Boston Omaha Corporation will present a slide presentation titled "Q2 2024 Financial Results" at its Annual Meeting on September 20, 2024. The presentation has also been made available on the company's website. The information related to the presentation and included in Exhibit 99.1 should not be considered as officially "filed" for regulatory purposes or incorporated by reference in other filings.
ChromaDex Corporation has announced the appointment of Ozan Pamir as the company's Chief Financial Officer and Principal Accounting Officer, effective October 21, 2024. Pamir will be succeeding James Lee, who is currently the Interim Chief Financial Officer and will continue as Controller after the transition. Pamir was the Chief Financial Officer at 180 Life Sciences Corp. and has previously worked at Ventum Financial Corp. He holds a B.A in Economics from McGill University. His compensation includes an annual salary of $400,000, a discretionary target bonus of 50% of his base salary, and he will participate in the company benefit plans similar to other senior executives. On October 21, 2024, Pamir will be granted an option to purchase shares of the company's common stock, with vesting conditions. If terminated without cause, Pamir will receive nine months’ base salary continuation. The company also issued a press release on September 20, 2024, about Pamir's hiring.
List of proper names: - ChromaDex Corporation - Ozan Pamir - James Lee - 180 Life Sciences Corp. - Ventum Financial Corp. - McGill University - Robert Fried
Reneo Pharmaceuticals, Inc. has announced a merger agreement where OnKure, Inc. will become a wholly owned subsidiary and the combined company will change its name to "OnKure Therapeutics, Inc." Reneo filed a registration statement, which is now effective, and a final proxy statement/prospectus seeking shareholder approval for the merger. Two legal complaints have been brought against Reneo in New York alleging misrepresentation and omission of material information related to financial projections for Reneo and OnKure, alongside potential conflicts of interest with financial advisors. Reneo intends to defend vigorously against these complaints but has opted to supplement certain disclosures in the proxy statement/prospectus without conceding any legal merit to the complaints. The updated disclosures do not imply any material changes to previous statements. The merger completion is subject to conditions that include regulatory approvals. Forward-looking statements included in the report relate to the merger's expected benefits, as well as future financial and operating results. The company cautions against undue reliance on these projections and notes the uncertainty around the merger's conclusion.
Proper names mentioned: - Reneo Pharmaceuticals, Inc. - OnKure, Inc. - OnKure Therapeutics, Inc. - Radiate Merger Sub I, Inc. - Radiate Merger Sub II, LLC - Thomas v. Reneo Pharmaceuticals, Inc., et al. - Kent v. Reneo Pharmaceuticals, Inc., et al. - Leerink Partners - Evercore Group L.L.C. - LifeSci Capital LLC - Concentra - Party A, Party B, Party C, Party D, Party E, and Party F (referred to as such in the disclosed information) - Cooley (referred to as "a representative from Cooley") - Jones Day (referred to as "a representative from Jones Day") - Gregory J. Flesher (President and Chief Executive Officer of Reneo Pharmaceuticals, Inc.)
Greenpro Capital Corp. has been notified by The NASDAQ Stock Market that its common stock's closing bid price has been below $1.00 for 30 consecutive business days, resulting in non-compliance with Nasdaq's minimum bid price requirement. The company has been given a 180-day period until March 17, 2025, to regain compliance. If the stock's closing bid price reaches $1.00 for at least ten consecutive business days within this period, the company will regain compliance. In case of failure to comply, additional time may be granted if other initial listing standards are met and the company indicates an intention to cure the deficiency. No decision has been made on the response to this notice.
Names Mentioned: - Greenpro Capital Corp. - The NASDAQ Stock Market - Lee Chong Kuang (Chief Executive Officer, President, Director)
SEACOR Marine Holdings Inc. has announced that on September 19, 2024, the Board of Directors increased from five to six members, appointing Lisa P. Young as a new director. Ms. Young will serve until the next annual meeting where she will stand for re-election. The appointment follows the Board's and the New York Stock Exchange's criteria for an independent director. Ms. Young is a retired senior partner from Ernst & Young and has extensive experience in leadership. She currently has board commitments to several organizations and holds a BBA in Finance and Accounting. Additionally, she will join the Board’s Audit, Compensation, and Nominating Committees and receive compensation in alignment with the company’s established policies. The company issued a press release about Ms. Young's appointment.
