SEC 8-K News

Limitless X Holdings Inc. has announced the immediate resignation of Dov Konetz from his position as a director of the company. Mr. Konetz's decision to resign was not due to any disagreements with the company regarding its operations, policies, or practices. No further details were provided about his departure or any succession plans.

Names in the text - Limitless X Holdings Inc. - Dov Konetz - Jaspreet Mathur

Stereotaxis, Inc. announces that on July 18, 2024, Nachum "Homi" Shamir was elected to the company's Board of Directors. Mr. Shamir will be compensated on the same basis as all other non-management Directors of the company. There have been no transactions exceeding $120,000 involving the company and Mr. Shamir since January 1, 2024. Additionally, a press release regarding Mr. Shamir's election has been issued.

  • Nachum "Homi" Shamir
  • Stereotaxis, Inc.

Equillium, Inc. has reported that their estimated cash, cash equivalents, and short-term investments as of June 30, 2024, amount to approximately $33.3 million. They have noted that these figures are preliminary and not yet final, as their financial statements for the quarter are still subject to completion of financial closing procedures. The company also emphasizes that this preliminary financial data has not been reviewed or audited by their independent registered public accounting firm. Equillium, Inc. includes forward-looking statements with the caveat that actual results may differ due to various risks and uncertainties.

  • Company Name: Equillium, Inc.
  • Signatory: Jason A. Keyes, Chief Financial Officer

Cannonau Corp. has announced a change in its certifying accountant. On April 30, 2024, the company's Board of Directors approved the engagement of Boladale Lawal & Co. as the new independent registered public accounting firm for the fiscal year ended December 31, 2021, and accepted the resignation of the previous firm, Victor Mokuolu, CPA, PLLV. The company stated there were no disagreements or reportable events between it and Victor Mokuolu during specified financial periods. Victor Mokuolu has provided a letter, dated July 17, 2024, agreeing with the company's statements, which is included as an exhibit.

Proper Names: - Cannonau Corp. - Boladale Lawal & Co. - Victor Mokuolu, CPA, PLLV - Markwin H. Maring

Avalon GloboCare Corp. announced the official launch of online sales for the KetoAir™ breathalyzer device and its accessories in the United States as of July 18, 2024. The accompanying press release has been included as part of this announcement. The company's common stock, with a par value of $0.0001 per share, is listed on The Nasdaq Capital Market under the trading symbol ALBT. Luisa Ingargiola, the Chief Financial Officer of Avalon GloboCare Corp., signed off on this report.

Names mentioned: - Avalon GloboCare Corp. - Luisa Ingargiola (Chief Financial Officer)

WNS (Holdings) Limited announced its earnings for the fiscal first quarter ended June 30, 2024, and updated its guidance for fiscal 2025 on July 18, 2024. The earnings release is provided as an exhibit to the report.

For clarification, the company's ordinary shares trade on the New York Stock Exchange under the symbol WNS. The principal executive offices are located in Mumbai, India; London, United Kingdom; and New York, USA. The report was authorized by Gopi Krishnan, General Counsel of WNS (Holdings) Limited.

Notable names: - WNS (Holdings) Limited - Gopi Krishnan

Emmaus Life Sciences, Inc. has announced the appointment of Willis Lee as the company's Chief Executive Officer effective July 15, 2024. He has been with the company as interim Co-President since August 21, 2023, and originally joined as Chief Operating Officer in July 2019. Willis Lee is also serving as the Chairman of the Board since October 2, 2023. His compensation will remain the same as previously disclosed. Alongside this change, George Sekulich will continue his roles as Chief Commercial Officer and Chief Information Officer, positions he has held since 2019.

Names mentioned: - Emmaus Life Sciences, Inc. - Willis Lee - George Sekulich - Yasushi Nagasaki

Golden Arrow Merger Corp. has created a direct financial obligation by issuing an unsecured promissory note to Golden Arrow Sponsor, LLC. The note is valued up to $220,000, with no interest, and payment is due on the date of the company's initial business combination. The Sponsor has the option to convert the note into warrants with the same terms as those issued during the IPO, barring certain transfer restrictions.

Names mentioned: - Golden Arrow Merger Corp. - Golden Arrow Sponsor, LLC - Timothy Babich (Chief Executive Officer)

Chuy's Holdings, Inc. has entered into a definitive agreement to merge with Darden Restaurants, Inc., and Cheetah Merger Sub Inc. Upon the merger's completion, Chuy's Holdings will become an indirect, wholly owned subsidiary of Darden Restaurants. At the effective time of the merger, each share of Chuy's Holdings common stock will be converted into the right to receive $37.50 in cash, except for shares held by the company in treasury, by Darden or Cheetah, or by shareholders who properly exercised appraisal rights.

