on December 8, 2025.
• ·45-day underwriter option to purchase additional shares/pre-funded warrants/warrants for over-allotments.
• ·Preliminary prospectus supplement to be filed with SEC.

11-03-2026

SunPower Inc. entered into a Purchase Agreement on March 6, 2026, issuing a $10M principal convertible debenture to YA II PN, LTD. for a $9M purchase price (90% of principal), providing immediate funding but with mandatory installment repayments starting May 6, 2026, potential 18% default interest, and conversion rights into common stock at $2.50 per share or 95% VWAP, posing significant dilution risk capped at 22.4M shares. Concurrently, the company amended its prior Sunder Note with Chicken Parm Pizza LLC, extending maturity if needed and increasing interest to 10% post-May 15, 2026. These transactions highlight liquidity support amid restrictive terms and Nasdaq-compliant ownership limits of 4.99%.

• ·Debenture maturity: March 6, 2027 (extendable at Investor's option)
• ·Installment Dates: May 6, June 6, July 6, August 6, September 6, 2026
• ·Fixed conversion price: $2.50 per share
• ·Optional redemption allowed only if VWAP < $2.50, with 3% premium (waived before April 30, 2026)
• ·Sunder Note extended maturity potentially to September 30, 2026 or December 31, 2026

11-03-2026

VYNE Therapeutics Inc. failed to regain compliance with Nasdaq's $1.00 minimum bid price requirement by March 10, 2026, after an initial 180-day period following a September 12, 2025 notice. However, Nasdaq granted an additional 180-day extension until September 7, 2026, allowing continued trading of common stock under 'VYNE' with no immediate delisting impact. The company plans to monitor the bid price and may implement a reverse stock split to cure the deficiency.

• ·Initial non-compliance notification received September 12, 2025, for 30 consecutive business days below $1.00 bid price.
• ·Compliance requires closing bid at or above $1.00 for minimum 10 consecutive business days.
• ·Extension based on meeting other Nasdaq Capital Market listing requirements except bid price.

11-03-2026

SmartKem, Inc. received a Nasdaq notification on March 5, 2026, for failing to meet the minimum bid price requirement of $1.00 per share, based on closing bid prices from January 21 to March 4, 2026, over 30 consecutive business days. The company has 180 days until September 1, 2026, to regain compliance by achieving $1.00+ closing bid for 10 consecutive business days, but currently holds less than $5M in stockholders’ equity, potentially barring a second 180-day grace period. Separately, a prior delisting notice for equity rule non-compliance (Nasdaq Rule 5550(b)) is stayed pending a Hearings Panel decision, with no assurance of compliance or extension.

• ·Trading continues on Nasdaq Capital Market under symbol SMTK with no immediate delisting effect.
• ·Company may consider reverse stock split to regain bid price compliance.
• ·Prior 8-K filed February 12, 2026, disclosed equity rule non-compliance leading to delisting determination, stayed by requested hearing.

11-03-2026

BioXcel Therapeutics, Inc. entered into a Securities Purchase Agreement dated March 10, 2026, with certain purchasers for the issuance of shares of common stock, Accompanying Warrants, Pre-Funded Warrants, and Placement Agent Warrants. The company also executed a Warrant Amendment Agreement on the same date. Specific terms are qualified by reference to the filed exhibits, with no quantitative details such as proceeds or share counts disclosed in the filing body.

• ·Filing Date: March 11, 2026
• ·Agreement Date: March 10, 2026
• ·Exhibits include: Securities Purchase Agreement (10.1), Warrant Amendment Agreement (10.2), Forms of Warrants (4.1, 4.2, 4.3), Opinion of Honigman LLP (5.1)

11-03-2026

Sonida Senior Living, Inc. filed a Certificate of Amendment to its Series A Convertible Preferred Stock Certificate of Designation, originally filed on November 3, 2021, setting the Conversion Price at $32.00 per share of Common Stock. The amendment was duly adopted by the Board of Directors and holders of the Series A stock in accordance with Delaware law. All other provisions of the original Certificate remain in full force and effect.