Names: - SEACOR Marine Holdings Inc. - Lisa P. Young - Ernst & Young - Valo Health, Inc. - Accelus Inc. - Textainer Group Holdings Limited - Columbus Museum of Art - Dallas Black Dance Theatre - FringeArts - Texas Tech University Rawls College of Business Advisory Council
Overland Advantage has issued a notice to its investors regarding the sale of its common shares, with a total offering price of $75,000,000, estimated at $25.37 per share. This sale is anticipated to close on September 30, 2024. The shares are being sold based on subscription agreements which require investors to fund their commitments whenever the company issues a capital call. The sale is being conducted without registration under the Securities Act of 1933, based on certain exemptions, and the investors have represented themselves as either accredited investors or non-U.S. persons in compliance with relevant regulations.
Names: - Overland Advantage - Kimberly A. Terjanian (Chief Financial Officer)
Equity Commonwealth has announced a special shareholder meeting to discuss the Plan of Sale, which includes winding down and liquidating the company, as well as dissolving it and establishing a Liquidating Entity. During the meeting, shareholders will also provide non-binding advisory votes on potential executive compensation related to the Plan of Sale. Shareholders are encouraged to read the proxy statements available on the company's website or the SEC's website for detailed information before voting. Forward-looking statements in the report are subject to risks and uncertainties.
Important names mentioned:
Travelzoo has appointed Lijun Qi as the Chief Accounting Officer. Lijun Qi, aged 54, is a Certified Public Accountant with over 20 years of experience in financial reporting and accounting for U.S. listed companies. She joined Travelzoo in December 2016 as the Finance Director and has served as the principal accounting officer since March 31, 2023. Previously, Qi worked for InvenSense, Inc. and Meru Networks, Inc. She holds a Master of Science in Accounting from Widener University and a Bachelor of Arts from Shenyang University. There are no familial ties or related party transactions between Qi and any Travelzoo officers or directors.
Vapotherm, Inc. held a special meeting of stockholders on September 19, 2024, where they approved a merger agreement with Veronica Holdings, LLC and its subsidiaries, which will result in Vapotherm becoming a wholly owned subsidiary of Veronica Holdings, LLC. The required majority of stockholders voted in favor: 3,503,337 for and 60,664 against, with 4,828 abstaining. Additionally, stockholders approved on a non-binding basis the compensation related to the merger, with 3,480,625 voting for, 80,942 against, and 7,262 abstaining. The Adjournment Proposal was not presented as the necessary stockholder approval was obtained. The merger's completion is still subject to other closing conditions outlined in the Merger Agreement.
Vocodia Holdings Corp reports that Scott Silverman has resigned as Chief Financial Officer. Vocodia entered into a termination agreement with Thornhill Advisory Group, where the company will pay a $80,000 termination payment in four installments, along with a $22,000 fee for services through September 30, 2024. Vocodia has also terminated a Securities Purchase Agreement with the buyers, and the Board of Directors approved the redemption of all outstanding shares of Series D Preferred Stock. Vocodia is an emerging growth company and the resignation was not due to any disagreement on company operations or practices.
Names mentioned: - Vocodia Holdings Corp - Scott Silverman - Thornhill Advisory Group Inc (formerly EverAsia Financial Group Inc.) - Brian Podolak
Healthy Choice Wellness Corp. has announced the completion of their initial public offering (IPO) of 400,000 shares at $10.00 per share, which resulted in net proceeds of approximately $3.55 million after expenses, excluding other offering costs. This offering also included an additional 45-day option for underwriters to purchase up to 60,000 more shares. The IPO closely followed the company's spin-off from Healthier Choices Management Corp., where shareholders received shares in the new entity. The shares commenced trading on the NYSE American under the symbol "HCWC." The company also entered into an underwriting agreement with Maxim Group LLC and other underwriters, and certain lock-up agreements restrict the sale of stock by company executives and the issuance of new shares by the company for a period of six months.