The company's outstanding stock options and restricted stock units will also be cashed out under the terms provided in the merger agreement. This merger is contingent upon approval by a majority of the outstanding shares of Chuy's Holdings common stock and other customary closing conditions, including antitrust approvals.

The company will not solicit or entertain any acquisition proposals from third parties after the no-shop period starting August 16, 2024. However, prior to this date, the company may respond to unsolicited proposals that constitute a superior proposal.

Chuy's Holdings can terminate the agreement under certain conditions and may be required to pay a termination fee to Darden Restaurants ranging from approximately $11.2 million to $22.4 million, depending on the circumstances surrounding the termination.

The merger agreement also stipulates that, upon the merger's close, Chuy's Holdings common stock will be delisted and deregistered. The Chuy's Holdings board unanimously recommends that the company's stockholders approve the merger.

Proper Names: - Chuy's Holdings, Inc. - Darden Restaurants, Inc. - Cheetech Merger Sub Inc.

Sila Realty Trust, Inc. has announced that its board of directors approved a distribution for stockholders of $0.1333 per share of common stock, to be paid on August 15, 2024. Stockholders on record by the close of business on July 31, 2024, will be eligible for this distribution. The payment represents an annualized distribution of $1.60 per share.

Names mentioned: - Sila Realty Trust, Inc. - Kay C. Neely (Chief Financial Officer)

PHX Minerals Inc. has announced that effective June 17, 2024, their Board of Directors approved amendments to the company bylaws, including significant changes to Section 1.15 related to stockholder actions without meetings. Additionally, the company disclosed a legal matter where a class action complaint filed by William Schilling alleged that certain bylaw provisions were in violation of Delaware law. Although PHX Minerals and the Board denied wrongdoing, they amended the bylaws, which addressed Schilling's claim, leading to the dismissal of the action. The company agreed to pay $150,000 in legal fees and expenses to Plaintiff’s counsel.

Proper Names Mentioned: - PHX Minerals Inc. - William Schilling - Christopher J. Kupka, Esq. - Fields Kupka & Shukurov LLP - Adrienne Bell - Kaskela Law LLC - F. Troupe Mickler IV, Esq. - Ashby & Geddes, P.A. - Evan Lechtman, Esq. - Adam V. Orlacchio, Esq. - Blank Rome LLP - Chad L. Stephens

China Health Industries Holdings, Inc. has reported that on June 28, 2022, through its wholly-owned subsidiary China Health Industries Holdings Limited (China Health HK), it established a new subsidiary called Zhuhai Hankang Biology Science and Technology Co., Ltd. This new entity's primary activities include manufacturing and distributing medicine, cosmetics, and health food. Additionally, on July 5, 2024, China Health HK's subsidiary Harbin Humankind Biology Technology Co., Limited (Humankind), transferred all equity interests of Heilongjiang HempCan Pharmaceuticals Co., Ltd. (HempCan) to Hankang.

Subsequently, on July 8, 2024, China Health HK entered into Agreements with Mr. Xin Sun and Ms. Liyuan Sun, whereby Mr. Xin Sun acquired 99% and Ms. Liyuan Sun 1% equity interests in Humankind for a total consideration of $600,000, paid partially in cash by Ms. Liyuan Sun and partially by Mr. Xin Sun through a stock transfer consisting of 594,000 shares of China Health Industries Holdings, valued at $1.00 per share. It is notable that Mr. Xin Sun is the current Chairman, sole director and executive officer of China Health Industries Holdings, Inc., and Ms. Liyuan Sun is his younger sister. The transaction was finalized on July 11, 2024.

Names mentioned: - China Health Industries Holdings, Inc. - China Health Industries Holdings Limited (China Health HK) - Zhuhai Hankang Biology Science and Technology Co., Ltd. (Hankang) - Harbin Humankind Biology Technology Co., Limited (Humankind) - Heilongjiang HempCan Pharmaceuticals Co., Ltd. (HempCan) - Mr. Xin Sun - Ms. Liyuan Sun

GB Sciences, Inc. has announced that Dr. Andrea Small-Howard, who has been the President for the past three years, has been promoted to CEO, CFO, and Chairman of the Board following the succession plan created due to Mr. John Poss's failing health. The company expressed sadness over the passing of Mr. Poss, who had fought serious health issues and prepared Dr. Small-Howard for her expanded roles prior to his death on July 10, 2024. Dr. Small-Howard, a founding board member and the architect of GB Sciences' strategic vision, will continue her work in advancing cannabinoid medicines.