• ·Certificate of Designation originally filed with Delaware Secretary of State on November 3, 2021
• ·Amendment executed on March 11, 2026

11-03-2026

Elite Express Holding Inc. entered into a Stock Purchase Agreement on March 10, 2026, with eight non-U.S. investors to issue and sell 32,000,000 shares of Class A Common Stock at $0.25 per share for aggregate gross proceeds of $8,000,000 via a private placement exempt under Regulation S. Closing is expected within 90 days of the agreement date. No financial performance metrics or period comparisons were reported.

• ·Private placement conducted in offshore transactions with no directed selling efforts in the U.S.
• ·Shares are restricted securities under Rule 144(a)(3).
• ·Closing expected within ninety days following March 10, 2026, or as mutually agreed.

11-03-2026

Cintas Corporation (CTAS) announced a definitive agreement to acquire UniFirst Corporation (UNF) for $310.00 per share in cash ($155.00) and stock (0.7720 Cintas shares), representing an enterprise value of approximately $5.5 billion at a 8.0x run-rate trailing 12-month EBITDA multiple including $375 million of expected operating cost synergies within four years. The transaction, approved by both boards and supported by UniFirst's controlling Croatti family shareholders, is anticipated to close in the second half of 2026 pending approvals, enhancing service capabilities for 1.5 million North American customers. Cintas' fiscal Q3 2026 revenue rose 8.9% YoY to $2.84 billion from $2.61 billion, with 8.2% organic growth.

• ·UniFirst Q2 FY2026 results to be reported April 1, 2026, with no further conference calls or guidance due to pending transaction.
• ·Cintas Q3 FY2026 full results and conference call on March 25, 2026, at 10:00 a.m. ET.
• ·Transaction conference call on March 11, 2026, at 8:30 a.m. ET; dedicated website at www.CintasUniFirst.com.
• ·Expected net leverage ratio at close: 1.5x debt to EBITDA.
• ·Croatti family entities control approximately two-thirds of UniFirst voting power and have entered a voting support agreement.

11-03-2026

Driven Brands Holdings Inc.'s wholly-owned subsidiaries, Driven Brands Funding, LLC and Driven Brands Canada Funding Corporation, entered into Amendment No. 1 to the Second Amended and Restated Base Indenture dated October 20, 2025, with Citibank, N.A. as trustee, to extend certain deliverables deadlines and clarify requirements following a re-issuance restatement of financial statements. The amendment does not alter the requirement to deliver the Form 10-K for fiscal year ended December 27, 2025, by April 26, 2026, which the company expects to meet despite risks of delay. This reflects ongoing challenges with financial reporting but maintains key compliance deadlines.

• ·Base Indenture originally dated October 20, 2025
• ·Fiscal year ended December 27, 2025

11-03-2026

Sphere 3D Corp. (NASDAQ: ANY) and Cathedra Bitcoin Inc. (TSX-V: CBIT; OTCQB: CBTTF) entered a definitive all-stock agreement on March 5, 2026, for Sphere to acquire Cathedra, with Cathedra shareholders receiving approximately 49% of the combined company's shares on a partially diluted basis. The combined company expects 53 MW managed power capacity across five U.S. data centers and 1.2 EH/s proprietary mining hash rate, leveraging Sphere's balance sheet and Cathedra's infrastructure for vertical integration and growth into high-performance compute. No financial declines or flat metrics are reported, positioning the entity for scalable expansion with a 100+ MW pipeline.

• ·Transaction requires BC Supreme Court approval, 66⅔% Cathedra securityholder approval, and majority Sphere shareholder approval.
• ·Cathedra delisting from TSX-V and OTCQB post-transaction; Sphere retains NASDAQ: ANY.
• ·Support agreements: 70% of Cathedra shares (directors/officers) and 3% of Sphere shares committed to vote in favor.
• ·Fairness opinions from Evans & Evans (Cathedra) and Rosenblatt Securities (Sphere).