List of proper names mentioned: - Healthy Choice Wellness Corp. - Healthier Choices Management Corp. - NYSE American - Maxim Group LLC - Jeffrey E. Holman
Advent Convertible and Income Fund has announced that Derek Medina has resigned from his position as a Trustee due to other professional commitments. His resignation, effective September 18, 2024, was not due to any disagreements with the Fund's operations, policies, or practices. Following his resignation, the Board of Trustees was reduced from eight to seven members.
Names: Advent Convertible and Income Fund, Derek Medina, Tony Huang.
Invech Holdings, Inc. has advised that their financial statements for Q2 as previously filed on August 12, 2024, are not to be relied upon. These financial statements have not been reviewed by the company's current auditor. The issue has been discussed with the independent accounting firm, Michael Gillespie & Associates, PLLC, which is now reviewing the Q2 financial statements. The revised financials will be included in their upcoming S-1 filing. The notice is dated September 18, 2024, and was signed by CEO Rhonda Keaveney.
EWSB Bancorp, Inc., the proposed holding company for East Wisconsin Savings Bank, has announced the successful completion of its common stock offering. Furthermore, all regulatory approvals have been obtained for the conversion of Wisconsin Mutual Bancorp, MHC from mutual to stock form. The conversion and stock offering closure are expected to occur post-business hours on September 20, 2024. The company also warns readers regarding forward-looking statements contained in the report that involve risks and uncertainties and advises not to place undue reliance on them. Factors mentioned may influence the company's financial performance and future results.
Reliant Holdings, Inc. held a Special Meeting of Shareholders on September 13, 2024. At this meeting, shareholders approved several proposals by proxy voting, representing approximately 91% of total shares entitled to vote. These proposals included changing the company's name to Onar Holding Corporation, amending the articles of incorporation to permit shareholder action via majority written consent, and authorizing a reverse stock split in a range of 10:1 to 1000:1 for a 24-month period. The company is currently finalizing the name change with FINRA.
Bright Horizons Family Solutions Inc. has announced the appointment of Jennifer Schulz to its Board of Directors, effective immediately. The Board has increased from nine to ten members to accommodate this appointment. Ms. Schulz will serve as a Class I director and will stand for election at the 2026 annual meeting of shareholders. She currently serves as CEO of Experian North America and has held various roles at Experian since 2013. Previously, Ms. Schulz has held positions at Visa Inc. and served on the board of Leaf Group Ltd. She has an MBA from the University of Michigan’s Ross School of Business and a BA from the University of Wisconsin. Ms. Schulz will receive compensation as a non-employee director similar to the program detailed in the company's 2024 Proxy Statement and has entered into a standard indemnification agreement with the company.
Odyssey Marine Exploration, Inc. has received a favorable arbitral award from the International Centre for Settlement of Investment Disputes (ICSID). The tribunal awarded Odyssey and its subsidiary, Exploraciones Oceánicas S. de R.L. de C.V. (ExO), $37.1 million from Mexico for breaches of its obligations under NAFTA. This amount, which is net of Mexican taxes, includes interest and costs, and must be paid without any further taxes from Mexico. Odyssey released a press release on the same day with details about the award.
For reference:
First Capital Real Estate Trust Incorporated has announced that its board has approved the filing of Chapter 7 bankruptcy. The company has followed through on this decision by filing for bankruptcy protection. The proceedings are identified as, In re First Capital Real Estate Trust Incorporated, Bankr. Case # 24-17705-MMH. The United States Bankruptcy Court for the District of Maryland has jurisdiction over the case since September 13, 2024. Marc Baer has been appointed as the Chapter 7 Trustee on the same date. Frank C. Forelle, the Interim Consulting Chief Executive Officer, signed the report on February 23, 2024.