  • GB Sciences, Inc.
  • Dr. Andrea Small-Howard
  • Mr. John Poss

MoneyLion Inc. announced the appointment of Brad Hanson as a member of its Board of Directors and as Chair of the Audit Committee, following the resignation of Jeff Gary. Hanson's term will expire at the 2025 Annual Meeting of Stockholders. His compensation aligns with the Company's Outside Director Compensation Program. Hanson and the company have entered into a standard form of indemnification agreement. There are no family relationships or material interests between Hanson and the company's directors or executive officers. Further, there are no disagreements between Gary and the company that led to his resignation. Additionally, a press release regarding these matters was issued.

Names mentioned: - Brad Hanson - Jeff Gary - MoneyLion Inc. - Richard Correia

Shorepower Technologies, Inc. has made a decision to change its fiscal year end from February 29 to December 31. This was done following a resolution adopted by the Board of Directors on July 10, 2024, in line with the company's bylaws. The company plans to file a Form 10-Q to report on the transition period prompted by this change. Shorepower Technologies trades under the symbol "SPEV" on the OTC Pink marketplace and has an emerging growth company status.

Proper names mentioned: - Shorepower Technologies, Inc. - Jeff Kim

Encision Inc. has announced its fourth-quarter financial results for the quarter ended March 31, 2024. A press release with the full details was issued on July 15, 2024. The company's common stock is traded on the OTC Bulletin Board under the symbol ECIA. The press release is furnished as Exhibit 99.1, and a Cover Page Interactive Data File is provided as Exhibit 104. The report was authorized and signed by Mala M Ray, the Controller and Principal Accounting Officer of Encision Inc., on July 15, 2024.

Names and symbols for reference: - Encision Inc. (Company) - ECIA (Trading Symbol) - Mala M Ray (Controller and Principal Accounting Officer)

Qualigen Therapeutics, Inc. has entered a financing agreement with an institutional investor, where it received a $2,000,000 loan on July 12, 2024. The loan terms include an 18% interest rate, a maturity date of July 8, 2025, and a prepayment condition from future financings. In connection with the loan, there were changes to the Board of Directors with Richard David, Sidney Emery, Kurt Kruger, and Ira Ritter resigning, and Campbell Becher, Robert Lim, and Cody Price joining the Board. Additionally, the company announced a partial exercise of a Warrant resulting in 12,155,830 shares of common stock outstanding.

Names listed for clarity: - Qualigen Therapeutics, Inc. - Richard David - Sidney Emery - Kurt Kruger - Ira Ritter - Campbell Becher - Robert Lim - Cody Price - Michael S. Poirier (Chief Executive Officer)

Select Medical Holdings Corporation announced an estimated financial result for its wholly-owned subsidiary, Concentra Group Holdings Parent, Inc., for the second quarter ended June 30, 2024. They released a press release detailing the financial outcome and have included the press release as Exhibit 99.1 in their report. The information provided is for informational purposes and is not considered "filed" for legal purposes under the Securities Exchange Act, and not subject to its liabilities, nor is it included in any Securities Act filings.

Proper Names Mentioned: - Select Medical Holdings Corporation - Concentra Group Holdings Parent, Inc. - Michael E. Tarvin

Wetouch Technology Inc. has announced the resignation of their Chief Financial Officer, Mr. Yuhua Huang, effective July 8, 2024. His resignation was not due to any disagreement with the company's operations, policies, or practices. On the same date, the company appointed Xing Tang as the new Chief Financial Officer. Xing Tang has an extensive background in finance, including experience with US GAAP and has held previous roles at Elong Power Holdings Limited and China XD Plastics Co., Ltd. Her agreement with the company is for three years with compensation of USD 5,630 per month.

Names mentioned: - Wetouch Technology Inc. - Yuhua Huang - Xing Tang - Elong Power Holdings Limited - China XD Plastics Co., Ltd. - Sichuan University - Foreign Affairs College - Seton Hall University - Zongyi Lian

Bally's Corporation has entered into a Binding Term Sheet with Gaming and Leisure Properties, Inc. on July 11, 2024. This agreement outlines a strategic construction and financing partnership that will provide funding for the completion of Bally’s casino development in Chicago. Details of this agreement are included in an attached exhibit. The company's common stock is traded on the New York Stock Exchange under the ticker symbol BALY.