11-03-2026

Marpai, Inc. issued a $250,000 promissory note to its CEO, Damien Lamendola, on March 9, 2026, accruing 12% simple interest per annum, with all principal and interest due by May 10, 2026, for general working capital purposes. The note is unsecured, prepayable at any time without penalty, and no period-over-period financial comparisons are provided in the filing.

• ·Note is governed by the laws of the State of New York
• ·Payments applied first to accrued interest, then principal

11-03-2026

Enzon Pharmaceuticals, Inc. entered into the Ninth Amendment to its Section 382 Rights Agreement on March 10, 2026, extending the Final Expiration Date of the rights to noon, New York City time, on March 18, 2026, amid a series of prior short-term extensions. The company also issued a press release announcing an extension of its exchange offer for Series C Non-Convertible Redeemable Preferred Stock to 5:00 p.m. ET on March 16, 2026. These actions occur in the context of a proposed merger with Viskase Companies, Inc., with ongoing risks to closing noted.

• ·Rights Agreement originally dated August 14, 2020
• ·Previous amendments extended expiration dates multiple times, most recently Eighth Amendment on February 27, 2026 to March 11, 2026
• ·Merger-related Registration Statement on Form S-4 filed with SEC, available at www.sec.gov and https://www.enzon.com

11-03-2026

Liberty Star Uranium & Metals Corp. entered into a Securities Purchase Agreement with EFRAT Investments on March 5, 2026, issuing a convertible promissory note with a $110,000 principal amount, 8% interest rate, and 10% Original Issue Discount, maturing on March 5, 2027. The note is convertible into shares of the company's common stock (LBSR, OTCQB). The filing was made on March 11, 2026, with exhibits including the note and agreement.

• ·Note effective date: March 9, 2025 (as stated in filing)
• ·Exhibits: 3.78 (Convertible Promissory Note), 3.79 (Securities Purchase Agreement)

11-03-2026

Aureus Greenway Holdings Inc. (Nasdaq: AGH) entered a definitive merger agreement with Autonomous Power Corporation (dba Powerus), under which Powerus will merge into a subsidiary of AGH, with the combined entity operating as Powerus Corporation (expected Nasdaq: PUSA) and closing in summer 2026. Powerus secured a $50M common stock investment from Korea Climate & Governance Improvement Fund (KCGI) by April 6, 2026, while AGH completed a private placement raising ~$9M gross proceeds from 3,009,667 shares sold to investors including Unusual Machines (UMAC). The transaction advances U.S. drone dominance but remains subject to customary closing conditions, regulatory approvals, and risks including potential delays or failure to consummate.

• ·Merger approved by boards and majority stockholders of both companies.
• ·AGH shares trade under AGH until closing; combined company under PUSA.
• ·Advisors: Dominari Securities LLC and Revere Securities LLC (financial); legal counsel includes Ortoli Rosenstadt LLP (AGH), Faegre Drinker Biddle & Reath (Powerus).
• ·AGH's existing golf properties (Kissimmee Bay Country Club, Remington Golf Club) to continue operations.

11-03-2026

Helio Corporation's Board of Directors approved via unanimous written consent dated March 5, 2026, the designation of 1,000 shares of Series B Convertible Preferred Stock with a par value of $0.001 per share and stated value of $931.50 per share, convertible into common stock at a conversion price of $931.50 per share (resulting in up to 1,000 common shares upon full conversion). The Series B Preferred ranks junior to common stock and existing preferred in liquidation, carries no dividends (except stock adjustments), and has no voting rights except for protective provisions requiring majority holder approval for adverse changes. This was filed as Exhibit 3.1 in an 8-K on March 11, 2026.

• ·Junior ranking in liquidation to common stock and prior preferred series; pari passu with similar future series.
• ·No regular dividends; only stock dividend adjustments per Section 6.
• ·Conversion mechanics: 3 Trading Days for share delivery; no fractional shares (cash or round-up); 20-day notice for liquidation.
• ·Adjustments for stock splits, dividends, organic changes; beneficial ownership capped at 4.99% of outstanding common.