KHEOBA CORP. has announced the appointment of Mr. Giorgi Sambadze as a director of the company as of September 17, 2024. Sambadze, 24 years old, brings his experience as the owner of an IT company to the board of KHEOBA CORP. The company is located in Tenerife, Spain, and is identified as an emerging growth company. The current President, Gaga Gvenetadze, has signed off on the report of this appointment.
Names for clarity: - KHEOBA CORP. - Mr. Giorgi Sambadze - Gaga Gvenetadze
Ferguson Enterprises Inc. announced its financial results for the quarter and fiscal year ended July 31, 2024. The details of the report were shared in a press release on September 17, 2024. Information from the release has been furnished and is incorporated by reference but is not deemed "filed" for liability purposes under the relevant sections of the Exchange Act.
Names mentioned: - Ferguson Enterprises Inc. - William Brundage (Chief Financial Officer)
Arogo Capital Acquisition Corp. has been informed by The Nasdaq Stock Market LLC that it is not in compliance with certain Nasdaq Listing Requirements, including maintaining a sufficient Market Value of Listed Securities, public shares, and total holders numbers. Consequently, the company has been notified its securities will be delisted starting September 17, 2024. Arogo Capital plans to have its securities quoted on the OTCQB Market, subject to approval. If not approved, trading is expected to begin on the OTC Pink Market under current trading symbols. The company will continue making required SEC filings and intends to meet Nasdaq's corporate governance standards regardless of its new market quotation.
Names mentioned: Arogo Capital Acquisition Corp., The Nasdaq Stock Market LLC, OTCQB Market, OTC Pink Market, Ayurcann Holding Corp.
Zyversa Therapeutics, Inc. has entered into a Sales Agreement with A.G.P/Alliance Global Partners, allowing the company to offer and sell shares of common stock totaling up to $1,397,396 in an at-the-market public offering. The Agent will receive a 3.00% commission from any sales made under this agreement. Zyversa may sell shares at its discretion, with no obligation on either party to proceed with any sales. The offering may be suspended or terminated by either party with proper notice and is subject to conditions.
The agreement includes indemnity provisions for the Agent against certain liabilities. Shares will be offered under the company's existing shelf registration statement and prospectus file. Proceeds from the sale of shares are intended for working capital and other general corporate purposes. Investors should read the Sales Agreement terms with consideration of the company's ongoing disclosures.
Fathom Holdings Inc. has announced a nationwide settlement in the case of Burnett v. The National Association of Realtors, et al., and issued a press release regarding the matter on September 16, 2024. The company's stock is traded on the Nasdaq Capital Market under the symbol FTHM.
Names mentioned: - Fathom Holdings Inc. - The National Association of Realtors - Marco Fregenal
Middle Market Apollo Institutional Private Lending has announced that Fabrizio Bocciardi resigned from his position on the Board of Trustees, effective September 16, 2024. His resignation was not due to any disputes or disagreements with the company. On the same date, the company appointed James S. Harper to the Board as a trustee. Harper has extensive credit experience and is a Director in Credit Investments at Mubadala Investment Company PJSC. He does not have any disclosed transactions with the company that would require regulatory disclosure, and he will not receive compensation for his role as a trustee.
*Fabrizio Bocciardi *James S. Harper *Mubadala Investment Company PJSC *Kristin Hester
MediaCo Holding Inc. announced that it has entered into an amendment to its existing credit agreements. On April 17, 2024, the company obtained an initial term loan of $35.0 million and a delayed draw facility of up to $10.0 million. On September 10, 2024, an amendment provided for additional commitments to the delayed draw facility of $7.5 million, and certain terms of the agreement were changed. Concurrently, a waiver was obtained from the lenders to waive restrictions related to this new draw facility and other limitations. This financial activity signals a creation of new financial obligations for the company.