  • Bally's Corporation
  • Gaming and Leisure Properties, Inc.
  • New York Stock Exchange
  • Kim M. Barker (Chief Legal Officer at Bally's Corporation)

Universal Security Instruments, Inc. announced that on July 10, 2024, they entered into an agreement extending the employment term of Harvey B. Grossblatt, their President and CEO, by one year to July 31, 2025. Additionally, the company has maintained the previous bonus threshold for Grossblatt, which is based on 4% of shareholders' equity as of April 1, 2024.

Company Name: Universal Security Instruments, Inc. Individual Mentioned: Harvey B. Grossblatt

CoStar Group, Inc. has announced the appointment of Cynthia Eakin as its new Chief Accounting Officer, effective immediately. She will report to the company's Chief Financial Officer, Christian Lown. Eakin, a CPA with a BS from Virginia Polytechnic Institute & State University and a Certificate from Georgetown University, has been with CoStar since 2016, previously holding roles such as Senior VP of Investor Relations and VP Controller. Upon appointment, Eakin will receive a restricted stock award of $750,000, vesting over four years. Additionally, Rich Simonelli has been appointed as Head of Investor Relations. Details were released in a press release dated July 11, 2024.

  • CoStar Group, Inc.
  • Cynthia Eakin
  • Christian Lown
  • Rich Simonelli
  • Virginia Polytechnic Institute & State University
  • Georgetown University
  • Gene Boxer

Salarius Pharmaceuticals, Inc. was informed on July 9, 2024, that there was a serious unexpected grade 4 adverse event with a patient in a clinical trial at MD Anderson Cancer Center. The trial, evaluating seclidemstat with azacitidine in adults for certain cancers, is now on partial hold by the FDA. New patients cannot enroll, but current ones benefiting may continue treatment. The company plans to work with researchers to analyze data and address the FDA's inquiries.

List of proper names: - Salarius Pharmaceuticals, Inc. - The University of Texas MD Anderson Cancer Center (MDACC) - U.S. Food and Drug Administration (FDA) - Mark J. Rosenblum (Chief Financial Officer)

Methode Electronics, Inc. announced its financial results for the fourth quarter and fiscal year ended April 27, 2024, via a press release issued on July 11, 2024. Additionally, the company disclosed that its Board of Directors has appointed David Rawden from AlixPartners as Interim Chief Financial Officer, effective July 12, 2024, succeeding the retiring Ronald L.G. Tsoumas. Methode Electronics has also agreed to indemnify AlixPartners against certain liabilities that may arise from this engagement.

Names: - Methode Electronics, Inc. - David Rawden - AlixPartners - Ronald L.G. Tsoumas

Dolphin Entertainment, Inc. recently received a cash installment of $2,556,452 as part of its content licensing agreement for the documentary motion picture "The Blue Angels", co-produced with IMAX Corporation and distributed by Amazon Content Services, LLC. The film is about the United States Navy's flight demonstration squadron. This is the second installment received by the company, with the first amounting to $777,905 from IMAX on February 22, 2024. The total net revenues recorded from the distribution rights sale to Amazon in the three months ending March 31, 2024, was $3,421,141.

Names mentioned for clarity: - Dolphin Entertainment, Inc. - The Blue Angels - IMAX Corporation - Amazon Content Services, LLC - Mirta A. Negrini

Kaya Holdings, Inc. has announced the grand opening of its The Sacred Mushroom™ Psilocybin Treatment center located in Portland, Oregon. The event was marked with a press release on July 2, 2024.

Company: Kaya Holdings, Inc. Event: Grand opening of The Sacred Mushroom™ Psilocybin Treatment center Location: Portland, Oregon Date of Press Release: July 2, 2024 CEO: Craig Frank

Nathan's Famous, Inc. reported that on July 10, 2024, they entered into a Credit Agreement involving the company as the borrower, its direct and indirect subsidiaries as guarantors, various lenders, and Citibank, N.A. serving as the administrative agent. Concurrently, the company called for the redemption of $60 million of its 6.625% Secured Notes due in 2025 and deposited sufficient funds for their redemption set for August 14, 2024.

The Credit Agreement consists of a $60 million term loan and a revolving credit facility of up to $10 million, with provisions for incremental borrowing increases. The agreement will mature on July 10, 2029. Interest rates on these borrowings range between the Base Rate plus 0.00% and Term SOFR plus 1.40%, along with a commitment fee for undrawn revolving amounts.

