{"filing":{"accession_number":"0000950142-26-001816","cik":"0001236275","ticker":"QXO-PB","company_name":"QXO, Inc.","form":"8-K","filing_date":"2026-06-17","report_date":null,"primary_document":"eh260794876_8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1236275/000095014226001816/eh260794876_8k.htm"},"events":[{"id":11550,"run_id":10144,"accession_number":"0000950142-26-001816","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"summary":"QXO completed a $3.0 billion debt offering on June 17, 2026, explicitly designated as financing for the previously announced proposed acquisition of TopBuild Corp. The proceeds are held in escrow pending consummation of the acquisition, with a mandatory redemption trigger if the acquisition is not completed by January 31, 2027.","company_name":"QXO, Inc.","ticker":"QXO-PB","filing_date":"2026-06-17","submitted_at":null,"items":[{"id":8158,"accession_number":"0000950142-26-001816","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"reasoning":"QXO completed a $3.0 billion debt offering on June 17, 2026, explicitly stated as financing for the \"previously announced proposed acquisition of TopBuild Corp.\" The proceeds are held in escrow pending consummation of the TopBuild Acquisition, with a special mandatory redemption trigger if the acquisition is not completed by January 31, 2027. This is material M\u0026A financing activity directly tied to a material acquisition transaction.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-17T20:12:10.450550+00:00","company_name":"","ticker":null,"filing_date":""},{"id":8159,"accession_number":"0000950142-26-001816","item_number":"2.03","item_title":null,"event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.45,"reasoning":"Item 2.03 discloses creation of a direct financial obligation by incorporating Item 1.01 by reference. Without access to Item 1.01 content, the specific nature of the obligation cannot be determined. Item 2.03 filings typically involve debt issuance, lease arrangements, or other financing activities that are material to investors. Given the cross-reference structure and the materiality threshold of Item 2.03, this is classified as material, but the specific event type (ma_activity, covenant_breach, dilutive_issuance, or other) cannot be reliably determined from Item 2.03 alone.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-17T20:12:10.450550+00:00","company_name":"","ticker":null,"filing_date":""},{"id":8160,"accession_number":"0000950142-26-001816","item_number":"8.01","item_title":null,"event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.65,"reasoning":"The filing discloses an offering of Notes with an offering memorandum dated June 3, 2026. While the prose is sparse and does not detail the terms, size, or purpose of the offering, the issuance of debt securities is material to investors' assessment of the registrant's capital structure and financial position. This does not fit the more specific categories (dilutive_issuance applies to equity; ma_activity to acquisitions/dispositions), so other_material is most appropriate.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-17T20:12:10.450550+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":8158,"accession_number":"0000950142-26-001816","item_number":"1.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"reasoning":"QXO completed a $3.0 billion debt offering on June 17, 2026, explicitly stated as financing for the \"previously announced proposed acquisition of TopBuild Corp.\" The proceeds are held in escrow pending consummation of the TopBuild Acquisition, with a special mandatory redemption trigger if the acquisition is not completed by January 31, 2027. This is material M\u0026A financing activity directly tied to a material acquisition transaction.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-17T20:12:10.450550+00:00","company_name":"QXO, Inc.","ticker":"QXO-PB","filing_date":"2026-06-17"},{"id":8159,"accession_number":"0000950142-26-001816","item_number":"2.03","item_title":null,"event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.45,"reasoning":"Item 2.03 discloses creation of a direct financial obligation by incorporating Item 1.01 by reference. Without access to Item 1.01 content, the specific nature of the obligation cannot be determined. Item 2.03 filings typically involve debt issuance, lease arrangements, or other financing activities that are material to investors. Given the cross-reference structure and the materiality threshold of Item 2.03, this is classified as material, but the specific event type (ma_activity, covenant_breach, dilutive_issuance, or other) cannot be reliably determined from Item 2.03 alone.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-17T20:12:10.450550+00:00","company_name":"QXO, Inc.","ticker":"QXO-PB","filing_date":"2026-06-17"},{"id":8160,"accession_number":"0000950142-26-001816","item_number":"8.01","item_title":null,"event_type":"other_material","event_domain":"catchall","is_material":true,"confidence":0.65,"reasoning":"The filing discloses an offering of Notes with an offering memorandum dated June 3, 2026. While the prose is sparse and does not detail the terms, size, or purpose of the offering, the issuance of debt securities is material to investors' assessment of the registrant's capital structure and financial position. This does not fit the more specific categories (dilutive_issuance applies to equity; ma_activity to acquisitions/dispositions), so other_material is most appropriate.","classifier_version":"claude-haiku-4-5-20251001+prompt-9e0ffca5","taxonomy_version":"v1","classified_at":"2026-06-17T20:12:10.450550+00:00","company_name":"QXO, Inc.","ticker":"QXO-PB","filing_date":"2026-06-17"}]}