Names mentioned: - MediaCo Holding Inc. - White Hawk Capital Partners, LP - HPS Investment Partners, LLC - Ann Beemish (Chief Financial Officer)
IMAX Corporation has announced that Elizabeth Gitajn, Senior Vice President of Finance & Controller, has decided to resign from her position effective October 31, 2024, to pursue another professional opportunity. The company has stated that the resignation is amicable and is not due to any disagreements. Natasha Fernandes, the current Chief Financial Officer and Executive Vice President, will serve as the interim principal accounting officer following Ms. Gitajn's departure until a permanent replacement is found. No additional compensatory arrangements will be made with Ms. Fernandes for taking on this interim role.
Names mentioned for clarity: - IMAX Corporation - Elizabeth Gitajn - Natasha Fernandes - Robert D. Lister - Kenneth I. Weissman
MacroGenics, Inc. has announced updated efficacy and safety data from its Phase 2 TAMARACK clinical trial for vobramitamab duocarmazine, which is focused on treating metastatic castration-resistant prostate cancer. This information was presented at the European Society for Medical Oncology Congress in Barcelona, Spain, and accompanied by a press release on September 15, 2024. Additionally, the company held an investor conference call on September 16, 2024, to review the trial data and provide a general corporate update.
Proper names mentioned: - MacroGenics, Inc. - Jeffrey Peters (Senior Vice President and General Counsel at MacroGenics, Inc.) - European Society for Medical Oncology (ESMO) Congress - Nasdaq Global Select Market
Cavitation Technologies, Inc. has announced the resignation of James Fuller from his position as a Director of the company and any affiliated committees, effective August 22, 2024. Mr. Fuller resigned for personal reasons, and his departure was not due to any disagreements with the company’s operations, policies, or procedures. The announcement was made by Naum Voloshin, CEO of Cavitation Technologies.
Names mentioned: - Cavitation Technologies, Inc. - James Fuller - Naum Voloshin
U.S. Lighting Group, Inc. has appointed Joseph Matozzo as its new Chief Executive Officer effective September 6, 2024. Mr. Matozzo has a background in operational and infrastructure development. His previous positions include providing CEO consulting services at Joseph Matozzo Fractional Executive Services, Director of Cargo and stockholder at Emery Air, LLC, and various roles at Total Airport Services, including Vice President of Operations and General Manager. Mr. Matozzo also owned and led Matozzo Industries Inc. He holds a bachelor's degree in business and finance from La Salle University and is 62 years old.
Names mentioned: - U.S. Lighting Group, Inc. - Joseph Matozzo - Emery Air, LLC - Total Airport Services - Matozzo Industries Inc. - La Salle University - Michael A. Coates
KLX Energy Services Holdings, Inc. has announced an update on its financial outlook. The company is increasing its revenue guidance for the third quarter to a range of $180 million to $190 million while reaffirming its margin range of 13% to 16%. This information was also incorporated into a presentation available on the company's website for analysts and investors.
Proper Names Mentioned: - KLX Energy Services Holdings, Inc. - Keefer M. Lehner (Chief Financial Officer, Executive Vice President)
AeroVironment, Inc. announced that there has been a protest filed with the U.S. Government Accountability Office regarding the U.S. Department of the Army's decision to award a contract to the company. The contract, an indefinite delivery, indefinite quantity one with a ceiling value of $990 million, was for AeroVironment's Switchblade systems. Following the protest, the U.S. Army has issued a stop work order on this contract while the matter is under review by the GAO. This order does not affect any other contracts or commitments, including those involving Loitering Munitions systems. A decision by the GAO is expected by December 16, 2024.