The agreement also stipulates financial covenants, mandatory prepayment clauses, and customary defaults that could prompt the lenders to demand immediate repayment. The company's obligations under this agreement are unsecured.

The following names and titles were mentioned: Citibank, N.A., U.S. Bank Trust Company, National Association (Trustee), and Eric Gatoff (Chief Executive Officer at Nathan’s Famous, Inc.).

Remsleep Holdings, Inc. announced on July 2, 2024, that it has received 510(k) Clearance from the Food and Drug Administration for its Deltawave CPAP Pillows Interface Mask. The company released a full statement on this matter, which can be found in the press release attached as Exhibit 8.1 in the company documentation.

Names mentioned: - Remsleep Holdings, Inc. - Food and Drug Administration (FDA) - Deltawave CPAP Pillows Interface Mask - Thomas J. Wood (Chief Executive Officer)

Woodbridge Liquidation Trust has reached a settlement agreement with Haight Brown & Bonesteel, LLP and Ted Handel. The Trust will settle its claims related to a case known as Goldberg v. Halloran & Sage LLP, for a cash payment of $5,000,000, which after expenses is expected to net approximately $3.3 million. The payment is due within 30 days after the signing of the agreement. The company also cautions that forward-looking statements in the report are subject to risks and uncertainties, and actual results could differ materially.

Names mentioned: - Woodbridge Liquidation Trust - Haight Brown & Bonesteel, LLP - Ted Handel - Goldberg v. Halloran & Sage LLP - Michael I. Goldberg (Liquidation Trustee)

COMPASS DIGITAL ACQUISITION CORP. has filed a statement indicating an extraordinary general meeting for shareholders to approve two main points: 1) amending the company's articles to extend the time for completing an initial business combination to April 19, 2025, and 2) ratifying the appointment of WithumSmith+Brown, PC as its independent auditor for 2024. The company intends to enter into Non-Redemption Agreements with certain shareholders to prevent redemption of shares at the meeting, potentially allowing more funds to remain within the company's trust account post-meeting. The effectiveness of these agreements is subject to conditions such as shareholders' approval of the extension and meeting other specified terminations.

Proper Names:

  • Compass Digital Acquisition Corp.
  • HCG Opportunity, LLC
  • WithumSmith+Brown, PC
  • The Nasdaq Stock Market LLC
  • Nick Geeza

Wag! Group Co. has announced preliminary financial results for the quarter ended June 30, 2024, and has updated its financial guidance for the full year ending December 31, 2024. These details were released in a press statement, which is also provided as an exhibit with the announcement.

  • Company Name: Wag! Group Co.
  • Preliminary Financial Results for: Quarter ended June 30, 2024
  • Updated Financial Guidance for: Full year ending December 31, 2024
  • Press Release Date: July 10, 2024
  • Chief Financial Officer: Alec Davidian
  • Stock Symbols: Common Stock (PET), Warrants (PETWW)
  • Stock Exchange: The Nasdaq Global Market
  • Company Address: 55 Francisco Street, Suite 360, San Francisco, California 94133

Ferrellgas, L.P. has entered into the Fourth Amendment to its Credit Agreement. This amendment adjusts the applicable margins for loans and modifies the undrawn fee rate for the lenders on the unused amount of the revolving credit facility. Additionally, the aggregate revolving commitment has been lowered. The Fourth Amendment also enables the company to provide collateral support for certain third-party surety providers via letters of credit in relation to an appeal pertaining to the Eddystone Litigation. Moreover, certain covenants have been modified to accommodate these changes.

Entities Mentioned: - Ferrellgas, L.P. - Ferrellgas Partners, L.P. - Ferrellgas Partners Finance Corp. - Ferrellgas, Inc. - Ferrellgas Finance Corp. - JPMorgan Chase Bank, N.A. - U.S. District Court for the Eastern District of Pennsylvania

JAAG ENTERPRISES LTD. has reported that on June 30, 2024, their independent auditor, Centurion CZD CPA & Co., located in Hong Kong, resigned. The company is now in the process of finding a new PCAOB compliant auditor. It is important to note that there were no disagreements with Centurion on accounting principles, practices, financial statement disclosure, or auditing scope that would have required them to report such disagreements in their audit reports.

Names mentioned: - JAAG ENTERPRISES LTD. - Centurion CZD CPA & Co. - Jeffrey Chau (Chief Executive Officer of JAAG ENTERPRISES LTD.)

Certara, Inc. has announced on July 9, 2024, that they have entered into a definitive agreement to purchase Chemaxon, a chemical informatics software provider. In the same announcement, Certara has reaffirmed the financial guidance for 2024 that was previously shared on May 7, 2024. The relevant press release has been made publicly available and is included as an exhibit in their corporate filing.

Names mentioned: - Certara, Inc. - Chemaxon - Daniel Corcoran (Senior Vice President and General Counsel of Certara, Inc.)

U.S. Energy Corp has announced an agreement to sell oil and gas producing properties in Karnes County, Texas for $6 million to Warwick-Artemis, LLC. The agreement includes customary true-ups for operating costs, taxes, and revenues prior to the effective date of April 1, 2024, along with a $600,000 deposit from Warwick-Artemis. Should any party breach their representations and warranties, each may have the capacity to terminate the agreement. U.S. Energy Corp will retain the deposit as liquidated damages if Warwick-Artemis fails to close the transaction, under certain conditions. Conversely, Warwick-Artemis may receive a refund of the deposit if U.S. Energy Corp is in breach. The transaction is anticipated to close by July 31, 2024, with customary closing conditions.

Names mentioned: - U.S. Energy Corp - New Horizon Resources LLC (wholly-owned subsidiary of U.S. Energy Corp) - Warwick-Artemis, LLC

TriNet Group, Inc. announced on July 8, 2024, the appointment of Brian Evanko as a new member of its Board of Directors to fill an existing vacancy. He will serve as a Class I Director until the 2027 Annual General Meeting of Stockholders. Additionally, on the same day, Evanko was appointed to the Finance and Audit Committee. Notably, Brian Evanko is affiliated with Cigna, a longtime vendor of TriNet, and the company expects to have related party transactions subject to review under the relevant policies in part due to this relationship. His independence was confirmed in line with stock exchange rules and regulations. Evanko will be compensated according to the Non-Employee Director Compensation Policy and will also enter into an indemnity agreement with TriNet.

  • TriNet Group, Inc.
  • Brian Evanko
  • Cigna
  • New York Stock Exchange
  • Securities Exchange Act of 1934
  • Finance and Audit Committee
  • Non-Employee Director Compensation Policy

KKR FS Income Trust Select entered into a senior secured revolving credit agreement on July 2, 2024. The agreement allows for initial borrowing of up to $50,000,000 with the option to increase up to $250,000,000. It includes provisions for letters of credit up to $10,000,000 and swingline loans up to the same amount. The facility will reach its commitment end date on July 2, 2028, and all loans are to mature on July 2, 2029, with mandatory prepayment terms under certain conditions. The agreement also sets interest rates for borrowing and includes a commitment fee for unused amounts. The company is required to adhere to customary representations, warranties, covenants, and reporting requirements, as well as maintain a minimum shareholders’ equity and a 150% asset coverage ratio. The obligations under this agreement are secured by the company's and certain subsidiaries' assets.

Proper Names: - KKR FS Income Trust Select - ING Capital LLC - Stephen S. Sypherd (General Counsel and Secretary)

AEON Biopharma, Inc. recently announced its financial results for the fiscal year that ended on December 31, 2023. The company's earnings details have been released in a press release, which is included as Exhibit 99.1 in the report. AEON's common stock, with a par value of $0.0001 per share, is registered with the trading symbol AEON, and its warrants to purchase common stock trade under AEON WS on the NYSE American.

Proper Names Mentioned: - AEON Biopharma, Inc. - NYSE American - Marc Forth (Chief Executive Officer)

Cherry Hill Mortgage Investment Corporation has announced that, following a recommendation from a special committee of independent board members, its board of directors has approved the internalization of management. The company will terminate its existing agreement with Cherry Hill Mortgage Management, LLC, and take the necessary steps to operate as a fully integrated, internally managed mortgage REIT. This information was released in a press release attached to the company's announcement.

  • Cherry Hill Mortgage Investment Corporation
  • Cherry Hill Mortgage Management, LLC
  • Michael Hutchby (Chief Financial Officer, Treasurer and Secretary)

Smurfit WestRock plc has completed a significant transaction involving Smurfit Kappa Group plc and WestRock Company. Smurfit WestRock acquired Smurfit Kappa and simultaneously, subsidiary Sun Merger Sub, LLC merged with and into WestRock, with WestRock as the surviving entity. Both Smurfit Kappa and WestRock are now wholly owned subsidiaries of Smurfit WestRock.