PECO Energy Company has issued $575 million aggregate principal amount of its First and Refunding Mortgage Bonds, which have an interest rate of 5.250% and are set to mature on September 15, 2054. The bonds' interest is payable twice a year, beginning on March 15, 2025. The funds raised from the bond sale will go towards refinancing existing commercial paper and for general corporate use. The bonds are redeemable at PECO's discretion as detailed in the One Hundred and Twenty-Fourth Supplemental Indenture. Legal opinions were provided by Ballard Spahr LLP, and details of the underwriting agreement involving BNP Paribas Securities Corp., Credit Agricole Securities (USA) Inc., and RBC Capital Markets, LLC are included in the report.
Names Mentioned: - PECO Energy Company - BNP Paribas Securities Corp. - Credit Agricole Securities (USA) Inc. - RBC Capital Markets, LLC - Ballard Spahr LLP - U.S. Bank National Association
HeartBeam, Inc. has appointed Timothy Cruickshank as Chief Financial Officer effective September 9, 2024. As part of the appointment, an employment agreement was signed providing Mr. Cruickshank with an annual salary of $385,000, potential incentive bonuses, and eligibility for certain benefits. Additionally, Mr. Cruickshank may be granted an option to purchase 400,000 shares of HeartBeam's Common Stock. Previously, Mr. Cruickshank served as a financial executive and CFO at ImpediMed since 2008. There are no disclosed family relationships or related party transactions associated with him. HeartBeam issued a press release on September 10, 2024, to announce the appointment.
Campbell Soup Company is hosting their previously announced Investor Day today, September 10, 2024, at 9:00 a.m. ET at the Nasdaq MarketSite in New York City. The event will include a live audio webcast which can be accessed on the company's investor relations website. Additionally, an archive of the webcast and presentation slides will be available on the same website after the event.
List of Proper Names: - Campbell Soup Company - Nasdaq MarketSite - Nasdaq Stock Market LLC - Charles A. Brawley, III
Seaport Entertainment Group Inc. has made an announcement on September 10, 2024, about a Rights Offering. The Rights Offering will provide existing stockholders with transferable subscription rights to purchase up to 7,000,000 shares of common stock. Stockholders as of September 20, 2024, will be able to buy new shares at a price of $25.00 per share, in proportion to their existing stake. If there are remaining unsubscribed shares, stockholders with over-subscription privileges can purchase more. Pershing Square Capital Management, L.P. is backing the Rights Offering by committing to buy any remaining shares up to $175 million, ensuring that the offering raises the expected amount.
Names mentioned: - Seaport Entertainment Group Inc. - Pershing Square Capital Management, L.P. - Lucy Fato (EVP, General Counsel & Corporate Secretary)
Ventas, Inc. announced that its wholly owned subsidiary, Ventas Realty, Limited Partnership, has issued and sold $550 million in aggregate principal amount of 5.000% Senior Notes due in 2035. The offering was made pursuant to an existing registration statement. The notes are guaranteed by Ventas, Inc. on a senior unsecured basis. These notes were sold under an underwriting agreement dated September 5, 2024. The notes are issued pursuant to an indenture from February 23, 2018, and a ninth supplemental indenture from September 9, 2024, with U.S. Bank Trust Company, National Association acting as trustee.
Goldman Sachs Middle Market Lending Corp. II has announced that it exercised its right to increase its Revolving Commitments under the Truist Revolving Credit Facility. BNP Paribas has agreed to participate in the increase, which moves the Revolving Commitments from $455 million to $480 million. This brings the total Commitments, which include Revolving Commitments and Term Loans, to $505 million. There is potential for further increase up to $750 million using the facility's accordion feature.
Names Mentioned: - Goldman Sachs Middle Market Lending Corp. II - BNP Paribas - Truist Bank - Alex Chi - David Miller
Healthcare Services Group, Inc. has announced the appointment of Vikas Singh as their new Executive Vice President and Chief Financial Officer, effective September 3, 2024. Andrew M. Brophy will remain in his current role as Senior Vice President, Controller, and Chief Accounting Officer. Singh has an extensive background in finance, with previous roles at Bank of America Securities, Credit Suisse, Citibank, and GSK's Consumer Healthcare Division. He holds an MBA from The University of Chicago Booth School of Business. The company affirmed there are no familial or material relationships between Singh and other executive officers or directors that would require disclosure. Singh is entitled to the standard executive benefits and is covered by the company's existing Amended 2020 Omnibus Incentive Plan.
XCEL Brands, Inc. has provided an investor presentation as part of its company updates. The information presented, including the investor presentation (Exhibit 99.1), is not considered filed for legal purposes and should not be seen as material or complete for investment decision-making. The company also includes forward-looking statements under the protection of federal securities law's safe harbor provisions. Investors should read this in conjunction with the safe harbor statement in the presentation material and consider the risk factors from the company's periodic reports.
Names: - XCEL Brands, INC. - James F. Haran (Chief Financial Officer)
Southern Company Gas announced that on September 3, 2024, it entered into an Underwriting Agreement with Southern Company Gas Capital Corporation to issue and sell $450 million aggregate principal amount of 4.95% Senior Notes due on September 15, 2034. Southern Company Gas will guarantee the notes, which have been registered under the Securities Act of 1933.
Power Solutions International, Inc. has closed a new uncommitted senior secured revolving credit agreement with Standard Chartered Bank and other lenders on August 30, 2024. The agreement allows for borrowings up to $120 million and will expire on August 30, 2025. The company drew $100 million initially to repay existing debts including a $40 million balance under a previous credit agreement and $60 million in outstanding balances under shareholder loan agreements with its majority shareholder, Weichai America Corp. The credit agreement includes events of default, minimum EBITDA, and interest coverage covenants, with interest at an alternate base rate or SOFR plus 2.00% per annum.
Additionally, the company entered into a shareholder's loan agreement with Weichai, permitting borrowings up to $105 million expiring on August 31, 2025, subordinated to the new credit agreement. As of September 4, 2024, there is a $35 million outstanding balance with an interest rate of SOFR plus 4.05% annum or Weichai's borrowing cost plus 1%, whichever is higher.
Names: - Power Solutions International, Inc. (Company, PSI) - Standard Chartered Bank (Standard Chartered) - Weichai America Corp. (Weichai) - Xun Li (Chief Financial Officer)
Waste Management, Inc. reported its ongoing process to merge with Stericycle, Inc. As per the announced terms on June 3, 2024, Merger Sub, an indirect wholly-owned subsidiary of Waste Management, will merge with Stericycle, which will then continue as an indirect, wholly-owned subsidiary of Waste Management. The waiting period under the Hart-Scott-Rodino Antitrust Improvements Act has expired, and antitrust clearances have been received from Portugal's Competition Authority and the UK's Competition and Markets Authority. Furthermore, the UK Investment Security Unit has approved the deal. Stericycle stockholders approved the merger on August 14, 2024. Waste Management anticipates completion in the fourth quarter of 2024, pending the satisfaction or waiver of remaining conditions, including clearances under the Canadian Competition Act, the Spanish Competition Act, and foreign investment laws of Spain.
Names mentioned: - Waste Management, Inc. - Stericycle, Inc. - Stag Merger Sub Inc. (Merger Sub) - Hart-Scott-Rodino Antitrust Improvements Act - Competition Authority (Autoridade da Concorrência) of Portugal - UK Competition and Markets Authority - UK Investment Security Unit - Canadian Competition Act - Spanish Competition Act
Invitation Homes Inc. has provided a presentation for their upcoming investor meetings in September 2024. This investor presentation, attached to their report as Exhibit 99.1, is intended for use at these future discussions. Invitation Homes lists its common stock under the trading symbol INVH on the New York Stock Exchange.
Names mentioned: - Mark A. Solls (Executive Vice President, Secretary and Chief Legal Officer, Invitation Homes Inc.)