Additionally, Smurfit WestRock has established indemnification agreements with certain directors and officers. These agree to indemnify against expenses incurred due to their roles in the company to the extent permitted by Irish law.

Furthermore, a new multicurrency term and revolving facilities agreement has been entered into, where loans will bear interest based on the respective currencies and other factors such appslicable interest rate margin fluctuation.

Smurfit WestRock, along with other subsidiaries, has also guaranteed existing bond indebtedness of both Smurfit Kappa and WestRock subsidiaries.

The full list of proper names mentioned throughout the text includes: Smurfit WestRock plc, Smurfit Kappa Group plc, WestRock Company, Sun Merger Sub, LLC, Smurfit US Holdings Corporation, Wells Fargo Bank, National Association, Smurfit Kappa Investments Limited, Smurfit Kappa Treasury Unlimited Company, Smurfit Kappa Acquisitions Unlimited Company, Deutsche Trustee Company Limited, The Bank of New York Mellon, WRKCo Inc., WestRock MWV, LLC, WestRock RKT, LLC, CoBank, ACB, and National Westminster Bank plc.

PLAYSTUDIOS, Inc. has completed the acquisition of substantially all assets of Pixode Games Limited on July 1, 2024. The purchase included a $3.5 million payment at closing, with an additional $1.0 million possible on launch of the acquired game, plus further contingent consideration based on performance, estimated at a fair value of approximately $2.7 million. Some of the payment may be in PLAYSTUDIOS Class A common stock, at the company's discretion. Furthermore, an amendment to the company's credit agreement was made to exclude the obligations of this deal from certain covenants.

Names: - PLAYSTUDIOS, Inc. - PLAYSTUDIOS US, LLC - PLAYSTUDIOS International Israel Ltd. - Pixode Games Limited - JPMorgan Chase Bank, N.A. - Scott Peterson (Chief Financial Officer at PLAYSTUDIOS, Inc.)

U.S. Silica Holdings, Inc. has communicated that as part of an ongoing Merger Agreement with Star Holding LLC and Star Merger Co. — affiliates of Apollo Funds managed by Apollo Global Management, Inc. — supplementary details have been provided to respond to shareholder litigation challenging disclosure adequacy. There have been fifteen demand letters and two complaints with accusations that the Disclosures in preliminary and definitive proxy statements were insufficient. Nevertheless, U.S. Silica denies all allegations, asserting no laws were violated, no duties breached, and no supplemental disclosures were necessary.

U.S. Silica has voluntarily supplemented details to eliminate litigation burden, moot claims, avoid merger delays or disruptions, and provide additional information to stockholders, without admitting legal or material necessity of these supplemental disclosures. They've amended and supplemented sections regarding the merger's background, Piper Sandler's analysis, and clarified their stance regarding their leadership's post-merger roles and standstill provisions.

A special meeting of the Company’s stockholders is scheduled for July 16, 2024, where a vote on the Merger Agreement will take place. Forward-looking statements outline management's expectations and inherent uncertainties and risks, including potential disruption from the proposed merger.

Names mentioned: - U.S. Silica Holdings, Inc. - Star Holding LLC - Star Merger Co. - Apollo Funds - Apollo Global Management, Inc. - Piper Sandler - Stacy Russell

Applied Energetics, Inc. has announced the expansion of its operations at the University of Arizona Tech Park by leasing over 5,000 additional square feet to establish a new Battle Lab and increase laser manufacturing capacity. This expansion is poised to support the company's existing and potential future U.S. military programs. The additional space, part of a high bay, light industrial facility, is designed for laser system testing, technology maturation, and customer demonstrations. The monthly base rent for this manufacturing space has been previously established, with rates gradually increasing from August 2023 to July 2028. Additionally, a tenant improvement allowance of up to approximately $129,000 is provided for the additional space. The company has also issued a press release with further details about the expansion.

List of proper names:

  • Applied Energetics, Inc.
  • University of Arizona Tech Park
  • Campus Research Corporation (Landlord)
  • Gregory J. Quarles (President and Chief Executive Officer)

West Pharmaceutical Services, Inc. has announced the entry into a Third Amendment to the Credit Agreement which involved securing a new term loan of $130.0 million that matures on July 2, 2027. This sum, along with existing cash on hand, was used to repay approximately $80 million of an outstanding term loan and about $53 million of the company's 3.82% Series B Senior Notes due on July 5, 2024. The new loan has an interest rate based on secured overnight financing rate plus a margin, does not require amortization before maturity, and is subject to customary covenants and events of default provisions. The financial activities were signed by Bernard J. Birkett, Senior Vice President and Chief Financial Officer.