IRIDEX Corporation filed a resale registration statement as necessitated by the terms agreed upon in the Securities Purchase Agreement with Lind Global Asset Management IX LLC. The registration includes the maximum number of shares that may be issued upon conversion of a senior convertible promissory note, as well as shares already issued as part of the Purchase Agreement. Although no shares from the note have been issued to Lind as yet, and the exact number that may be issued is conditional on several factors, the full conversion of the $4.2 million note at $2.44 per share could result in around 1.7 million new shares. For regulatory compliance, the total possible shares have been registered.
Quanex Building Products Corporation announced its financial results through a press release on September 5, 2024. The details of the press release have been included in the company's recent official report. The company's common stock is listed on the New York Stock Exchange under the trading symbol NX.
Names mentioned: - Quanex Building Products Corporation - New York Stock Exchange - Scott Zuehlke (SVP, CFO and Treasurer)
Andalusian Credit Company, LLC reported on September 3, 2024, that they issued and sold 2,901,547 shares of the company's limited liability company interests at $0.001 par value per share, totaling an aggregate offering price of $44,013,319. Investors had previously agreed to fund drawdowns to purchase shares according to their capital commitments when a drawdown notice was given with at least 10 business days' notice before payment was due. The share sale relied on exemptions from registration requirements due to all investors being “accredited investors” as defined in Regulation D under the Securities Act.
Keen Vision Acquisition Corporation, a company based in the British Virgin Islands, has announced an agreement to merge with Medera Inc., a Cayman Islands exempted company. Under the merger agreement, a Cayman Islands subsidiary will be formed under Keen Vision to facilitate the merger, with Medera merging into this new subsidiary to become the surviving entity. The agreement states that ordinary Medera shares will be converted into rights to receive acquirer ordinary shares based on a set exchange ratio. Adjustments may be made to the number of shares delivered at closing.
Representation and warranties are made by both parties, along with pre-closing covenants. Conditions for closing include various regulatory approvals and the absence of any laws or orders preventing the mergers. The deadline for the merger is set for April 24, 2025, unless extended. The agreement may be terminated under certain circumstances, such as if the closing has not occurred by the deadline. Additionally, Keen Vision will issue new securities for Medera shareholders with registration rights.
The merger's completion is subject to shareholder approval and other customary closing conditions.
Company References: - Keen Vision Acquisition Corporation (KVAC) - Medera Inc. (Medera)
Safe Pro Group Inc. has announced the pricing of their initial public offering (IPO) at $5.00 per share. They have entered an underwriting agreement with Dawson James Securities, Inc., in which they've agreed to sell 1,020,000 shares of common stock. The underwriters have an option to buy an additional 153,000 shares. Additionally, Safe Pro Group Inc. has issued a common stock purchase warrant for 51,000 shares at an exercise price of $6.25, which will be exercisable starting March 1, 2025, and ending on August 28, 2029. The company has also made certain representations, warranties, covenants, and offered indemnification against certain liabilities to the underwriters.
Stitch Fix, Inc. has announced the appointment of Timothy Baxter and Fiona Tan to its Board of Directors, with Baxter joining as a Class II director and a member of the Compensation Committee and Tan as a Class III director and a member of the Audit Committee, both effective October 14, 2024. Baxter, with past experience as CEO of Express, Inc. and in leadership at Macy’s, Inc., and Tan, currently CTO at Wayfair Inc. and previously with Walmart Inc., bring significant retail and technology expertise to the company’s board. Additionally, Steve Anderson has decided to resign from Stitch Fix's Board effective September 6, 2024, with no disagreements cited regarding company operations, policies, or practices.
Hooker Furnishings Corporation has announced that they issued a press release on September 3, 2024. This information can be found in the press release attached to their announcement as Exhibit 99.1. The company’s common stock is listed on the NASDAQ Global Select Market under the symbol "HOFT." The principal executive office address is in Martinsville, Virginia. The phone number and address provided are current with no changes reported since the last report. Paul A. Huckfeldt, the Chief Financial Officer and Senior Vice-President of Finance and Accounting, signed the document on behalf of the company.