Names: - West Pharmaceutical Aservices, Inc. - Bank of America, N.A. - Bernard J. Birkett

DSG Global, Inc. has entered into an exclusive licensing agreement with Arriva Leisure Sports Vehicles Corp. on July 2, 2024. The agreement allows Arriva to exclusively use certain intellectual properties, including trademarks and industrial property, for the design, manufacture, and distribution of SR-1 Golf Carts & LSV, and GPS and Wireless Vehicle Management Systems. Arriva is also granted the first refusal on any new products. The deal includes a 3.5% royalty on gross sales with a minimum annual royalty of $50,000 and a one-time license fee of $2 million spread over five years. The agreement has a 25-year term with automatic five-year renewals unless notice is given.

  • Company Names: DSG Global, Inc., Arriva Leisure Sports Vehicles Corp
  • Individual Name: Robert Silzer
  • Title: Chief Executive Officer

Generac Holdings Inc. announced that it has amended its existing term loan credit facility. On July 3, 2024, along with its wholly owned subsidiaries, the company entered into an amendment which brings changes like the creation of a new term loan with a principal amount of $500 million after a $30 million payment, sets the maturity date as July 3, 2031, and removes the credit spread adjustment linked to the LIBOR to SOFR transition. Detailed information is included in an exhibit attached to the report.

Names mentioned: - Generac Holdings Inc. - Generac Acquisition Corp. - Generac Power Systems, Inc. - JPMorgan Chase Bank, N.A.

Marvion Inc. has entered into a Stock Purchase Agreement where LEE Ying Chiu Herbert will sell all 10,000,000 shares of Series A Preferred Stock to Young Chi Kin Eric. Eric will assume around $288,089 in liabilities, to be paid in installments per the agreement. Furthermore, Chan Sze Yu will become the new Chief Executive Officer, Chief Financial Officer, Secretary, and Director of Marvion Inc. The company also notes ongoing discussions with Eric regarding potential acquisition of operating businesses after these transactions are finalized.

Names mentioned: - Marvion Inc. - LEE Ying Chiu Herbert - Young Chi Kin Eric - Chan Sze Yu

DH Enchantment, Inc. announces that Sally Kin Yi Lo resigned from her roles as the Chief Executive Officer, Chief Financial Officer, Secretary, and Director for personal reasons, effective July 5, 2024. She did not leave due to any disagreements with the company's operations, policies, or practices. Lo continues to hold significant stakes in the company's various classes of stock. CHEUNG, Cheuk Yin was appointed as the new Chief Executive Officer, Chief Financial Officer, Secretary, and Director on the same day. Cheung, age 44, is the founder of Buyippee and has extensive experience in business, financial management, and operations.

  • DH Enchantment, Inc.
  • Sally Kin Yi Lo
  • CHEUNG, Cheuk Yin
  • Buyippee
  • TMT Ventures
  • Victoria Hub Capital
  • Qupital
  • Euler Hermes Allianz
  • American Express
  • Macquire University
  • Sydney Institute of Business and Technology

Canna-Global Acquisition Corp has announced that they have decided not to appeal the Nasdaq Listing Qualifications staff's decision to delist their securities, which include units, common stock, and warrants. The company expects that their securities will be removed from Nasdaq and may potentially be traded over-the-counter or in privately negotiated sales. Efforts are being made to have the securities quoted on a market operated by OTC Markets Group Inc. However, there is no guarantee that there will be a continuous market for the securities.

Proper Names Mentioned: - Canna-Global Acquisition Corp - NASDAQ - OTC Markets Group Inc. - J. Gerald Combs (Chief Executive Officer of Canna-Global Acquisition Corp)

InnSuites Hospitality Trust has conveyed several updates. The Trustee Nominees for the 2024 Annual Shareholder Meeting are Marc E. Berg and Michael G. Marchi. The company is mourning the unexpected loss of long-serving Trustee Jessie Ronnie Chase, who passed away on June 14, 2024. Michael G. Marchi is temporarily filling the trustee position. Additionally, InnSuites announced a semi-annual dividend of $0.01 per share to be paid around July 31, 2023, to shareholders of record as of July 17, 2024, marking a 54-year tradition of annual dividends. Their next Annual Shareholders Meeting will be held on August 14, 2024.

List of proper names mentioned: - InnSuites Hospitality Trust - Marc E. Berg - Michael G. Marchi - Jessie Ronnie Chase - James F. Wirth